UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 7, 2014
Central Index Key Number of depositor: 0000869090
CHASE BANK USA, NATIONAL ASSOCIATION
(Sponsor, Depositor, Originator, Administrator and Servicer of the Issuing Entities described below)
Central Index Key Number of issuing entity: 0001174821
CHASE ISSUANCE TRUST
(Issuing Entity of the Notes)
(Exact name of registrant as specified in its charter)
| Laws of the United States | 333-192048 333-192048-01 | 22-2382028 | ||
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) |
Chase Bank USA, National Association 201 North Walnut Street Wilmington, Delaware | 19801 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (302) 282-5113
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 8 – Other Events
| Item 8.01 | Other Events |
Chase Issuance Trust, a Delaware statutory trust (the “Issuing Entity”), entered into the Class A(2014-7) Terms Agreement, dated November 7, 2014, pursuant to the Underwriting Agreement, dated November 4, 2014, among the Issuing Entity, Chase Bank USA, National Association and J.P. Morgan Securities LLC.
The Underwriting Agreement was included as Exhibit 1.1(a) to the Form 8-K filed with the Securities and Exchange Commission on November 5, 2014 and is incorporated herein by reference.
On November 7, 2014, Skadden, Arps, Slate, Meagher & Flom LLP delivered its tax opinion with respect to the issuance and sale of $1,300,000,000 of Class A(2014-7) CHASEseries Notes, to be issued by the Issuing Entity.
Section 9 - Financial Statements and Exhibits
| Item 9.01 | Financial Statement and Exhibits. |
The following exhibits are filed as a part of this report:
| (1.1) | Class A(2014-7) Terms Agreement, dated November 7, 2014, among Chase Issuance Trust, Chase Bank USA, National Association and J.P. Morgan Securities LLC. | |
| (8.1) | Tax Opinion of Skadden, Arps, Slate, Meagher & Flom LLP. | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| CHASE BANK USA, NATIONAL ASSOCIATION | ||||
| as Sponsor, Depositor, Originator, Administrator and Servicer of the Chase Issuance Trust | ||||
| By: | /s/ David A. Penkrot | |||
| Name: | David A. Penkrot | |||
| Title: | Executive Director | |||
Date: November 7, 2014