EX-25.1 5 nt10014475x1_ex25-1.htm EXHIBIT 25.1

Exhibit 25.1


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)

WELLS FARGO BANK, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)


A National Banking Association
94-1347393
(Jurisdiction of incorporation or
(I.R.S. Employer
organization if not a U.S. national bank)
Identification No.)
   
101 North Phillips Avenue
 
Sioux Falls, South Dakota
57104
(Address of principal executive offices)
(Zip code)

Wells Fargo & Company
Law Department, Trust Section
MAC N9305-175
Sixth Street and Marquette Avenue, 17th Floor
Minneapolis, Minnesota 55479
(612) 667-4608
(Name, address and telephone number of agent for service)
_____________________________

FLY LEASING LIMITED
(Exact name of obligor as specified in its charter)

Bermuda
98-0536376
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification No.)
   
West Pier Business Campus
 
Dun Laoghaire
 
County Dublin, A96 N6T7, Ireland
 
 (Address of principal executive offices)
(Zip code)
_____________________________

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.

 Federal Reserve Bank of San Francisco

 San Francisco, California 94120


(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. ForeignTrustee.
Not applicable.

Item 16.  List of Exhibits.
List below all exhibits filed as a part of this Statement of Eligibility.

 
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 January 14, 2015.*


Exhibit 3.
A copy of the Comptroller of the Currency Certification of Fiduciary Powers for Wells Fargo Bank, National Association, dated January 6, 2014.*

 
Exhibit 4.
Copy of By-laws of the trustee as now in effect.*

 
Exhibit 5.
Not applicable.

 
Exhibit 6.
The consent of the trustee required by Section 321(b) of the Act.


Exhibit 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.

 
Exhibit 8.
Not applicable.

 
Exhibit 9.
Not applicable.


* Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit to the Filing 305B2 dated March 13, 2015 of file number 333-190926.


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 Los Angeles and State of California on the 30th day of July, 2020.

 
WELLS FARGO BANK, NATIONAL ASSOCIATION
   
 
/s/ Maddy Hughes
 
Maddy Hughes
 
Vice President


EXHIBIT 6

July 30, 2020

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/  Maddy Hughes
 
Maddy Hughes
 
Vice President


Exhibit 7

Consolidated Report of Condition of

Wells Fargo Bank National Association
of 101 North Phillips Avenue, Sioux Falls, SD 57104
And Foreign and Domestic Subsidiaries,
at the close of business March 31, 2020, filed in accordance with 12 U.S.C. §161 for National Banks.

         
Dollar Amounts
In Millions
 
ASSETS
           
Cash and balances due from depository institutions:
           
Noninterest-bearing balances and currency and coin
       
$
21,745
 
Interest-bearing balances
         
123,531
 
Securities:
             
Held-to-maturity securities
         
169,848
 
Available-for-sale securities
         
242,111
 
Equity Securities with readily determinable fair value not held for trading
         
122
 
               
Federal funds sold and securities purchased under agreements to resell:
             
Federal funds sold in domestic offices
         
82
 
Securities purchased under agreements to resell
         
58,438
 
Loans and lease financing receivables:
             
Loans and leases held for sale
         
14,855
 
Loans and leases, net of unearned income
   
968,033
         
LESS: Allowance for loan and lease losses
   
10,893
         
Loans and leases, net of unearned income and allowance
           
957,140
 
Trading Assets
           
58,848
 
Premises and fixed assets (including capitalized leases)
           
11,733
 
Other real estate owned
           
235
 
Investments in unconsolidated subsidiaries and associated companies
           
13,202
 
Direct and indirect investments in real estate ventures
           
12
 
Intangible assets
           
32,598
 
Other assets
           
59,196
 
                 
Total assets
         
$
1,763,696
 
                 
LIABILITIES
               
Deposits:
               
In domestic offices
         
$
1,403,302
 
Noninterest-bearing
   
452,458
         
Interest-bearing
   
950,844
         
In foreign offices, Edge and Agreement subsidiaries, and IBFs
           
44,243
 
Noninterest-bearing
   
858
         
Interest-bearing
   
43,385
         
                 
Federal funds purchased and securities sold under agreements to repurchase:
               
Federal funds purchased in domestic offices
           
2,055
 
Securities sold under agreements to repurchase
           
6,389
 
Trading liabilities
           
15,841
 
Other borrowed money
               
(Includes mortgage indebtedness and obligations under capitalized leases)
           
76,704
 
Subordinated notes and debentures
           
12,499
 
Other liabilities
           
32,411
 
                 
Total liabilities
         
$
1,593,444
 
                 
EQUITY CAPITAL
               
Perpetual preferred stock and related surplus
           
0
 
Common stock
           
519
 
Surplus (exclude all surplus related to preferred stock)
           
114,728
 
Retained earnings
           
54,130
 
Accumulated other comprehensive income
           
844
 
Other equity capital components
           
0
 
                 
Total bank equity capital
           
170,221
 
Noncontrolling (minority) interests in consolidated subsidiaries
           
31
 
                 
Total equity capital
           
170,252
 
                 
Total liabilities, and equity capital
         
$
1,763,696
 


I, John R. Shrewsberry, Sr. EVP & CFO 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.

 
John R. Shrewsberry
 
  Sr. EVP & CFO

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.

            Directors
Maria R. Morris
Theodore F. Craver, Jr.
Juan A. Pujadas