SCORE Trust - Amendments to transaction documents to cash collateralize Series 2004-1 Notes

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./

TORONTO, Aug. 22, 2013 /CNW/ - On March 15, 2013, JPMorgan Chase Bank, N.A. (Toronto Branch) ("JPMorgan"),  the Administrative Agent for SCORE Trust (the "Trust") in respect of the Trust's $352,500,000 4.949% Credit Card Receivables-Backed Senior Notes, Series 2004-1 and $22,500,000 5.629% Credit Card Receivables-Backed Subordinated Notes, Series 2004-1 (together, the "Series 2004-1 Notes") announced that:

		(i)		it had declared an Accumulation Commencement Date of May 1, 2013, and
		(ii)		it was possible that an amortization event would occur as early as October 1, 2013.  The Administrative Agent expected that due to a decrease in the service charge collections allocated to the Series 2004-1 Notes during the accumulation period there could result in an Excess Spread Percentage of less than 3.00% (the "Excess Spread Trigger")  for the September 2013 settlement period or a later settlement period, which breach of the Excess Spread Trigger would result in the automatic occurrence of an amortization event on the first day of the calendar month following the month with respect to which the Excess Spread Trigger was breached.

The Targeted Principal Distribution Date for the Series 2004-1 Notes is February 20, 2014.  The Series 2004-1 Notes are the only series of notes issued by the Trust that are currently outstanding.

On the date hereof, JPMorgan, the Trust and the other parties to the transaction documents have, in accordance with the amendment provisions contained therein, effected certain amendments to the related transaction documents in order for JPMorgan to repurchase the related series ownership interest owned by the Trust (the "Repurchase") for an amount in cash equal to the aggregate interest and principal payable on the Series 2004-1 Notes to and including the Targeted Principal Distribution Date (such amount, the "Repurchase Amount").  Upon the repurchase of the related series ownership interest and the payment in full of the Repurchase Amount by JPMorgan, the Series 2004-1 Notes will be collateralized entirely by cash.

JPMorgan currently intends to repurchase the related series ownership interest from the Trust on September 3, 2013 (the "Repurchase Date").  Upon the payment in full of the Repurchase Amount by JPMorgan to the Trust on the Repurchase Date, the Repurchase Amount will be held in the related Trust account and distributed to the holders of the Series 2004-1 Notes in accordance with their terms on the Targeted Principal Distribution Date.  As a result of the cash collateralization of the Notes and the certainty of payment thereon, the amortization events relating to the Series 2004-1 Notes, including the amortization event that may have occurred upon a breach of the Excess Spread Trigger, will be deemed to no longer apply to the Series 2004-1 Notes.  In addition, the requirements to fund the Reserve Account, the Accumulations Account and the Accumulation Reserve Account will no longer apply and all amounts on deposit in such accounts will be released to JPMorgan upon payment of the Repurchase Amount and  the satisfaction of all the other conditions for the Repurchase.

The amendments and repurchase of the related series ownership interest will assure the holders of the Series 2004-1 Notes that all interest and principal on the Series 2004-1 Notes will be repaid in full on the Targeted Principal Distribution Date, as was the expectation at the time of the issuance of the Series 2004-1 Notes.  While under no obligation to effect such amendments or repurchase, JPMorgan believes these changes will prevent the holders of the Series 2004-1 Notes from being subject to uncertainty in the timing of principal repayment and the reduction in the aggregate amount of interest being paid on the Series 2004-1 Notes as a result of an amortization event that is otherwise expected to occur.

Copies of the related amending agreements can be found under the Trust's issuer profile at www.sedar.com.

SOURCE: SCORE Trust

Eve Ngan
Executive Director
JPMorgan Chase Bank, N.A.
Telephone: [phone]
E-mail: [email protected]