EX-99.D.3 2 s116573_exd3.htm EXHIBIT D.3

 

Exhibit d.3

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)

Annye Hua
U.S. Bank National Association
8 Greenway Plaza, Ste. 1100
Houston, Texas 77046
(Name, address and telephone number of agent for service)

Oxford Square Capital Corp.

(Issuer with respect to the Securities)

Maryland

 

20-0188736

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

8 Sound Shore Drive, Ste. 255
Greenwich, CT

 

06830

(Address of Principal Executive Offices)

 

(Zip Code)

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 3-15Items 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.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 December 31, 2018 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.

2

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 Houston, State of Texas on the 7th of March, 2019.

By:

 

/s/ Annye Hua

   

Annye Hua

   

Vice President

3

Exhibit 2

4

Exhibit 3

5

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: March 7, 2019

By:

 

/s/ Annye Hua

   

Annye Hua

   

Vice President

6

Exhibit 7

U.S. Bank National Association
Statement of Financial Condition
As of 12/31/2018

($000’s)

 

12/31/2018

Assets

 

 

 

Cash and Balances Due From

 

$

21,369,509

Depository Institutions

 

 

 

Securities

 

 

111,246,751

Federal Funds

 

 

101,423

Loans & Lease Financing Receivables

 

 

284,800,984

Fixed Assets

 

 

3,721,348

Intangible Assets

 

 

12,896,259

Other Assets

 

 

25,340,330

Total Assets

 

$

459,476,604

Liabilities

 

 

 

Deposits

 

$

356,297,122

Fed Funds

 

 

2,426,334

Treasury Demand Notes

 

 

0

Trading Liabilities

 

 

783,326

Other Borrowed Money

 

 

34,725,959

Acceptances

 

 

0

Subordinated Notes and Debentures

 

 

3,800,000

Other Liabilities

 

 

12,916,232

Total Liabilities

 

$

410,948,973

Equity

 

 

 

Common and Preferred Stock

 

 

18,200

Surplus

 

 

14,266,915

Undivided Profits

 

 

33,443,222

Minority Interest in Subsidiaries

 

 

799,294

Total Equity Capital

 

$

48,527,631

Total Liabilities and Equity Capital

 

$

459,476,604

7