EX-25.2 7 d464707dex252.htm EX-25.2 EX-25.2

Exhibit 25.2

 

 

 

UNITED STATES

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)

 

 

MUFG UNION BANK, N.A.

(Exact name of Trustee as specified in its charter)

 

 

94-0304228

I.R.S. Employer Identification No.

 

400 California Street

San Francisco, California

   94104
(Address of principal executive offices)   (Zip Code)

General Counsel

MUFG Union Bank, N.A.

400 California Street

Corporate Trust - 12th Floor

San Francisco, CA 94104

(415) 765-2945

(Name, address and telephone number of agent for service)

 

 

MATTEL, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   95-1567322

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. Employer

Identification No.)

 

333 Continental Boulevard
El Segundo, CA		   90245-5012
(Address of Principal Executive Offices)   (Zip Code)

 

 

Subordinated 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.

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.

 

Items 3-15 Items 3-15 are not applicable.

 

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 now in effect. *

 

  2. A copy of the certificate of corporate existence of the Trustee. **

 

  3. A copy of the certificate of corporate existence and fiduciary powers of the Trustee. **

 

  4. A copy of the existing By-Laws of the Trustee, or instruments corresponding thereto. *

 

  5. A copy of each Indenture referred to in Item 4, if the obligor is in default. 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. A copy of the latest report of condition of the Trustee published pursuant to law or the requirements of its supervising or examining authority. Attached as Exhibit 7.

 

  8. A copy of any order pursuant to which the foreign Trustee is authorized to act as sole Trustee under indentures qualified or to be qualified under the Trust Indenture Act of 1939. Not applicable.

 

  9. Foreign trustees are required to file a consent to service process of Form F-X [§269.5 of this chapter]. Not applicable.

 

2

* Incorporated by reference to the exhibit of the same number to the Trustee’s Form T-1 filed as exhibit 25.1 to the Form S-3ASR dated November 6, 2015 of file number 333-207870.
** Incorporated by reference to the exhibit of the same number to the Trustee’s Form T-1 filed as exhibit 25.1 to the Form S-3 dated July 30, 2013 of file number 333-190256.

 

3

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, MUFG Union Bank, N. A., 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 Los Angeles, State of California on the 18th day of September, 2017.

 

MUFG Union Bank, N.A.
By:  

/s/ Melonee Young

  Melonee Young
  Vice President

 

4

EXHIBIT 6

CONSENT OF THE TRUSTEE

REQUIRED BY SECTION 321(b) OF THE ACT

September 18, 2017

Securities and Exchange Commission

Washington, D.C. 20549

Ladies and Gentlemen:

In connection with the qualification of the form of indenture between Mattel, Inc. (the “Issuing Entity”) and MUFG Union Bank, N.A. (the “Trustee”), the undersigned, in accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, hereby consents that reports of examinations of the undersigned by federal, state, territorial, or district authorities authorized to make such examinations may be furnished by such authorities to the Securities and Exchange Commission upon request therefor.

Sincerely,

MUFG Union Bank, N.A.

 

By:  

/s/ Melonee Young

 

Melonee Young

Vice President

Exhibit 7

Page 1

CONSOLIDATED REPORT OF CONDITION OF

MUFG Union Bank, N.A.

of Los Angeles in the State of California, at the close of business June 30, 2017 published in response to call made by the Comptroller of the Currency, under Title 12, United States Code, Section 161. Charter 21541

 

BALANCE SHEET

   
ASSETS    Dollar Amounts in
Thousands		  

Cash and balances due from depository institutions:

   

Non-interest-bearing balances and currency and coin

    $ 1,768,189  

Interest-bearing balances

    $ 2,478,568  

Securities:

   

Held-to-maturity securities

    $ 10,373,418  

Available-for-sale securities

    $ 16,016,658  

Federal funds sold and securities purchased under agreements to resell:

   

Federal funds sold in domestic offices

    $ —    

Securities purchased under agreements to resell

    $ 6,109  

Loans and lease financing receivables:

   

Loans and leases held for sale

    $ 214,821  

Loans and leases, net of unearned income

    $ 76,610,476  

LESS: Allowance for loan and lease losses

    $ 476,638  

Loans and leases, net of unearned income and allowance

    $ 76,133,838  

Trading assets

    $ 876,617  

Premises and fixed assets

    $ 572,858  

Other real estate owned

    $ 1,681  

Investments in unconsolidated subsidiaries and associated companies

    $ 163,027  

Direct and indirect investments in real estate ventures

    $ —    

Intangible assets:

   

Goodwill

    $ 3,224,671  

Other intangible assets

    $ 257,876  

Other assets

    $ 4,626,351  
  

 

 

  

Total assets

    $ 116,714,682  
  

 

 

  

LIABILITIES

   

Deposits:

   

In domestic offices

    $ 86,832,006  

Noninterest-bearing

    $ 34,216,652  

Interest-bearing

    $ 52,615,354  

In foreign offices, Edge and Agreement subsidiaries and IBFs

    $ 128,969  

Noninterest-bearing

    $ —    

Interest-bearing

    $ 128,969  

Federal funds purchased and securities sold under agreements to repurchase:

   

Federal funds purchased in domestic offices

    $ 750  

Securities sold under agreements to repurchase

    $ 9,750  

Trading liabilities

    $ 507,871  

Other borrowed money

    $ 9,783,472  

Subordinated notes and debentures

    $ 750,000  

Other liabilities

    $ 2,082,348  
  

 

 

  

Total liabilities

    $ 100,095,166  
  

 

 

  

EQUITY CAPITAL

   

Perpetual preferred stock and related surplus

    $ —    

Common stock

    $ 604,577  

Surplus

    $ 9,858,233  

Retained earnings

    $ 6,865,068  

Accumulated other comprehensive income

    $ (837,829 ) 

Other equity capital components

    $ —    

Total bank equity capital

    $ 16,490,049  

Noncontrolling (minority) interests in consolidated subsidiaries

    $ 129,467  

Total equity capital

    $ 16,619,516  
  

 

 

  

Total liabilities and equity capital

    $ 116,714,682