EX-25.1 6 exhibit251formt-1121318.htm EXHIBIT 25.1 Exhibit
Exhibit 25.1

 
 
 
 
 

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)
_____________________________

WELLS FARGO BANK, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
A National Banking Association
(Jurisdiction of incorporation or organization if not a U.S. national bank)
 
 
 
94-1347393
(IRS Employer
Identification Number)
101 North Phillips Avenue
Sioux Falls, South Dakota
(Address of principal executive offices)
 
 
 
57104
(Zip Code)
Wells Fargo & Company
Law Department, Trust Section
MAC N9305-175
Sixth Street and Marquette Avenue, 17th Floor
Minneapolis, Minnesota 55479
(612) 667-4608
(Name, address and telephone number of agent for service)
____________________
Jagged Peak Energy LLC*
(Exact name of obligor as specified in its charter)
DELAWARE
(State or other jurisdiction of
incorporation or organization)
 
 
 
90-0955249
(IRS Employer
Identification Number)
1401 Lawrence Street, Suite 1800
Denver, Colorado
(Address of principal executive offices)
 
 
 
80202
(Zip Code)
5.875% Senior Notes due 2026
(Title of the indenture securities)
 
 
 
 
 




TABLE OF ADDITIONAL OBLIGORS
*    The following are obligors that guarantee the indenture securities:
Exact Name of Obligor as Specified in its Charter (1)
State or Other Jurisdiction of Incorporation or Formation
IRS Employer Identification Number
Jagged Peak Energy Inc.
Delaware
81-3943703
    
(1)    The address for Jagged Peak Energy Inc. is 1401 Lawrence Street, Suite 1800, Denver, Colorado 80202.


Item 1.    General Information. Furnish the following information as to the trustee:

(a)
Name and address of each examining or supervising authority to which it is subject.

Comptroller of the Currency
Treasury Department
Washington, D.C.

Federal Deposit Insurance Corporation
Washington, D.C.

Federal Reserve Bank of San Francisco
San Francisco, California 94120

(b)
Whether it is authorized to exercise corporate trust powers.

The trustee is authorized to exercise corporate trust powers.


Item 2.
Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.

None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

Item 15. Foreign Trustee.    Not applicable.

Item 16. List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.

Exhibit 1. A copy of the Articles of Association of the trustee now in effect.*

Exhibit 2. A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated January 14, 2015.*

Exhibit 3. A copy of the Comptroller of the Currency Certification of Fiduciary Powers for Wells Fargo Bank, National Association, dated January 6, 2014. *

Exhibit 4. Copy of By-laws of the trustee as now in effect.*

Exhibit 5. Not applicable.





Exhibit 6. The consent of the trustee required by Section 321(b) of the Act.

Exhibit 7. A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority.

Exhibit 8. Not applicable.

Exhibit 9. Not applicable.

*    Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 dated March 13, 2015 filed with the SEC pursuant to Section 305(b)(2) of the Trust Indenture Act of 1939, as amended, with respect to file number 333-190926.






SIGNATURE


Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo 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 to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Los Angeles and State of California on the 13th day of December 2018

 
 
WELLS FARGO BANK, NATIONAL ASSOCIATION
 
 
 
 
 
/s/ CASEY A. BOYLE
 
 
Casey A. Boyle
 
 
Assistant Vice President







EXHIBIT 6




December 13, 2018



Securities and Exchange Commission
Washington, D.C. 20549

Gentlemen:

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.





Very truly yours,

 
 
WELLS FARGO BANK, NATIONAL ASSOCIATION
 
 
 
 
 
/s/ CASEY A. BOYLE
 
 
Casey A. Boyle
 
 
Assistant Vice President





Exhibit 7
Consolidated Report of Condition of
Wells Fargo Bank National Association
of 101 North Phillips Avenue, Sioux Falls, SD 57104
And Foreign and Domestic Subsidiaries, at the close of business September 30, 2018, filed in accordance with 12 U.S.C. §161 for National Banks.
 
 
Dollar Amounts
in Millions
ASSETS
 
 
Cash and balances due from depository institutions:
 
 
Noninterest-bearing balances and currency and coin
 
$
18,138

Interest-bearing balances
 
140,426

Securities:
 
 
Held-to-maturity securities
 
144,023

Available-for-sale securities
 
247,453

Equity Securities with readily determinable fair value not held for trading
 
98

 
 
 
Federal funds sold and securities purchased under agreements to resell:
 
 
Federal funds sold in domestic offices
 
57

Securities purchased under agreements to resell
 
35,727

Loans and lease financing receivables:
 
 
Loans and leases held for sale
 
9,295

Loans and leases, net of unearned income
916,163

 
LESS: Allowance for loan and lease losses
9,702

 
Loans and leases, net of unearned income and allowance
 
906,461

Trading Assets
 
47,028

Premises and fixed assets (including capitalized leases)
 
7,941

Other real estate owned
 
514

Investments in unconsolidated subsidiaries and associated companies
 
12,289

Direct and indirect investments in real estate ventures
 
215

Intangible assets
 
40,861

Other assets
 
54,602

 
 
 
Total assets
 
$
1,665,128

 
 
 
LIABILITIES
 
 
Deposits:
 
 
In domestic offices
 
$
1,261,795

Noninterest-bearing
401,773

 
Interest-bearing
860,022

 
In foreign offices, Edge and Agreement subsidiaries, and IBFs
 
58,900

Noninterest-bearing
840

 
Interest-bearing
58,060

 
Federal funds purchased and securities sold under agreements to repurchase:
 
 
Federal funds purchased in domestic offices
 
6,061

Securities sold under agreements to repurchase
 
5,736





 
 
Dollar Amounts
in Millions
Trading liabilities
 
11,919

Other borrowed money
 
 
(includes mortgage indebtedness and obligations under capitalized leases)
 
115,435

Subordinated notes and debentures
 
11,675

Other liabilities
 
29,417

 
 
 
Total liabilities
 
$
1,500,938

 
 
 
EQUITY CAPITAL
 
 
Perpetual preferred stock and related surplus
 

Common stock
 
519

Surplus (exclude all surplus related to preferred stock)
 
112,567

Retained earnings
 
55,296

Accumulated other comprehensive income
 
(4,534
)
Other equity capital components
 

Total bank equity capital
 
163,848

Noncontrolling (minority) interests in consolidated subsidiaries
 
342

Total equity capital
 
164,190

 
 
 
Total liabilities, and equity capital
 
$
1,665,128

 
 
 


I, John R. Shrewsberry, Sr. EVP & CFO of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

 
 
John R. Shrewsberry
 
 
Sr. EVP & CFO

We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct.

 
Directors
 
 
 
Enrique Hernandez, Jr
 
 
Federico F. Pena
 
 
James Quigley