EX-99.(D)(5) 2 exd5.htm EXHIBIT 99.(D)(5) Exhibit


Exhibit (d)(5)
_____________________________________________________________________________

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)
_______________________________________________________

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)
 
Brian Jensen
U.S. Bank National Association
13737 Noel Rd Suite 800
Dallas, TX 75240
972 581 1623
(Name, address and telephone number of agent for service)
                                                       
Capital Southwest Corporation
(Issuer with respect to the Securities)
Texas
75-1072796
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 

5400 Lyndon B. Johnson Freeway
Lincoln Center Tower 1, Suite 1300
Dallas, TX
75240
(Address of Principal Executive Offices)
(Zip Code)

Common Stock Debt Securities
(Title of the Indenture Securities)






FORM T-1

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
Washington, D.C.

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

Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
None

Items 3-15
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.
    
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

1. A copy of the Articles of Association of the Trustee.*

2. A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.

3.    A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.

4.    A copy of the existing bylaws of the Trustee.**
 
5.    A copy of each Indenture referred to in Item 4. Not applicable.

6.    The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

7.    Report of Condition of the Trustee as of March 31, 2019 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.
        
* 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 Dallas, State of Texas on the 25th of June, 2019.

By:    /s/ Brian T. Jensen________                                                Brian T. Jensen    
Vice President






Exhibit 2
exhibit2.jpg





Exhibit 3
exhibit3.jpg





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: June 25, 2019


By:    /s/ Brian T. Jensen                                                    Brian T. Jensen    
Vice President






Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 3/31/2019

($000’s)

Assets
3/31/2019
Cash and Balances Due From Depository Institutions
$
18,011,992

Securities
113,629,093

Federal Funds    
3,518,495

Loans & Lease Financing Receivables
286,352,008

Fixed Assets
5,289,051

Intangible Assets
12,998,717

Other Assets
27,522,814

Total Assets
$
467,322,170

 
 
Liabilities
 
Deposits
$
359,151,957

Fed Funds
1,408,144

Treasury Demand Notes

Trading Liabilities
565,646

Other Borrowed Money
37,549,120

Acceptances    

Subordinated Notes and Debentures
3,800,000

Other Liabilities
15,767,654

Total Liabilities
$
418,242,521

 
 
Equity
 
Common and Preferred Stock
18,200

Surplus
14,266,915

Undivided Profits
33,995,325

Minority Interest in Subsidiaries
799,209

Total Equity Capital    
$
49,079,649

 
 
Total Liabilities and Equity Capital
$
467,322,170