EX-99 2 c98930exv99.htm SERIES TERM SHEET exv99
 

SUBJECT TO REVISION
SERIES TERM SHEET DATED OCTOBER 5, 2005
DISCOVER® CARD MASTER TRUST I, SERIES 2005-2
$800,000,000 Floating Rate Class A Certificates
$42,106,000 Floating Rate Class B Certificates
DISCOVER BANK
Master Servicer, Servicer and Seller
          The certificates represent interests in the Discover Card Master Trust I. The certificates are not obligations of Discover Bank or any of its affiliates, and neither the certificates nor the underlying credit card receivables are insured or guaranteed by any governmental agency.
          The SEC allows us to incorporate by reference information we file with it, which means that we can disclose important information to you by referring you to those documents. The information incorporated by reference is considered to be part of this series term sheet. Information that we file later with the SEC, including the prospectus supplement and prospectus for Series 2005-2, will automatically update the information in this series term sheet. In all cases, you should rely on the later information over different information included in this series term sheet.
          We are incorporating by reference the Registration Statement on Form S-3, Registration No. 333-110560, filed by Discover Bank and the trust relating to the certificates offered hereby, and the information contained in this series term sheet should be read in connection with, and is subject to, the more extensive disclosure set forth in that Registration Statement. In addition, we incorporate by reference the following reports and documents filed by Discover Bank on behalf of the trust pursuant to Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended;
  (1)   the trust’s Annual Report on Form 10-K for the year ended November 30, 2004; and
 
  (2)   Current Reports on Form 8-K filed since November 30, 2004.
          As a recipient of this series term sheet, you may request a copy of any document we incorporate by reference, except exhibits to the documents, unless the exhibits are specifically incorporated by reference, at no cost, by calling Discover Bank, as master servicer at (302) 323-7434. You may read and copy materials filed with the SEC at the SEC’s public reference room at 100 F Street, NE, Washington, District of Columbia 20549. You may obtain information on the operation of the public reference room by calling the SEC at (800) 732-0330. You may also access information about the trust on the SEC’s Internet site (http://www.sec.gov), which contains reports, proxy and information statements, and other information we may file from time to time. We file reports with the SEC under the name Discover Card Master Trust I, Commission file number 000-23108.
          We have prepared this series term sheet solely for informational purposes. Discover Bank may not offer or sell the certificates in any state where the offer or sale is prohibited. Discover Bank will not sell you any of the certificates unless you have received both the prospectus supplement and the prospectus. The underwriters may hold or trade securities of the trust or Discover Bank and may also perform investment banking services for the trust and Discover Bank.
MORGAN STANLEY
DEUTSCHE BANK SECURITIES
CALYON SECURITIES
ABN AMRO INCORPORATED
HARRIS NESBITT
SCOTIA CAPITAL
SUNTRUST ROBINSON HUMPHRIES
          This series term sheet may not be distributed to Private Customers as defined by the U.K. Securities and Futures Authority.

 


 

     This series term sheet will be superseded in its entirety by the information appearing in the prospectus supplement, the prospectus and the Series 2005-2 Supplement to the pooling and servicing agreement.
     
Title of Securities
  Discover Card Master Trust I, Series 2005-2 Floating Rate Class A Credit Card Pass-Through Certificates and Discover Card Master Trust I, Series 2005-2 Floating Rate Class B Credit Card Pass-Through Certificates.
 
   
Interest Rate
  Class A Certificates: LIBOR plus ___% per year.
 
   
  Class B Certificates: LIBOR plus ___% per year.
 
   
  The trustee will calculate interest on the certificates on the basis of the actual number of days elapsed and a 360-day year.
 
   
  “LIBOR” will mean the London interbank offered rate for one-month United States dollar deposits, determined two business days before the start of each interest accrual period.
 
   
Interest Payment Dates
  The 15th day of each month, or the next business day, beginning in November 2005.
 
   
Expected Maturity Dates
  Class A Certificates: October 15, 2009, or the next business day. If an Amortization Event occurs, the trust will pay principal monthly and the final principal payment may be made before or after October 15, 2009
 
   
  Class B Certificates: November 15, 2009, or the next business day. If an Amortization Event occurs, the trust will pay principal monthly and the final payment of principal may be made either before or after November 15, 2009. The trust must generally pay all Class A principal before it pays any Class B principal.
 
   
  An “Amortization Event” is an event that will cause the trust to begin repaying principal on a monthly basis.
 
   
Series Termination Date
  The first business day following April 15, 2012, or if April 15, 2012 is not a business day, the second business day following April 15, 2012. The Series Termination Date is the last day on which the trust will pay principal on the certificates.
 
   
Subordination of Class B Certificates
(Class A Credit Enhancement)
  The Class B Certificates are subordinated to the Class A Certificates, up to a specified dollar amount, known as the “Available Subordinated Amount.”

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Available Subordinated Amount
  Initially, equal to 12.5% of the Series Initial Investor Interest, which may be reduced, reinstated or increased from time to time. The Available Subordinated Amount will increase by:
    0.5% of the Series Initial Investor Interest after a Supplemental Credit Enhancement Event, if Discover Bank has not made an Effective Alternative Credit Support Election;
 
    4.5% of the Series Initial Investor Interest after an Effective Alternative Credit Support Election, if a Supplemental Credit Enhancement Event has occurred; or
 
    5% of the Series Initial Investor Interest after an Effective Alternative Credit Support Election, if a Supplemental Credit Enhancement Event has not occurred.
     
  The “Series Initial Investor Interest” is equal to the total initial principal amount of the Class A Certificates plus the total initial principal amount of the Class B Certificates. If additional certificates are issued after the initial issuance date, the “Series Initial Investor Interest” will be deemed to include the initial principal amount of the additional certificates from and after the date of such additional issuance.
 
   
  A “Supplemental Credit Enhancement Event” will occur the first time Standard & Poor’s Ratings Services withdraws the long-term debt or deposit rating of Discover Bank, or an additional seller, if any, or reduces this rating below BBB -.
 
   
  “Effective Alternative Credit Support Election” will mean an effective election made by Discover Bank to change the way in which the trust allocates finance charge collections to this Series. To make this election, Discover Bank must arrange for the deposit of additional funds into the cash collateral account discussed below.
 
   
Cash Collateral Account
(Class B Credit Enhancement)
  Discover Bank will arrange to have a cash collateral account established and funded with an amount equal to 7.5% of the Series Initial Investor Interest for the direct benefit of the Class B investors, the “Credit Enhancement Account,” on the date the certificates are issued. The trustee may withdraw funds from this account to reimburse the Class B investors for amounts that would otherwise reduce their interest in the trust or affect their interest payments.

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  The amount on deposit in this account may decrease or increase on future Distribution Dates. A “Distribution Date” is the 15th calendar day of each month, or the next business day, beginning for this series in November 2005.
 
   
  The maximum amount of Credit Enhancement as of any Distribution Date will be:
 
   
  Before a Supplemental Credit Enhancement Event or an Effective Alternative Credit Support Election
    7.5% of the Series Investor Interest as of the end of the preceding month, but not less than 1% of the Series Initial Investor Interest; or
     
  After a Supplemental Credit Enhancement Event but before an Effective Alternative Credit Support Election
    8.0% of the Series Investor Interest as of the end of the preceding month, but not less than 1% of the Series Initial Investor Interest; or
     
  After an Effective Alternative Credit Support Election
    12.5% of the Series Investor Interest as of the end of the preceding month, but not less than 1% of the Series Initial Investor Interest.
     
  However, if an Amortization Event has occurred, the maximum amount of Credit Enhancement will be the amount on deposit in the Credit Enhancement Account on the Distribution Date immediately before the Amortization Event occurred.
 
   
  “Series Investor Interest” will mean the Series Initial Investor Interest minus
    the amount of principal collections on deposit for the benefit of investors in this Series,
 
    the amount of losses of principal on investments of principal collections on deposit for the benefit of investors in this Series,
 
    the aggregate amount of principal previously paid to investors in this Series, and
 
    the aggregate amount of investor losses resulting from accounts in which the receivables have been charged-off as uncollectible, after giving effect to all provisions in the Series Supplement to reimburse these charged-off amounts.

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The Receivables
  The receivables in the Accounts included in the trust as of October 1, 2005 totaled $33,195,314,612.85.
 
   
Interchange
  This series will be eligible for allocations and reallocations of interchange. Series issued prior to November 3, 2004 will not receive allocations or reallocations of interchange.
 
   
Group Excess Spread and
Interchange Subgroup Excess Spread
  The certificates initially will be included in the “Group One” group of series. The three-month rolling average Group Excess Spread Percentage, as defined below, will be 4.13% for the Distribution Date in October 2005. The Group Excess Spread Percentage excludes the effects of interchange. The three-month rolling average Interchange Subgroup Excess Spread, as defined below, as an annualized percentage of the Series Investor Interest for all series entitled to interchange, will be 7.31% for the Distribution Date in October 2005.
 
   
  “Series Excess Spread” is generally an amount equal to
    the total amount of finance charge collections, investment income, interchange and other similar collections allocable to each series for the prior calendar month, minus
 
    the total amount of interest and certain fees payable for each series and the amount of receivables allocable to each series that have been charged off as uncollectible for the prior calendar month.
     
  “Group Excess Spread” for any Distribution Date is the sum of the Series Excess Spreads (modified as discussed below) for all series in Group One. “Group Excess Spread Percentage” for any Distribution Date is a percentage calculated by multiplying:
    twelve, by
 
    the sum of the Series Excess Spreads (modified as discussed below) for all series in Group One,
     
  and then dividing the product by an amount equal to the sum of all investor interests for each series in Group One, in each case for the Distribution Date. For purposes of determining the Group Excess Spread and the Group Excess Spread Percentage, we will subtract interchange from the Series Excess Spread for each series that otherwise has positive Series Excess Spread. However, if this subtraction would cause the Series Excess Spread to be negative, Series Excess Spread for such series will be deemed to be zero.

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  “Interchange Subgroup Excess Spread” for any Distribution Date means the sum of:
    all amounts deposited in the Group Interchange Reallocation Account for all series to which interchange is allocated, and
 
    the Interchange Subgroup Allocable Group Excess Spread;
     
  where “Interchange Subgroup Allocable Group Excess Spread” means, for any Distribution Date:
    if the Group Excess Spread is positive or zero, an amount equal to the Group Excess Spread multiplied by the sum of the investor interests for each series in Group One to which interchange is allocated, divided by
 
    an amount equal to the sum of all investor interests for each series in Group One;
and
    if the Group Excess Spread is negative, an amount equal to the Group Excess Spread multiplied by the sum of the Series Excess Spreads for each series in Group One to which interchange is allocated and for which the Series Excess Spread was negative, divided by
 
    an amount equal to the sum of the Series Excess Spreads for each series in Group One for which the Series Excess Spread was negative.
     
Rating of the Investor Certificates
  The trust will only issue the certificates if Standard & Poor’s has rated the Class A Certificates “AAA” and the Class B Certificates at least “A” and Moody’s Investors Service, Inc. has rated the Class A Certificates “Aaa” and has rated the Class B Certificates at least “A2.”
 
   
ERISA Considerations
  Discover Bank believes that employee benefit plans subject to ERISA may acquire Class A Certificates; however, advisers to these plans should consult their own counsel. Employee benefit plans subject to ERISA may not acquire the Class B Certificates.
 
   
Listing
  Discover Bank expects to list the certificates on the Luxembourg Stock Exchange to facilitate trading in non-U.S. markets.

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COMPOSITION OF THE ACCOUNTS
     We have set forth information below about the Accounts that are part of the trust. We provide additional information about all accounts in the Discover Card portfolio under “Composition and Historical Performance of the Discover Card Portfolio.”
     Geographic Distribution. As of October 1, 2005, the following five states had the largest receivables balances:
         
    Percentage of Total
    Receivables
State   Balance in the Accounts
California
    9.1 %
Texas
    9.1 %
New York
    6.9 %
Florida
    5.8 %
Illinois
    5.6 %
     Credit Limit Information. As of October 1, 2005, the Accounts had the following credit limits:
                 
    Receivables     Percentage of  
    Outstanding     Total Receivables  
Credit Limit   (000’s)     Outstanding  
$0 to $4,000.00
  $ 2,955,769       8.9 %
$4,000.01 to $6,000.00.
  $ 3,535,730       10.6 %
$6,000.01 to $8,000.00.
  $ 4,004,341       12.1 %
$8,000.01 to $10,000.00
  $ 5,942,704       17.9 %
Over $10,000.00
  $ 16,756,771       50.5 %
 
           
Total
  $ 33,195,315       100.0 %
 
           
     Seasoning. As of October 1, 2005, 98.0% of the Accounts were at least 24 months old. The ages of Accounts as of October 1, 2005 were distributed as follows:
                 
    Percentage     Percentage  
Age of Accounts   of Accounts     of Balances  
Less than 12 Months
    0.8 %     1.7 %
12 to 23 Months
    1.2 %     1.4 %
24 to 35 Months
    3.9 %     3.9 %
36 to 47 Months
    5.2 %     5.3 %
48 to 59 Months
    8.1 %     8.1 %
60 Months and Greater
    80.8 %     79.6 %
 
           
 
    100.0 %     100.0 %
 
           

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     Summary Current Delinquency Information. As of October 1, 2005, the Accounts had the following delinquency statuses:
                 
    Aggregate        
    Balances     Percentage  
Payment Status   (000’s)     of Balances  
Current
  $ 30,367,633       91.5 %
1 to 29 Days
  $ 1,432,057       4.3 %
30 to 59 Days
  $ 441,198       1.3 %
60 to 89 Days
  $ 309,103       0.9 %
90 to 119 Days
  $ 248,467       0.8 %
120 to 149 Days
  $ 215,272       0.7 %
150 to 179 Days
  $ 181,585       0.5 %
 
           
 
  $ 33,195,315       100.0 %
 
           
COMPOSITION AND HISTORICAL PERFORMANCE
OF THE DISCOVER CARD PORTFOLIO
     We have set forth information below about the accounts that comprise the Discover Card portfolio. On March 1, 2003, Private Issue accounts, another brand of general purpose credit and financial services card issued by Discover Bank, were converted into Discover Card accounts and made eligible for addition to the trust. The information set forth below includes these accounts as of March 1, 2003. Information related to prior periods has not been restated to reflect the historical performance of the former Private Issue accounts due to their immaterial impact on overall Discover Card performance.
     Geographic Distribution. The Discover Card portfolio is not highly concentrated geographically. As of August 31, 2005, the following five states had the largest receivables balances:
         
    Percentage of Total Receivables Balance
    of Discover Card Portfolio
State   as of August 31, 2005
California
    9.3 %
Texas
    8.8 %
New York
    6.9 %
Florida
    5.8 %
Illinois
    5.5 %
     No other state accounted for more than 5.0% of the total receivables balance of the Discover Card portfolio as of August 31, 2005.

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     Credit Limit Information. As of August 31, 2005, the accounts in the Discover Card portfolio had the following credit limits:
                 
            Percentage  
    Receivables     of Total  
    Outstanding     Receivables  
Credit Limit   (000’s)     Outstanding  
$0 to $4,000.00
  $ 4,448,396       10.0 %
$4,000.01 to $6,000.00
  $ 5,902,046       13.3 %
$6,000.01 to $8,000.00
  $ 6,237,621       14.1 %
$8,000.01 to $10,000.00
  $ 7,872,511       17.7 %
Over $10,000.00
  $ 19,943,851       44.9 %
 
           
Total
  $ 44,404,425       100.0 %
 
           
     Seasoning. As of August 31, 2005, 90.7% of the accounts in the Discover Card portfolio were at least 24 months old. The ages of the accounts in the Discover Card portfolio as of August 31, 2005 were distributed as follows:
                 
    Percentage     Percentage  
Age of Accounts   of Accounts     of Balances  
Less than 12 Months
    4.9 %     9.3 %
12 to 23 Months
    4.4 %     5.1 %
24 to 35 Months
    6.5 %     6.4 %
36 to 47 Months
    6.5 %     6.1 %
48 to 59 Months
    9.1 %     8.7 %
60 Months and Greater
    68.6 %     64.4 %
 
           
 
    100.0 %     100.0 %
 
           
     Summary Yield Information. Discover Bank calculates the monthly yield for the Discover Card portfolio by dividing the monthly finance charges billed by beginning monthly receivables balance. Monthly finance charges include periodic finance charges, cash advance item charges, late fees, overlimit fees and other miscellaneous fees. Discover Bank also allocates to investors recoveries and, to the extent applicable, interchange, which are treated similarly to finance charges. Aggregate monthly yield is the average of monthly yields annualized for each period shown. The annualized aggregate monthly yield for the Discover Card portfolio is summarized as follows:
                                 
    Nine Months        
    Ended     Twelve Months Ended November 30,  
    August 31, 2005     2004     2003     2002  
Aggregate Monthly Yields
                               
Yield Excluding Recoveries and Interchange
    13.65 %     14.16 %     14.39 %     15.29 %
Yield Including Recoveries and Excluding Interchange
    14.57 %     14.98 %     15.09 %     15.91 %
Yield from Interchange
    2.74 %     2.56 %     2.22 %        
     Recoveries received with respect to receivables in the trust that have been charged off as uncollectible, including the proceeds of charged-off receivables that Discover Bank has removed from the trust, are included in the trust and are treated as finance charge collections. After November 30, 2003, when we refer to yield excluding recoveries and interchange, we are excluding only recoveries related to the charge-off of principal, but are including recoveries related to finance charge and fee write-offs. These finance charge and fee recoveries were previously reflected in net charge-offs, but net charge-offs now includes only charge-offs and recoveries of principal. See “Summary Charge-Off Information.” For purposes of the pooling and servicing agreement, all recoveries of principal as well as recoveries of

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finance charge and fees are treated as finance charge collections. The certificates of this Series 2005-2 will be eligible to receive allocations and reallocations of interchange received by the trust in accordance with the terms of their series supplement. Other certificates issued on or after November 3, 2004 may also receive allocations and reallocations of interchange if so provided in their respective series supplements. Certificates issued prior to November 3, 2004 receive no allocations or reallocations of interchange.
     Summary Current Delinquency Information. As of August 31, 2005, the accounts in the Discover Card portfolio had the following delinquency statuses:
                 
    Aggregate        
    Balances     Percentage  
Payment Status   (000’s)     of Balances  
Current
  $ 41,017,380       92.4 %
1 to 29 Days
  $ 1,655,852       3.7 %
30 to 59 Days
  $ 549,786       1.2 %
60 to 89 Days
  $ 386,097       0.9 %
90 to 119 Days
  $ 317,265       0.7 %
120 to 149 Days
  $ 258,036       0.6 %
150 to 179 Days
  $ 220,009       0.5 %
 
           
 
  $ 44,404,425       100.0 %
 
           
     Summary Historical Delinquency Information. The accounts in the Discover Card portfolio had the following historical delinquency rates:
                                                                 
    Average of Nine Months        
    Ended August 31, 2005     Average of Twelve Months Ended November 30,  
                    2004     2003     2002  
    Delinquent             Delinquent             Delinquent             Delinquent        
    Amount             Amount             Amount             Amount        
    (000’s)     Percentage     (000’s)     Percentage     (000’s)     Percentage     (000’s)     Percentage  
30-59 Days
  $ 566,392       1.3 %   $ 723,164       1.6 %   $ 924,178       1.9 %   $ 927,959       2.0 %
60-89 Days
  $ 392,365       0.9 %   $ 503,568       1.1 %   $ 665,502       1.4 %   $ 655,638       1.4 %
90-179 Days
  $ 873,017       1.9 %   $ 1,131,060       2.5 %   $ 1,430,013       3.0 %   $ 1,299,208       2.8 %
 
                                               
Total
  $ 1,831,774       4.1 %   $ 2,357,792       5.2 %   $ 3,019,693       6.3 %   $ 2,882,805       6.2 %
 
                                               
     Discover Bank calculates the percentages by dividing the delinquent amount by the average receivables outstanding for each period. The delinquent amount is the average of the monthly ending balances of delinquent accounts during the periods indicated. The average receivables outstanding is the average of the monthly average amount of receivables outstanding during the periods indicated.
     Summary Charge-Off Information. The accounts in the Discover Card portfolio have had the following historical charge-offs:
                                 
    Nine Months Ended     Twelve Months Ended November 30,  
    August 31, 2005     2004     2003     2002  
    (dollars in thousands)  
Average Receivables Outstanding
  $ 45,017,277     $ 44,995,592     $ 48,164,718     $ 46,374,096  
Gross Charge-Offs
  $ 2,040,317     $ 3,122,182     $ 3,598,885     $ 3,200,339  
Net Charge-Offs
  $ 1,730,360     $ 2,752,198     $ 3,259,478     $ 2,915,090  
Gross Charge-Offs as an Annualized Percentage of Average Receivables Outstanding
    6.04 %     6.94 %     7.47 %     6.90 %
Net Charge-Offs as an Annualized Percentage of Average Receivables Outstanding
    5.13 %     6.12 %     6.77 %     6.29 %

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     Prior to December 1, 2003, net charge-offs included recoveries related to finance charge and fee write-offs. After November 30, 2003, we excluded recoveries related to finance charge and fee write-offs from net charge-offs, which reflects only recoveries of principal. See “Summary Yield Information.” Average receivables outstanding is the average of the monthly average amount of receivables outstanding during the periods indicated.
     Summary Payment Rate Information. Discover Bank calculates the monthly payment rate by dividing monthly cardmember remittances by the cardmember receivable balance outstanding as of the beginning of the month. Discover Bank calculates the average monthly payment rate for a period by dividing the sum of individual monthly payment rates for the period by the number of months in the period. The accounts in the Discover Card portfolio have had the following historical monthly payment rates:
                                 
    Nine Months Ended        
    August 31,     Twelve Months Ended November 30,  
    2005     2004     2003     2002  
Average Monthly Payment Rate
    19.14 %     18.20 %     17.11 %     16.56 %
Highest Monthly Payment Rate
    19.85 %     18.91 %     18.04 %     17.17 %
Lowest Monthly Payment Rate
    17.82 %     17.15 %     15.84 %     15.35 %


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