0001193125-17-332055.txt : 20171103 0001193125-17-332055.hdr.sgml : 20171103 20171103100532 ACCESSION NUMBER: 0001193125-17-332055 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171103 0001522616 0001522616 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171103 DATE AS OF CHANGE: 20171103 ABS ASSET CLASS: Credit card FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIBANK CREDIT CARD ISSUANCE TRUST CENTRAL INDEX KEY: 0001108348 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: 333-52984-03 FILM NUMBER: 171174927 BUSINESS ADDRESS: STREET 1: C/O CITIBANK SOUTH DAKOTA NA STREET 2: 701 EAST 60TH STREET NORTH CITY: SIOUX FALLS STATE: SD ZIP: 57117 BUSINESS PHONE: 6053312626 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CITIBANK CREDIT CARD MASTER TRUST I CENTRAL INDEX KEY: 0000921864 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: 333-80743-02 FILM NUMBER: 171174926 BUSINESS ADDRESS: STREET 1: 701 E 60TH STREET NORTH CITY: SIOUX FALLS STATE: SD ZIP: 57117 BUSINESS PHONE: 6053312626 FORMER COMPANY: FORMER CONFORMED NAME: STANDARD CREDIT CARD MASTER TRUST I DATE OF NAME CHANGE: 19940419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Citibank, N.A., as depositor of Citibank Credit Card Issuance Trust CENTRAL INDEX KEY: 0001522616 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 135266470 STATE OF INCORPORATION: X1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-145220-03 FILM NUMBER: 171174928 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10043 BUSINESS PHONE: 212-559-1000 MAIL ADDRESS: STREET 1: C/O CORPORATE LAW DEPARTMENT STREET 2: ONE COURT SQUARE, 45TH FLOOR CITY: LONG ISLAND CITY STATE: NY ZIP: 11120 8-K 1 d484452d8k.htm 8-K 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): November 3, 2017

 

 

CITIBANK CREDIT CARD ISSUANCE TRUST

(Issuing Entity in respect of the Notes)

(Exact name of issuing entity as specified in its charter)

 

 

 

DELAWARE   333-208054   NOT APPLICABLE   0001108348

(State or other jurisdiction of

incorporation or organization)

  

(Commission

file number)

  

(I.R.S. Employer

Identification No.)

  

(Central Index

Key Number)

 

 

CITIBANK CREDIT CARD MASTER TRUST I

(Issuing Entity in respect of the Collateral Certificate)

(Exact name of issuing entity as specified in its charter)

 

 

 

NEW YORK   333-208054-01   NOT APPLICABLE   0000921864

(State or other jurisdiction of

incorporation or organization)

  

(Commission

file number)

  

(I.R.S. Employer

Identification No.)

  

(Central Index

Key Number)

 

 

CITIBANK, N.A.

(Exact name of depositor and sponsor as specified in its charter)

 

 

 

UNITED STATES OF

AMERICA

   333-208054-02   13-5266470   0001522616

(State or other jurisdiction of

incorporation or organization)

  

(Commission

file number)

  

(I.R.S. Employer

Identification No.)

  

(Central Index

Key Number)

 

388 Greenwich Street

New York, New York

   10013
(Address of principal executive offices of depositor and sponsor)   (Zip Code)

Registrant’s telephone number, including area code: (212) 559-1000

(Former name or former address, if changed since last report): Not Applicable

 

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

On November 3, 2017, Citibank, N.A., as Seller and Servicer, and Deutsche Bank Trust Company Americas, as Trustee, entered into Amendment No. 2 dated as of November 3, 2017 (“Amendment No. 2”), to the Amended and Restated Series 2009 Supplement dated as of August 9, 2011, as further amended by Amendment No. 1 dated as of July 10, 2012, to the Third Amended and Restated Pooling and Servicing Agreement dated as of May 29, 1991, as amended and restated as of October 5, 2001, as further amended and restated as of August 9, 2011, and as further amended and restated as of November 10, 2016, between Citibank, N.A., as Seller and Servicer, and Deutsche Bank Trust Company Americas, as Trustee. Amendment No. 2 decreased the principal amount of the Series 2009 Certificate and the amount of credit enhancement provided by the Series 2009 Certificate to the Series 2000 Certificate (“collateral certificate”) from 7.66865% to 3.84674% of the invested amount of the collateral certificate. The collateral certificate is Citibank Credit Card Issuance Trust’s primary asset and source of funds for the payment of principal and interest on its notes.

Amendment No. 2 is attached hereto as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibit is filed herewith:

 

  Exhibit 99.1    Amendment No. 2 dated as of November 3, 2017, to the Amended and Restated Series 2009 Supplement dated as of August  9, 2011, to the Third Amended and Restated Pooling and Servicing 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.

 

  CITIBANK, N.A.,
   

as Depositor of Citibank Credit Card Issuance Trust

and Citibank Credit Card Master Trust I

  (Registrant)
By:   /s/   Bennett L. Kyte
   

Bennett L. Kyte

Vice President

Dated: November 3, 2017

 

3

EX-99.1 2 d484452dex991.htm EX-99.1 EX-99.1

EXHIBIT 99.1

AMENDMENT NO. 2 dated as of November 3, 2017 (this “Amendment”), to the Amended and Restated Series 2009 Supplement dated as of May 1, 2009, as amended and restated as of August 9, 2011, as further amended by Amendment No. 1 dated as of July 10, 2012 (as so amended and restated the “Series 2009 Supplement”), between CITIBANK, N.A., a national banking association, as Seller and Servicer, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as trustee (the “Trustee”), to the Third Amended and Restated Pooling and Servicing Agreement dated as of May 29, 1991, as amended and restated as of October 5, 2001, as further amended and restated as of August 9, 2011, and as further amended and restated as of November 10, 2016, as supplemented from time to time (as so amended, restated and supplemented the “Agreement”), between CITIBANK, N.A., as Seller and Servicer, and the Trustee.

The parties hereto hereby agree as follows:

1. Defined Terms. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Series 2009 Supplement.

2. Amendments to Section 2.01(a). (a) The definition of the term “Required Subordinated Amount” in Section 2.01(a) of the Series 2009 Supplement is hereby amended by replacing the percentage “7.66865%” with the percentage “3.84764%” in each of the four instances in which it appears in the definition; and

(b) The definition of the term “Series 2009 Invested Amount” in Section 2.01(a) of the Series 2009 Supplement is hereby amended by replacing the percentage “7.66865%” therein with the percentage “3.84764%”.

3. Amendment to Section 2.02(b). Section 2.02(b) of the Series 2009 Supplement is hereby amended by replacing the percentage “7.66865%” therein with the percentage “3.84764%”.

4. Conditions to Effectiveness. It shall be a condition to the effectiveness of this Amendment that, on or prior to the date hereof, (a) the Bank shall have delivered to the Trustee Opinions of Counsel, substantially in the form of Exhibit H-1 and Exhibit H-2 to the Agreement, (b) the Rating Agency Condition shall have been satisfied and (c) the Bank shall have delivered evidence satisfactory to the Trustee of the consent to the Amendment by the Series 2009 Certificateholders.

5. Governing Law. This Amendment shall be construed in accordance with the laws of the State of New York, without reference to its conflict of law provisions, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

6. Counterparts. This Amendment may be executed in two or more counterparts (and by different parties on separate counterparts), each of which shall be an original, but all of which together shall constitute one and the same instrument.

7. Effect on Series 2009 Supplement. Except as expressly amended hereby, the Series 2009 Supplement shall continue in full force and effect in accordance with the provisions thereof as in existence on the date hereof. After the date hereof, any reference to the Series 2009 Supplement shall mean the Series 2009 Supplement as amended by this Amendment. The Trustee makes no representation as to the validity or sufficiency of this Amendment.

 

2

IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 2 to be duly executed by their respective officers as of the date first above written.

 

CITIBANK, N.A.,

as Seller and Servicer,

By:   /s/ Bennett L. Kyte
 

Bennett L. Kyte

Vice President

DEUTSCHE BANK TRUST COMPANY AMERICAS,

as Trustee,

By:   /s/ Mark DiGiacomo
Name:   Mark DiGiacomo
Title:   Vice President
By:   /s/ Ellen Jean-Baptiste
Name:   Ellen Jean-Baptiste
Title:   Associate

Consented to as the date first above written by Citibank, N.A. as the sole Series 2009

Certificateholder:

 

CITIBANK, N.A.
By:       /s/ Bennett L. Kyte
 

    Bennett L. Kyte

    Vice President

 

3