EX-25.1 43 dex251.txt FORM T-1 STATEMENT OF ELIGIBILITY 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) [ ] ------------------------------------------------------- U.S. BANK, N.A. (Exact name of trustee as specified in its charter) 31-0841368 (State of incorporation if not a U.S. national bank) (I.R.S. employer identification no.) One California Street, Suite 2550 San Francisco, CA 94111 (Address of principal executive offices) (Zip Code) SEAGATE TECHNOLOGY HDD HOLDINGS (Exact name of obligor as specified in its charter) Cayman Islands 98-0355609 (State or other jurisdiction of incorporation or (I.R.S. employer identification no.) organization) P.O. Box 309GT Ugland House, South Church Street George Town, Grand Cayman Cayman Islands N/A (Address of principal executive offices) (Zip Code) SEAGATE TECHNOLOGY HOLDINGS (Exact name of obligor as specified in its charter) Cayman Islands 98-0232277 (State or other jurisdiction of incorporation or (I.R.S. employer identification no.) organization) P.O. Box 309GT Ugland House, South Church Street George Town, Grand Cayman Cayman Islands N/A (Address of principal executive offices) (Zip Code)
8% Senior Notes due 2009 (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.* 3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.* 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 December 31, 2001, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7. * Incorporated by reference to Registration Number 333-67188. 2 NOTE The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligors. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor. SIGNATURE Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. 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 San Francisco, State of California on the 14th day of May, 2002. U.S. BANK, N.A. By: /s/ Leticia Sabiniano --------------------------------------- Leticia Sabiniano Assistant Vice President By: /s/ Andrew Fung --------------------------------------- Andrew Fung Assistant Vice President 3 Exhibit 6 --------- CONSENT In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK N.A. 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: May 14, 2002 U.S. BANK, N.A. By: /s/ Leticia Sabiniano --------------------------------------- Leticia Sabiniano Assistant Vice President By: /s/ Andrew Fung --------------------------------------- Andrew Fung Assistant Vice President 4 Exhibit 7 --------- U.S. Bank, N.A. Statement of Financial Condition As of 12/31/2001 ($000's) 12/31/2001 ------------ Assets Cash and Due From Depository Institutions $ 9,775,116 Federal Reserve Stock 0 Securities 26,316,516 Federal Funds 1,261,731 Loans & Lease Financing Receivables 109,012,892 Fixed Assets 1,414,464 Intangible Assets 8,158,687 Other Assets 6,637,699 ------------ Total Assets $162,577,105 Liabilities Deposits $104,077,584 Fed Funds 4,365,180 Treasury Demand Notes 0 Trading Liabilities 313,719 Other Borrowed Money 25,030,765 Acceptances 201,492 Subordinated Notes and Debentures 5,348,437 Other Liabilities 3,894,231 ------------ Total Liabilities $143,231,408 Equity Minority Interest in Subsidiaries $981,870 Common and Preferred Stock 18,200 Surplus 12,068,893 Undivided Profits 6,276,734 ------------ Total Equity Capital $ 19,345,697 Total Liabilities and Equity Capital $162,577,105 -------------------------------------------------------------------------------- To the best of the undersigned's determination, as of the date hereof, the above financial information is true and correct. U.S. Bank, N.A. By: /s/ Leticia Sabiniano ------------------------------------- Assistant Vice President Date: May 14, 2002 5