Attached files

file filename
EX-34.2 - EXHIBIT 34.2 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex342.htm
EX-31.1 - EXHIBIT 31.1 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex311.htm
EX-35.1 - EXHIBIT 35.1 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex351.htm
EX-34.1 - EXHIBIT 34.1 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex341.htm
EX-33.2 - EXHIBIT 33.2 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex332.htm
EX-33.1 - EXHIBIT 33.1 - CHASE BANK USA, NATIONAL ASSOCIATIONd320480dex331.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-K

 

 

 

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2011

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

Commission file number: 000-28338-03

 

 

Central Index Key Number of registrant: 0000869090

CHASE BANK USA, NATIONAL ASSOCIATION

(Depositor into the Issuing Entity described herein)

Central Index Key Number of issuing entity: 0001004988

CHASE CREDIT CARD MASTER TRUST

(Issuing Entity of the Asset Backed Certificates)

(Exact name of registrant as specified in its charter)

 

United States of America   22-2382028

(State or Other Jurisdiction of

Incorporation or Organization)

 

(I.R.S. Employer

Identification No.)

c/o Chase Bank USA, National Association

White Clay Center Building 200

Route 273

Newark, Delaware

  19711
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (302) 634-1000

Securities registered pursuant to Section 12(b) of the Act:

NONE

Securities registered pursuant to Section 12(g) of the Act:

NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ¨    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ¨    No  ¨ [Rule 405 of Regulation S-T is not applicable]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   x  (Do not check if a smaller reporting company)    Smaller reporting company   ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ¨    No  x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

The registrant had no voting or non-voting common equity outstanding as of the last day of the registrant’s most recently completed second fiscal quarter or the date of this report.

DOCUMENTS INCORPORATED BY REFERENCE

NONE

 

 

 


Introductory Note

The Fifth Amended and Restated Pooling and Servicing Agreement (the “Agreement”) of the Chase Credit Card Master Trust (the “Trust”), was executed as of December 19, 2007, by and between Chase Bank USA, National Association (the “Bank”) and The Bank of New York Mellon (the “Trustee”). The Bank is the sole beneficiary of the Trust.

The Trust files reports pursuant to Sections 13, 15(d) and 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), in the manner described in letters dated January 16, 1991 and March 14, 1991, submitted to the Office of the Chief Counsel on behalf of the originators of the Trust. Accordingly, responses to certain Items have been omitted from or modified in this Annual Report on Form 10-K.

The Trust issued Asset Backed Securities Series 2003-4 (the “Certificates”). The Series 2003-4 Certificate is held by a separate owner trust.


PART I

 

ITEM 1. BUSINESS

JPMorgan Chase & Co., the parent corporation of the Bank, has an Internet website at www.jpmorganchase.com which includes certain reports of the Trust. Electronic copies of the Trust’s annual report on Form 10-K and current reports on Form 8-K are available free of charge by visiting the Securities Exchange Commission (the “SEC”) website at www.sec.gov. The Trust’s SEC filings are also accessible via a link to the SEC website provided at www.jpmorganchase.com.

 

ITEM 1A. RISK FACTORS

Not Applicable.

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

 

ITEM 2. PROPERTIES

Pursuant to the Agreement JPMorgan Chase Bank, National Association and the Bank have transferred to the Trust from time to time the receivables (the “Receivables”) arising in certain designated credit card accounts.

The following table summarizes the Composition by Period of Delinquency for the Trust Portfolio as of the close of business on December 31, 2011. Because the future composition of the Trust Portfolio may change over time, this table is not necessarily indicative of the composition of the Trust Portfolio at any subsequent time.

Composition by Period of Delinquency

Trust Portfolio

 

Period of Delinquency

(Days Contractually Delinquent)

   Amount of
Receivables
     Percentage
of Total
Receivables
 

30 to 59 Days

   $ 9,087,590.30         0.66

60 to 89 Days

   $ 7,018,655.10         0.51

90 to 119 Days

   $ 6,387,222.26         0.46

120 to 149 Days

   $ 5,483,807.45         0.40

150 to 179 Days

   $ 5,897,062.97         0.42

180 or More Days

   $ 4,276.15         0.00
  

 

 

    

 

 

 

Total

   $ 33,878,614.23         2.45
  

 

 

    

 

 

 

The aggregate Investor Default Amount for the year ended December 31, 2011 was $44,489,190.98. There were no Investor Charge-offs for the same period.

The aggregate amount of interest distributions made to the Securityholders for the year ended December 31, 2011 was $4,331,847.61. The aggregate amount of principal distributions made to the Securityholders for the year ended December 31, 2011 was $0.00.


ITEM 3. LEGAL PROCEEDINGS

None.

 

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable.

PART II

 

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 

Series

   No. of Holders  

2003-4

     1   

 

ITEM 6. SELECTED FINANCIAL DATA

Not applicable.

 

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Not applicable.

 

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

 

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Not applicable.

 

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

 

ITEM 9A. CONTROLS AND PROCEDURES

None.

 

ITEM 9B. OTHER INFORMATION

None.


PART III

 

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Not applicable.

 

ITEM 11. EXECUTIVE COMPENSATION

Not applicable.


ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The records of DTC indicate that as of December 31, 2011, there were the following holders of record with more than 5% of each class of Certificates:

 

Series/Class

  

Name & Address of Participant

   Original Certificate
Principal  Balance
     % of Class  

Series 2003-4

   Chase Credit Card Owner Trust 2003-4    $ 725,000,000         100

 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

None.

 

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Not applicable.


PART IV

 

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a) The following documents are filed as part of the report:

(3) Exhibits:

 

31.1    Rule 13a-14(d)/15d-14(d) Certification (Section 302 Certification).
33.1    Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of Chase Bank USA, National Association.
33.2    Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of The Bank of New York Mellon.
34.1    Independent Accountants’ Attestation Report concerning servicing activities of Chase Bank USA, National Association.
34.2    Independent Accountants’ Attestation Report concerning servicing activities of The Bank of New York Mellon.
35.1    Servicer Compliance Statement of Chase Bank USA, National Association as servicer for the Chase Credit Card Master Trust.

(b) See item 15(a)(3) above.

(c) Not applicable.


SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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, on March 30, 2012.

 

CHASE BANK USA, NATIONAL ASSOCIATION
as depositor into the Chase Credit Card Master Trust
By:  

/s/ Keith W. Schuck

Name:   Keith W. Schuck
Title:   President
  (senior officer in charge of securitization of the Depositor)


SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.

No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to Certificateholders during the period covered by this Annual Report on Form 10-K and the registrant does not intend to furnish such materials to Certificateholders subsequent to the filing of this report.


INDEX TO EXHIBITS

 

Exhibit
Number

  

Description

31.1    Rule 13a-14(d)/15d-14(d) Certification (Section 302 Certification).
33.1    Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of Chase Bank USA, National Association.
33.2    Report on Assessment of Compliance with Servicing Criteria concerning servicing activities of The Bank of New York Mellon.
34.1    Independent Accountants’ Attestation Report concerning servicing activities of Chase Bank USA, National Association.
34.2    Independent Accountants’ Attestation Report concerning servicing activities of The Bank of New York Mellon.
35.1    Servicer Compliance Statement of Chase Bank USA, National Association as servicer for the Chase Credit Card Master Trust.