-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FepJhFICROC/Kb67TX2/CTqgHBH1om2kfNPn6H0u6xi83s0O1O9o+UT71sTn9bYO g9RVXb6h9gOpyIngeJnDSA== 0000020405-97-000106.txt : 19970717 0000020405-97-000106.hdr.sgml : 19970717 ACCESSION NUMBER: 0000020405-97-000106 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970630 ITEM INFORMATION: Other events FILED AS OF DATE: 19970716 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIBANK SOUTH DAKOTA N A CENTRAL INDEX KEY: 0000839947 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 460358360 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17797 FILM NUMBER: 97641372 BUSINESS ADDRESS: STREET 1: 701 E 60TH ST N CITY: SIOUX FALLS STATE: SD ZIP: 57117 BUSINESS PHONE: 6053312626 MAIL ADDRESS: STREET 1: CITIBANK N A LEGAL AFFAIRS OFFICE STREET 2: 425 PARK AVENUE 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10043 8-K 1 8-K FOR CCCMT I/ CITIBANK (SOUTH DAKOTA), N.A 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): July 16, 1997 CITIBANK (SOUTH DAKOTA), N.A. ON BEHALF OF CITIBANK CREDIT CARD MASTER TRUST I (Issuer in respect of the Citibank Credit Card Master Trust I 8 7/8% Class A Credit Card Participation Certificates, Series 1991-3 9 1/4% Class B Credit Card Participation Certificates, Series 1991-3 7.875% Class A Credit Card Participation Certificates, Series 1991-6 8.350% Class B Credit Card Participation Certificates, Series 1991-6 6 1/4% Class B Credit Card Participation Certificates, Series 1992-1 Floating Rate Class A Credit Card Participation Certificates, Series 1992-3 Floating Rate Class B Credit Card Participation Certificates, Series 1992-3 5 1/2% Class B Credit Card Participation Certificates, Series 1993-1 5.95% Class A Credit Card Participation Certificates, Series 1993-2 6.15% Class B Credit Card Participation Certificates, Series 1993-2 5.50% Class A Credit Card Participation Certificates, Series 1993-3 5.70% Class B Credit Card Participation Certificates, Series 1993-3 7.25% Class A Credit Card Participation Certificates, Series 1994-2 7.50% Class B Credit Card Participation Certificates, Series 1994-2 6.80% Class A Credit Card Participation Certificates, Series 1994-3 7.00% Class B Credit Card Participation Certificates, Series 1994-3 8.25% Class A Credit Card Participation Certificates, Series 1994-4 8.25% Class A Credit Card Participation Certificates, Series 1995-1 8.45% Class B Credit Card Participation Certificates, Series 1995-1 7.85% Class A Credit Card Participation Certificates, Series 1995-3 Floating Rate Class A Credit Card Participation Certificates, Series 1995-4 7.65% Class B Credit Card Participation Certificates, Series 1995-4 Floating Rate Class A Credit Card Participation Certificates, Series 1995-5 6.75% Class A Credit Card Participation Certificates, Series 1995-6 6.90% Class B Credit Card Participation Certificates, Series 1995-6 6.70% Class A Credit Card Participation Certificates, Series 1995-8 6.85% Class B Credit Card Participation Certificates, Series 1995-8 [COVER PAGE 1 OF 2 PAGES] 6.55% Class A Credit Card Participation Certificates, Series 1995-9 6.65% Class B Credit Card Participation Certificates, Series 1995-9 5.90% Class A Credit Card Participation Certificates, Series 1995-10 6.05% Class B Credit Card Participation Certificates, Series 1995-10 Floating Rate Class A Credit Card Participation Certificates, Series 1995-11 Zero Coupon Class A Credit Card Participation Certificates, Series 1996-1 Zero Coupon Class B Credit Card Participation Certificates, Series 1996-1 Floating Rate Class A Credit Card Participation Certificates, Series 1996-5 Floating Rate Class B Credit Card Participation Certificates, Series 1996-5 Floating Rate Class A Credit Card Participation Certificates, Series 1996-6 Floating Rate Class B Credit Card Participation Certificates, Series 1996-6 6.55% Class A Credit Card Participation Certificates, Series 1997-2 6.70% Class B Credit Card Participation Certificates, Series 1997-2 6.839% Class A Credit Card Participation Certificates, Series 1997-3 6.989% Class B Credit Card Participation Certificates, Series 1997-3 Floating Rate Class A Credit Card Participation Certificates, Series 1997-4 Floating Rate Class B Credit Card Participation Certificates, Series 1997-4 (collectively, the "Certificates")) (Exact name of registrant as specified in charter) UNITED STATES OF AMERICA 46-0358360 (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 33-38312, 33-41054, 33-41055, 33-42235, 33-43575, 33-43576, 33-47657, 33-48148, 33-52152, 33-62180, 33-77802, 33-84834, 33-97664 AND 33-99328 (Commission File Numbers) 701 EAST 60TH STREET, NORTH SIOUX FALLS, SOUTH DAKOTA 57117 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (605) 331-2626 NOT APPLICABLE (Former name or former address, if changed since last report) [COVER PAGE 2 OF 2 PAGES] Item 5. Other Events. The information provided below is provided in respect of Citibank Credit Card Master Trust I. Certain capitalized terms used herein are used as defined in the Glossary of Terms at the end of this Report. Loss and Delinquency Experience The following tables set forth the loss and delinquency experience with respect to payments by cardholders for each of the periods shown for the Accounts. With respect to the Loss Experience table below, loss experience is shown on a cash basis for Principal Receivables. If accrued Finance Charge Receivables which have been written off were included in losses in the following table, Net Losses would be higher as an absolute number and as a percentage of the average of Principal and Finance Charge Receivables outstanding during the periods indicated. There can be no assurance that the loss and delinquency experience for the Receivables in the future will be similar to the historical experience set forth below with respect to the Accounts. Loss Experience for the Accounts(1) (Dollars in Thousands)
Six Months Year Ended December 31, Ended --------------------------------------- June 30, 1997 1996 1995 1994 ------------- ----------- ----------- ----------- Average Principal Receivables Outstanding(2) $32,519,081 $31,225,337 $25,083,447 $18,066,914 Net Losses(3) ............... $ 1,043,301 $ 1,678,991 $ 956,261 $ 685,118 Net Losses as a Percentage of Average Principal Receivables Outstanding(4) ............ 6.47% 5.38% 3.81% 3.79%
- --------------- (1) Losses consist of write-offs of Principal Receivables. (2) Average Principal Receivables Outstanding is the average of Principal Receivables outstanding during the periods indicated. (3) Net losses as a percentage of gross charge-offs for first six months of 1997 were 92.62% and for each of the years ended December 31, 1996 , 1995 and 1994 were 92.46%, 88.49% and 86.14%, respectively. Gross charge-offs are charge-offs before recoveries and do not include the amount of any reductions in Average Principal Receivables Outstanding due to fraud, returned goods, customer disputes or certain other miscellaneous write-offs. (4) The percentage for the six months ended June 30, 1997 is an annualized number. 3
Delinquencies as a Percentage of the Accounts(1)(2) (Dollars in Thousands) As of December 31, As of ----------------------------------------------------------------------------- June 30, 1997 1996 1995 1994 ------------------------- ---- ----- ---- Number of Days Delinquent Delinquent Delinquent Delinquent Delinquent Amount(1) Percentage(2) Amount(1) Percentage(2) Amount(1) Percentage(2) Amount(1) Percentage(2) - ---------- ---------- ------------- ---------- ------------- ---------- ------------- ---------- ------------- 35-64 days ........ $ 631,761 1.91% $ 714,532 2.25% $ 699,878 2.75% $ 439,224 2.40% 65-94 days ........ 362,657 1.10 394,432 1.25 353,832 1.39 228,335 1.25 95 days or more ... 671,945 2.04 687,988 2.17 558,613 2.20 360,774 1.97 ---------- ---- ---------- ---- ---------- ---- ---------- ---- Total ............ $1,666,363 5.05% $1,796,952 5.67% $1,612,323 6.34% $1,028,333 5.62%
- ---------- (1) The Delinquent Amount includes both the Principal Receivables and Finance Charge Receivables. (2) The percentages are the result of dividing the Delinquent Amount by the average of Principal and Finance Charge Receivables outstanding during the periods indicated. Revenue Experience The revenues for the Accounts from finance charges, fees paid by cardholders and interchange for the six months ended June 30, 1997 and for each year of the three-year period ended December 31, 1996 are set forth in the following table. The revenue experience in the following table is presented on a cash basis before deduction for charge-offs. Revenues from finance charges, fees and interchange will be affected by numerous factors, including the periodic finance charge on the receivables, the amount of any annual membership fee, other fees paid by cardholders, the percentage of cardholders who pay off their balances in full each month and do not incur periodic finance charges on purchases, the percentage of Accounts bearing finance charges at promotional rates and changes in the level of delinquencies on the Receivables. 4 Revenue Experience for the Accounts (Dollars in Thousands) Six Months Year Ended December 31, Ended ---------------------------------- June 30, 1997 1996 1995 1994 ------------------------------------------------ Finance Charges and Fees Paid.. $3,038,488 $5,732,865 $4,545,420 $3,397,756 Average Revenue Yield (1)(2)... 18.84% 18.36% 18.11% 18.81% - ---------- (1) Average Revenue Yield is the result of dividing Finance Charges and Fees Paid by Average Principal Receivables Outstanding during the periods indicated. (2) The percentage for the six months ended June 30, 1997 is an annualized number. The revenues related to periodic finance charges and fees (other than annual fees) depend in part upon the collective preference of cardholders to use their credit cards as revolving debt instruments for purchases and cash advances and to pay off account balances over several months as opposed to convenience use (where the cardholders prefer instead to pay off their entire balance each month, thereby avoiding periodic finance charges on purchases) and upon other services of which the cardholder chooses to avail himself and which are paid for by the use of the card. Fees for these other services will be treated for purposes of the Pooling Agreement and the Series Supplement as Principal Receivables rather than Finance Charge Receivables; however, the Banks will be permitted to specify that any such fees will be treated as Finance Charge Receivables. Revenues related to periodic finance charges and fees also depend on the types of charges and fees assessed on the Accounts. Accordingly, revenues will be affected by future changes in the types of charges and fees assessed on the Accounts and in the types of Additional Accounts the receivables for which are added to the Trust from time to time. Revenues could be adversely affected by future changes in fees and charges assessed by CBSD and other factors. CBSD has previously reduced the finance charges and reduced or eliminated the annual fees applicable to, and modified some other terms of, certain of the Accounts. These changes have reduced the gross yield of the Accounts. 5 Cardholder Monthly Payment Rates for the Accounts Monthly payment rates on the Receivables may vary because, among other things, cardholders may fail to make a required payment, may only make payments as low as the minimum required payment or may make payments as high as the entire outstanding balance. Monthly payment rates on the Receivables may also vary due to seasonal purchasing and payment habits of cardholders. The following table sets forth the highest and lowest cardholder monthly payment rates for the Accounts during any month in the periods shown and the average of the cardholder monthly payment rates for all months during the periods shown, in each case calculated as a percentage of the total beginning account balances for such month. Monthly payment rates reflected in the table include amounts which would be deemed payments of Principal Receivables and Finance Charge Receivables with respect to the Accounts. In addition, the amount of outstanding Receivables and the rates of payments, delinquencies, charge-offs and new borrowings on the Accounts depend on a variety of factors including seasonal variations, the availability of other sources of credit, general economic conditions, tax laws, consumer spending and borrowing patterns and the terms of the Accounts (which are subject to change by CBSD). Cardholder Monthly Payment Rates for the Accounts Six Months Year Ended December 31, Ended ----------------------- June 30, 1997 1996 1995 1994 ------------- ------ ------ ------ Lowest Month....................... 18.05% 17.65% 17.59% 18.21% Highest Month...................... 21.80% 21.05% 20.92% 21.33% Average of the Months in the Period 19.62% 19.39% 19.09% 19.69% The Receivables The Receivables in the Accounts as of July 6, 1997 included $490,558,252 of Finance Charge Receivables and $34,840,611,467 of Principal Receivables (which amounts include overdue Finance Charge Receivables and overdue Principal Receivables). As of July 6, 1997, there were 28,525,134 Accounts. Included within the Accounts are inactive Accounts that have no balance. The Accounts had an average Principal 6 Receivable balance of $1,221 and an average credit limit of $5,007. The average total Receivable balance in the Accounts as a percentage of the average credit limit with respect to the Accounts was 25%. Approximately 86% of the Accounts were opened prior to June 1995. Approximately 13.21%, 11.01%, 6.66% and 5.62% of the Accounts related to cardholders having billing addresses in California, New York, Texas and Florida, respectively. Not more than 5% of the Accounts related to cardholders having billing addresses in any other single state. The periodic finance charge assessed on balances in most accounts for cash advances and purchases is currently the Prime Rate (as published in The Wall Street Journal) plus a percentage ranging from 5.4% to 10.4% for accounts in good standing, and the Prime Rate plus 12.9% for accounts which have been recently, or currently are, delinquent. As of the most recent quarterly reset date, the periodic finance charge ranged from 13.90% to 18.90% for most accounts in good standing, and was 21.40% for most accounts which have been recently, or currently are, delinquent. CBSD may change the periodic finance charge on accounts at any time by written notice to the cardholders. Any announced increase in such rate will become effective upon the earlier of subsequent use of a card and the expiration of a 25-day period from the date such change was made effective (assuming failure on the part of the cardholder to object to the new rate). CBSD also offers promotional rates of limited duration to attract new cardholders and to promote balance transfers from other credit card issuers and, under certain circumstances, the periodic finance charge on a limited number of accounts may be greater or less than those assessed by CBSD generally. The Accounts consist of Eligible Accounts. The Banks may (subject to certain limitations and conditions), and, in certain circumstances, will be obligated to, designate from time to time Additional Accounts and to convey to the Trust all Receivables of such Additional Accounts, whether such Receivables are then existing or thereafter created. The Banks have made Lump Sum Additions to the Trust which, in the aggregate, included approximately $22.42 billion of Principal Receivables. 7 The following tables summarize the Accounts by various criteria as of July 6, 1997. References to "Receivables Outstanding" in the following tables include both Finance Charge Receivables and Principal Receivables. Because the composition of the Accounts will change in the future, these tables are not necessarily indicative of the future composition of the Accounts. Composition of Accounts by Account Balance Percentage Percentage of Total of Total Number of Number of Receivables Receivables Account Balance Accounts Accounts Outstanding Outstanding --------------- -------- -------- ----------- ----------- Credit Balance(1) ........... 238,253 0.84% $ (44,249,790) (0.13)% No Balance(2) ............... 12,730,262 44.62 0 0.00 Less than or equal to $500.00 3,824,274 13.41 773,517,978 2.20 $500.01 to $1,000.00 ........ 2,226,585 7.81 1,653,326,107 4.68 $1,000.01 to $2,000.00 ...... 3,360,583 11.78 4,940,885,194 13.98 $2,000.01 to $3,000.00 ...... 2,009,392 7.04 4,961,863,797 14.04 $3,000.01 to $4,000.00 ...... 1,269,500 4.45 4,403,913,369 12.46 $4,000.01 to $5,000.00 ...... 1,016,892 3.56 4,595,029,292 13.01 $5,000.01 to $6,000.00 ...... 612,010 2.15 3,345,493,629 9.47 $6,000.01 to $7,000.00 ...... 393,120 1.38 2,544,712,738 7.20 $7,000.01 to $8,000.00 ...... 275,952 0.97 2,062,819,498 5.84 $8,000.01 to $9,000.00 ...... 182,423 0.64 1,546,486,507 4.38 $9,000.01 to $10,000.00 ..... 137,474 0.48 1,303,885,461 3.69 Over $10,000.00 ............. 248,414 0.87 3,243,485,939 9.18 ---------- ------ --------------- ------ Total ................... 28,525,134 100.00% $35,331,169,719 100.00% - ---------- (1) Credit balances are a result of cardholder payments and credit adjustments applied in excess of an Account's unpaid balance. Accounts which currently have a credit balance are included because Receivables may be generated with respect thereto in the future. (2) Accounts which currently have no balance are included because Receivables may be generated with respect thereto in the future. Composition of Accounts by Credit Limit Percentage Percentage of Total of Total Number of Number of Receivables Receivables Credit Limit Accounts Accounts Outstanding Outstanding ------------ -------- -------- ----------- ----------- Less than or equal to $500.00 1,701,722 5.97% $ 90,507,589 0.27% $500.01 to $1,000.00......... 1,829,965 6.42 527,235,954 1.49 $1,000.01 to $2,000.00....... 4,696,488 16.45 2,900,034,916 8.21 $2,000.01 to $3,000.00....... 3,503,092 12.28 3,008,037,607 8.51 $3,000.01 to $4,000.00....... 2,395,534 8.40 2,601,273,529 7.36 $4,000.01 to $5,000.00....... 3,342,605 11.72 4,389,238,371 12.42 Over $5,000.00............... 11,055,728 38.76 21,814,841,753 61.74 ---------- ------ --------------- ------ Total.................... 28,525,134 100.00% $35,331,169,719 100.00% 8 Composition of Accounts by Payment Status Percentage Percentage of Total of Total Number of Number of Receivables Receivables Payment Status Accounts Accounts Outstanding Outstanding -------------- -------- -------- ----------- ----------- Current(1).................. 27,079,535 94.93% $31,646,535,341 89.57% Up to 34 days delinquent.... 832,418 2.92 2,018,270,966 5.71 35 to 64 days delinquent.... 269,054 0.94 631,761,462 1.79 65 to 94 days delinquent.... 129,111 0.45 362,656,605 1.03 95 to 124 days delinquent... 87,378 0.31 264,254,378 0.75 125 to 154 days delinquent.. 70,023 0.25 224,662,333 0.64 155 to 184 days delinquent.. 57,615 0.20 183,028,634 0.51 ---------- ------ --------------- ------ Total................... 28,525,134 100.00% $35,331,169,719 100.00% - ---------- (1) Includes Accounts on which the minimum payment has not been received prior to the next billing date following the issuance of the related bill. Composition of Accounts by Age Percentage Percentage of Total of Total Number of Number of Receivables Receivables Age Accounts Accounts Outstanding Outstanding --- -------- -------- ----------- ----------- Less than or equal to 6 months 0 0.00% $ 0 0.00% Over 6 months to 12 months.... 761,630 2.67 1,200,145,554 3.40 Over 12 months to 24 months... 3,252,649 11.40 4,120,266,624 11.66 Over 24 months to 36 months... 4,810,917 16.87 5,172,471,801 14.64 Over 36 months to 48 months... 2,983,364 10.46 3,322,278,590 9.40 Over 48 months................ 16,716,574 58.60 21,516,007,150 60.90 ---------- ------ --------------- ------ Total..................... 28,525,134 100.00% $35,331,169,719 100.00% 9 Recent Developments As noted in recent press reports, as of January 1, 1998 Ford Citibank cardholders will no longer earn Ford rebates on purchases made using this credit card. Cardholders can continue to use these Citibank cards after January 1, 1998. The Banks expect that the cessation of these rebates from Ford will not have a material impact on the Trust or the Investor Certificateholders. 10 GLOSSARY OF TERMS "Accounts" means the portfolio of revolving credit card accounts established and supplemented in accordance with the Pooling Agreement. "Additional Accounts" consist of newly originated Eligible Accounts to be included as Accounts and Accounts relating to any Lump Sum Additions. "Banks" means Citibank (South Dakota), N.A., a national banking association, and Citibank (Nevada), National Association, a national banking association. "CBSD" means Citibank (South Dakota), N.A. "Eligible Accounts" An "Eligible Account" is defined to mean a credit card account owned by CBSD which, as of the Trust Cut-Off Date with respect to an Initial Account or as of the additional cut-off date with respect to an Additional Account: (a) is in existence and maintained by CBSD; (b) is payable in United States dollars; (c) in the case of the Initial Accounts, has a cardholder who has provided, as his most recent billing address, an address located in the United States or its territories or possessions or a military address; (d) has a cardholder who has not been identified by CBSD in its computer files as being involved in a voluntary or involuntary bankruptcy proceeding; (e) has not been identified as an Account with respect to which the related card has been lost or stolen; (f) has not been sold or pledged to any other party; (g) does not have receivables which have been sold or pledged to any other party; and (h) in the case of the Initial Accounts, is a VISA or MasterCard revolving credit card account. "Finance Charge Receivables" consist of all periodic finance charges, annual membership fees, cash advance fees and late charges on amounts charged for merchandise and services and certain other fees designated by the Banks. In addition, certain Interchange attributed to cardholder charges for merchandise and services in the Accounts will be treated as Finance Charge Receivables. "Interchange" means interchange fees payable to Citibank (South Dakota) or any additional seller, in its capacity as credit card issuer, through VISA, Mastercard or any other similar entity or organization with respect to any other type of revolving credit card accounts included as Accounts (except as otherwise provided in the initial Assignment with respect to any such other type of Accounts), in connection with cardholder charges for goods and services. "Investor Certificateholders" means holders of interests in the Class A Credit Card Participation Certificates and Class B Credit Card Participation Certificates issued by the Trust. "Lump Sum Addition" means the designation of additional Eligible Accounts to be included as Accounts pursuant to Section 2.09(a) or (b) of the Pooling Agreement. "Pooling Agreement" means the Pooling and Servicing Agreement dated as of May 29, 1991 among the Banks and Yasuda Bank and Trust Company (U.S.A.), a New York trust company, including all amendments thereto. "Principal Receivables" consist of all amounts charged by cardholders for merchandise and services, amounts advanced to cardholders as cash advances and certain fees billed to cardholders on the Accounts. "Receivables" means all amounts shown on the Servicer's records as amounts payable by the Person or Persons obligated to make payments with respect to the Accounts. "Receivables Outstanding" as defined on page 8. "Series Supplement" means any series supplement to the Pooling Agreement executed in connection with the original issuance of a series of Investor Certificates pursuant to Section 6.03 of the Pooling Agreement. "Trust" means Citibank Credit Card Master Trust I (formerly known as Standard Credit Card Master Trust I). "Trustee" means Yasuda Bank and Trust Company (U.S.A.), a New York trust company. 11 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. CITIBANK (SOUTH DAKOTA), N.A., as Servicer (Registrant) By: \s\ Eugene D. Rowenhorst ---------------------------- Eugene D. Rowenhorst Senior Vice President Dated: July 16, 1997 12 -----END PRIVACY-ENHANCED MESSAGE-----