0001101215-15-000067.txt : 20150302 0001101215-15-000067.hdr.sgml : 20150302 20150302160117 ACCESSION NUMBER: 0001101215-15-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150225 0001139552 0001007254 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150302 DATE AS OF CHANGE: 20150302 Credit card FILER: COMPANY DATA: COMPANY CONFORMED NAME: WFN CREDIT CO LLC CENTRAL INDEX KEY: 0001139552 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 311772814 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-60418 FILM NUMBER: 15664432 BUSINESS ADDRESS: STREET 1: 3100 EASTON SQUARE PLACE, #3108 CITY: COLUMBUS STATE: OH ZIP: 43219 BUSINESS PHONE: 614.729.5044 MAIL ADDRESS: STREET 1: 3100 EASTON SQUARE PLACE, #3108 CITY: COLUMBUS STATE: OH ZIP: 43219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLD FINANCIAL NETWORK CREDIT CARD MASTER NOTE TRUST CENTRAL INDEX KEY: 0001282663 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 311772814 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-113669 FILM NUMBER: 15664433 BUSINESS ADDRESS: STREET 1: ONE RIGHTER PARKWAY, SUITE 100 CITY: WILMINGTON STATE: DE ZIP: 19803 BUSINESS PHONE: 302.529.6140 MAIL ADDRESS: STREET 1: ONE RIGHTER PARKWAY, SUITE 100 CITY: WILMINGTON STATE: DE ZIP: 19803 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WORLD FINANCIAL NETWORK CREDIT CARD MASTER TRUST CENTRAL INDEX KEY: 0001140096 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 000000000 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-60418-01 FILM NUMBER: 15664434 BUSINESS ADDRESS: STREET 1: 3100 EASTON SQUARE PLACE, #3108 CITY: COLUMBUS STATE: OH ZIP: 43219 BUSINESS PHONE: 614.729.5044 MAIL ADDRESS: STREET 1: 3100 EASTON SQUARE PLACE, #3108 CITY: COLUMBUS STATE: OH ZIP: 43219 8-K 1 form_8k.htm FORM 8-K
 
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):
February 25, 2015
 
 
World Financial Network Credit Card Master Note Trust
(Issuing Entity)
World Financial Network Credit Card Master Trust
(Issuer of Collateral Certificate)
WFN Credit Company, LLC
(Depositor/Registrant)
Comenity Bank
(Sponsor)
(Exact Name of Issuing Entity, Issuer of Collateral Certificate, Depositor/Registrant and
Sponsor as Specified in their respective Charters)
 
Delaware
(State or Other Jurisdiction of Incorporation of Issuing Entity and Registrant)
 
333-166240, 333-60418, 333-188583,
333-188583-01, 333-166240-01, 333-113669,
333-166240-02, 333-60418-01, 333-189182,
333-189182-01, 333-189182-02
  
31-1772814
(Commission File Numbers for Registrant and Issuing Entity, respectively)
  
(Registrants' I.R.S. Employer Identification Nos. for Registrant)
 
3100 Easton Square Place, #3108, Columbus, Ohio
43219
(Address of Principal Executive Offices of Registrant)
  
(Zip Code)
 
(614) 729-5044
(Registrant's Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
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))

Item 1.01.Entry into a Material Definitive Agreement

On February 25, 2015, Comenity Bank entered into an amendment to the Amended and Restated Service Agreement with Comenity Servicing LLC, a copy of which is filed with this Form 8-K as Exhibit 99.1.

Item 9.01.Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

 
 
Exhibit No.
 
Document Description
 
 
  
Exhibit 99.1
 
Amendment to the Amended and Restated Service Agreement


SIGNATURES

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 hereunto duly authorized.


WFN CREDIT COMPANY, LLC as depositor


By:/s/ Randy J. Redcay
Name:  Randy J. Redcay
Title:  Chief Financial Officer


Dated:  March 2, 2015





 EXHIBIT INDEX


Exhibit No.
 
Document Description
 
 
  
Exhibit 99.1
 
Amendment to the Amended and Restated Service Agreement


 
 EX-99.1 2 exhibit_99-1.htm EXHIBIT 99.1
Exhibit 99.1

 
REVISED FEE SCHEDULE


THIS REVISED FEE SCHEDULE, effective as of January 1, 2015, amends, supersedes and replaces all previous fee schedules, including in particular those labelled as Appendix C, in that certain Amended and Restated Service Agreement (the "Agreement"), dated as of June 28, 2013, entered into by and between Comenity Servicing LLC ("Servicer"), a Texas limited liability company with its principal place of business at 3100 Easton Square Place, Columbus, Ohio 43219, and Comenity Bank (the "Bank"), a Delaware state bank with its principal place of business at One Righter Parkway, Suite 100, Wilmington, DE 19803.

No changes other than this Revised Fee Schedule are made to the Agreement.  The Agreement, with this revised Fee Schedule incorporated therein, shall remain in full force and effect.


Comenity Servicing LLC
 
 
By:
  
/s/ Salllie Komitor
Name:
  
Sallie Komitor
Title:
  
President, Chief Customer Officer


Comenity Bank
 
 
By:
  
/s/ John J. Coane
Name:
  
John J. Coane
Title:
  
President
     
     
   
February 25, 2015




APPENDIX C

FEE SCHEDULE - 2015

1.
Servicer reserves the right to pass through any and all expenses as described in Appendix D to Bank, without markup, and Bank shall reimburse Servicer therefor.

2.
Bank shall be responsible for all sales, use or excise taxes levied on accounts payable by Bank to Servicer under the Agreement, excluding taxes based upon Servicer's income, employment of personnel or taxes from which Bank is exempt, provided Bank provides Servicer written evidence of such exemption.  Undisputed payments shall be made by Bank to Servicer within thirty (30) calendar days after Bank's receipt of Servicer's invoice.

3.
Bank agrees to pay Servicer monthly the fees in the amounts listed below.  For purposes of this fee schedule, the amounts are calculated by adding the total cost plus an eight percent (8%) mark-up, which the parties have agreed (based upon an independent third party study) is within the reasonable markup range which would be charged by an independent or arm's length party for the services provided.
 
 
Month
  
Fee
January
  
$  57,574,000
February
  
$  50,515,000
March
  
$  53,592,000
April
  
$  49,984,000
May
  
$  48,678,000
June
  
$  50,189,000
July
  
$  51,348,000
August
  
$  48,258,000
September
  
$  49,776,000
October
  
$  58,033,000
November
  
$  57,123,000
December
  
$  61,480,000

 
4.
Each quarter, Servicer will conduct an analysis of the actual servicing costs incurred by the Bank, based on Bank's actual business volume, and an adjustment will be reflected in the servicing costs charged to the Bank in the month subsequent to each calendar quarter.

The parties will meet at least annually to review Servicer's budgeted costs for the year associated with the Services described herein, based on estimated annual volumes supplied by Bank to determine the monthly service fee.  Based on that review, the Bank will use its reasonable business judgment in determining whether (and if so, how much) to adjust the monthly charge.  Such adjustments shall be documented in writing executed by both parties, which writing need not be in the form of a formal amendment to this Agreement.
 
 
Appendix C-1