Initial Statement of Trust Indenture (305b2)
05 Mayo 2020 - 11:28AM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
T-1
Statement
of Eligibility Under
The
Trust Indenture Act of 1939 of a
Corporation
Designated to Act as Trustee
Check if an Application
to Determine Eligibility of
a Trustee Pursuant
to Section 305(b)(2) X
U.S.
BANK NATIONAL ASSOCIATION
(Exact name of
Trustee as specified in its charter)
31-0841368
I.R.S. Employer
Identification No.
|
800
Nicollet Mall
Minneapolis,
Minnesota
|
55402
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
George J. Rayzis
U.S. Bank National
Association
50 South 16th
Street, Suite 2000
Philadelphia,
PA 19102
(215) 761-9317
(Name, address
and telephone number of agent for service)
TRISTATE
CAPITAL HOLDINGS, INC.
(Issuer with
respect to the Securities)
|
Pennsylvania
|
20-4929029
|
|
(State
or other jurisdiction of incorporation or organization)
|
(I.R.S.
Employer Identification No.)
|
|
|
|
|
One
Oxford Centre
301 Grant
Street, Suite 2700
Pittsburgh,
Pennsylvania
|
15219
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Debt Securities
(Title
of the Indenture Securities)
FORM T-1
|
|
Item 1.
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GENERAL INFORMATION.
Furnish the following information as to the Trustee.
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|
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a)
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Name
and address of each examining or supervising authority to which it is subject.
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Comptroller
of the Currency
|
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b)
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Whether it is authorized
to exercise corporate trust powers.
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Item 2.
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AFFILIATIONS WITH OBLIGOR.
If the obligor is an affiliate of the Trustee, describe each such affiliation.
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Items 3-15
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Items 3-15 are not applicable
because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee
acts as Trustee.
|
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Item 16.
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LIST OF EXHIBITS:
List below all exhibits filed as a part of this statement of eligibility and qualification.
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1.
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A copy of the Articles of
Association of the Trustee.*
|
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2.
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A copy of the certificate
of authority of the Trustee to commence business, attached as Exhibit 2.
|
|
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3.
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A copy of the certificate
of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
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|
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4.
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A copy of the existing bylaws
of the Trustee.**
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|
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5.
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A copy of each Indenture
referred to in Item 4. Not applicable.
|
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6.
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The consent of the Trustee
required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
|
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7.
|
Report of Condition of the
Trustee as of December 31, 2019 published pursuant to law or the requirements of its supervising or examining authority, attached
as Exhibit 7.
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*
Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement
on S-4, Registration Number 333-128217 filed on November 15, 2005.
|
|
|
|
**
Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration
Number 333-199863 filed on November 5, 2014.
|
SIGNATURE
Pursuant to the
requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association
organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification
to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Philadelphia, State of Pennsylvania
on the 5th of May, 2020.
|
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By:
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/s/ George J. Rayzis
|
|
|
|
George J. Rayzis
|
|
|
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Vice President
|
Exhibit
2
|
Office of the Comptroller of the Currency
|
|
|
Washington, DC 20219
|
CERTIFICATE
OF CORPORATE EXISTENCE
I, Joseph Otting, Comptroller
of the Currency, do hereby certify that:
1. The Comptroller of the
Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and
control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2. “U.S. Bank National
Association,” Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States
and is authorized thereunder to transact the business of banking on the date of this certificate.
|
|
IN TESTIMONY WHEREOF, today,
December 10, 2019, I have hereunto
subscribed my name and caused my seal
of office to be affixed to these presents at
the U.S, Department of the Treasury, in
the City of Washington, District of
Columbia
|
|
|
Comptroller of the Currency
|
Exhibit
3
|
|
Office of the Comptroller of the Currency
|
|
|
Washington, DC 20219
|
CERTIFICATE OF FIDUCIARY
POWERS
I, Joseph Otting, Comptroller of the Currency, do hereby certify that:
1. The Office of the Comptroller
of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody,
and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2. “U.S. Bank National
Association,” Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act
in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28, 1962, 76 Stat. 668,
12 USC 92a, and that the authority so granted remains in full force and effect on the date of this certificate.
|
|
IN TESTIMONY WHEREOF, today,
December 10, 2019, I have
hereunto
subscribed my name and caused
my seal of
office to be affixed to
these presents at the
U.S. Department of the Treasury,
in the City
of Washington, District of Columbia.
|
|
|
|
Comptroller of the Currency
|
Exhibit
6
CONSENT
In
accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents
that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such
authorities to the Securities and Exchange Commission upon its request therefor.
Dated: May 5, 2020
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By:
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/s/ George J. Rayzis
|
|
|
|
George J. Rayzis
|
|
|
|
Vice President
|
Exhibit
7
U.S. Bank
National Association
Statement
of Financial Condition
As of 12/31/2019
($000’s)
|
|
|
12/31/2019
|
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Assets
|
|
|
|
|
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Cash and Balances Due From Depository Institutions
|
|
$
|
22,256,667
|
|
|
Securities
|
|
|
120,982,766
|
|
|
Federal Funds
|
|
|
881,341
|
|
|
Loans & Lease Financing Receivables
|
|
|
297,660,359
|
|
|
Fixed Assets
|
|
|
5,895,381
|
|
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Intangible Assets
|
|
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12,915,451
|
|
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Other Assets
|
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25,412,255
|
|
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Total Assets
|
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$
|
486,004,220
|
|
|
|
|
|
|
|
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Liabilities
|
|
|
|
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Deposits
|
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$
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374,303,872
|
|
|
Fed Funds
|
|
|
1,094,396
|
|
|
Treasury Demand Notes
|
|
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0
|
|
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Trading Liabilities
|
|
|
769,407
|
|
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Other Borrowed Money
|
|
|
41,653,916
|
|
|
Acceptances
|
|
|
0
|
|
|
Subordinated Notes and Debentures
|
|
|
3,850,000
|
|
|
Other Liabilities
|
|
|
14,940,126
|
|
|
Total Liabilities
|
|
$
|
436,611,717
|
|
|
|
|
|
|
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Equity
|
|
|
|
|
|
Common and Preferred Stock
|
|
|
18,200
|
|
|
Surplus
|
|
|
14,266,915
|
|
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Undivided Profits
|
|
|
34,306,761
|
|
|
Minority Interest in Subsidiaries
|
|
|
800,627
|
|
|
Total Equity Capital
|
|
$
|
49,392,503
|
|
|
|
|
|
|
|
|
Total Liabilities and Equity Capital
|
|
$
|
486,004,220
|
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