EOHDF Emeco Holdings Ltd (PK)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-3/A

(Amendment No. 2)

FOR APPLICATIONS FOR QUALIFICATION OF INDENTURES

UNDER THE TRUST INDENTURE ACT OF 1939

EMECO PTY LTD

(Issuer)

EMECO HOLDINGS LIMITED

EMECO CANADA LIMITED

EMECO INTERNATIONAL PTY LIMITED

EHL CORPORATE PTY LIMITED

EMECO PARTS PTY LIMITED

EMECO FINANCE PTY LIMITED

ENDURO SPA

EMECO HOLDINGS SOUTH AMERICA SPA

EMECO EQUIPMENT (USA) LLC

(Guarantors)

(Name of Applicants)

c/o Emeco Holdings Limited

Level 3, 71 Walters Drive

Osborne Park, Western Australia, 6017, Australia

Telephone: +618 9420 0205

(Address of Principal Executive Offices)

Approximate Date of Exchange Offer:

Approximate date of proposed public offering: on the implementation date of the Scheme of Arrangement referred to herein, which will be approximately March 31, 2017.

Name and Address of Agent for Service:

Colleen A. DeVries

SVP on behalf of National Corporate Research Ltd.

10 E. 40th Street, 10th floor

New York, NY 10016

With Copies to:

Kyle Pilkington

Baker & McKenzie. Wong & Leow

8 Marina Boulevard #05-01

Marina Bay Financial Centre Tower 1

Singapore 018981

Singapore

Telephone: +65 6434 2616

The Applicants hereby amend this application for qualification on such date or dates as may be necessary to delay its effectiveness until (i) the 20th day after the filing of an amendment which specifically states that it shall supersede this application for qualification or (ii) such earlier date as the United States Securities and Exchange Commission (the “ Commission ”), acting pursuant to Section 307(c) of the Trust Indenture Act of 1939, as amended, may determine upon the written request of the Applicants.

EXPLANATORY NOTE

This Amendment No. 2 to Application for Qualification of lndenture on Form T-3 (this “Amendment” ) amends the Application for Qualification of Indenture on Form T-3 (the “Application” ) filed by the Applicants on November 7, 2016, as previously amended by Amendment No. 1 dated February 6, 2017.

On February 10, 2017, Black Diamond (the beneficial owner of approximately 33% of the Existing Notes through its management of certain private investment funds) entered into an agreement with Ascribe II Investments LLC ( “Ascribe” ) pursuant to which Black Diamond will acquire approximately US$69,645,000 of Existing Notes (approximately 24.6% of Existing Notes) from Ascribe (the “Trade” ). The Trade is expected to settle on March 1, 2017 and will result in Black Diamond holding approximately 57.7% of the Existing Notes. Following the Trade, Ascribe will hold 0% of the Existing Notes. Further details of the Trade and the result of Black Diamond’s increased holdings are described in the supplementary disclosure dated February 21, 2017 (the “Supplementary Disclosure” ) that was sent to the holders of beneficial interests in the Existing Notes (the “Emeco Noteholders” ).

This Amendment is being filed solely to provide updated information under Item 4, which has been amended and restated in full, and to file the Supplementary Disclosure as Exhibit T3E(3), which supplements and should be read together with the Scheme Document previously filed as Exhibit T3E(1) hereto. This Amendment is not intended to amend or delete any other part of the Application. All other information in the Application is unchanged and has been omitted from this Amendment.

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MANAGEMENT AND CONTROL

The following table sets forth the names of, and all offices held by, all executive officers and directors (as defined in Sections 303(5) and 303(6) of the Trust Indenture Act of 1939), respectively, of the Applicants as of the date of this application. The mailing address for each executive officer and director listed below is: Level 3, 71 Walters Drive, Osborne Park WA 6017 Australia.

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Emeco Equipment (USA) LLC

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CONTENTS OF APPLICATION FOR QUALIFICATION

This application for qualification comprises –

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, each of the Applicants below, corporations, organized and existing under the laws of the Commonwealth of Australia, Canada, Chile and Delaware in United States of America have duly caused this application to be signed on their behalf by the undersigned, thereunto duly authorized, all in the city of Perth, Australia on the 24th day of February, 2017.

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