EX-25.2 6 f94845a2exv25w2.txt EXHIBIT 25.2 EXHIBIT 25.2 ================================================================================ 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) NOT APPLICABLE 94-1347393 (Jurisdiction of incorporation or (I.R.S. Employer organization if not a U.S. national Identification No.) bank) SIXTH STREET AND MARQUETTE AVENUE Minneapolis, Minnesota 55479 (Address of principal executive offices) (Zip code) Stanley S. Stroup, General Counsel WELLS FARGO BANK, NATIONAL ASSOCIATION Sixth Street and Marquette Avenue Minneapolis, Minnesota 55479 (612) 667-1234 (Name, address and telephone number of agent for service) ----------------------------- JUNIPER NETWORKS, INC. (Exact name of obligor as specified in its charter) DELAWARE 77-0422528 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1194 NORTH MATHILDA SUNNYVALE, CALIFORNIA 94089 (Address of principal executive offices) (Zip code) ----------------------------- SUBORDINATED DEBT SECURITIES (Title of the indenture securities) 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. The Board of Governors of the Federal Reserve System Washington, D.C. (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. Wells Fargo Bank incorporates by reference into this Form T-1 the exhibits attached hereto. 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 for Wells Fargo Bank, National Association, dated November 28, 2001. * Exhibit 3. A copy of the authorization of the trustee to exercise corporate trust powers. A copy of the Comptroller of the Currency Certificate of Corporate Existence (with Fiduciary Powers) for Wells Fargo Bank, National Association, dated November 28, 2001. * Exhibit 4. Copy of By-laws of the trustee as now in effect. * Exhibit 5. Not applicable. Exhibit 6. The consents of United States institutional trustees required by Section 321(b) of the Act. Exhibit 7. Consolidated Report of Condition attached. Exhibit 8. Not applicable. Exhibit 9. Not applicable. * Incorporated by reference to exhibit number 25 filed with registration statement number 333-87398. ** Incorporated by reference to exhibit number 25 filed with registration statement number 333-99641. 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 Minneapolis and State of Minnesota on the 26th day of November, 2003. WELLS FARGO BANK, NATIONAL ASSOCIATION /s/ Michael T. Lechner ---------------------------------------- Michael T. Lechner Assistant Vice President EXHIBIT 6 November 26, 2003 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/ Michael T. Lechner ---------------------------------------- Michael T. Lechner Assistant Vice President EXHIBIT 7 Consolidated Report of Condition of Wells Fargo Bank National Association of 420 Montgomery Street, San Francisco, CA 94163 And Foreign and Domestic Subsidiaries, at the close of business September 30, 2003, filed in accordance with 12 U.S.C.Section 161 for National Banks.
Dollar Amounts In Millions ----------- ASSETS Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin $ 8,567 Interest-bearing balances 1,428 Securities: Held-to-maturity securities 0 Available-for-sale securities 13,007 Federal funds sold and securities purchased under agreements to resell: Federal funds sold in domestic offices 176 Securities purchased under agreements to resell 58 Loans and lease financing receivables: Loans and leases held for sale 36,220 Loans and leases, net of unearned income 137,569 LESS: Allowance for loan and lease losses 1,267 Loans and leases, net of unearned income and allowance 136,302 Trading Assets 6,839 Premises and fixed assets (including capitalized leases) 1,515 Other real estate owned 82 Investments in unconsolidated subsidiaries and associated companies 285 Customers' liability to this bank on acceptances outstanding 76 Intangible assets Goodwill 5,379 Other intangible assets 6,233 Other assets 8,209 --------- Total assets $ 224,376 ========= LIABILITIES Deposits: In domestic offices $ 121,516 Noninterest-bearing 30,651 Interest-bearing 90,865 In foreign offices, Edge and Agreement subsidiaries, and IBFs 17,499 Noninterest-bearing 3 Interest-bearing 17,496 Federal funds purchased and securities sold under agreements to repurchase: Federal funds purchased in domestic offices 33,033 Securities sold under agreements to repurchase 383
Dollar Amounts In Millions ----------- Trading liabilities 4,855 Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) 13,466 Bank's liability on acceptances executed and outstanding 76 Subordinated notes and debentures 6,905 Other liabilities 7,160 --------- Total liabilities $ 204,893 Minority interest in consolidated subsidiaries 41 EQUITY CAPITAL Perpetual preferred stock and related surplus 0 Common stock 520 Surplus (exclude all surplus related to preferred stock) 13,289 Retained earnings 5,811 Accumulated other comprehensive income (178) Other equity capital components 0 --------- Total equity capital 19,442 --------- Total liabilities, minority interest, and equity capital $ 224,376 =========
I, James E. Hanson, Vice President 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. James E. Hanson Vice President 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. Carrie L. Tolstedt Howard Atkins Directors Clyde Ostler