EX-25.1 5 nt10013954x1_ex25-1.htm EXHIBIT 25.1

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 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)

 

Michael K. Herberger

U.S. Bank National Association

13737 Noel Road

Suite 800

Dallas, TX 75240

(972) 581-1612

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

 

TechnipFMC plc

(Exact name of obligor as specified in its charter)

England and Wales 98-1283037
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

 

One St. Paul’s Churchyard

London, United Kingdom

EC4M 8AP
(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 3-15 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, 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 March 31, 2020 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 Form 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.

 

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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 Dallas, State of Texas on the 3rd day of August, 2020.

 

  By: /s/ Michael K. Herberger  
    Michael K. Herberger  
    Vice President  

 

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Exhibit 2

 

 

CERTIFICATE OF CORPORATE EXISTENCE

 

I, Joseph Otting, Comptroller of the Currency, do hereby certify that:

 

1.   The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

 

2.   “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking on the date of this certificate.

 

 

 

 

 

IN TESTIMONY WHEREOF, today,

 

February 24, 2020, I have hereunto

 

subscribed my name and caused my seal

 

of office to be affixed to these presents at

 

the U.S. Department of the Treasury, in

 

the City of Washington, District of

 

Columbia

 

 
  Comptroller of the Currency

 

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Exhibit 3

 

 

 

CERTIFICATE OF FIDUCIARY POWERS

 

I, Joseph Otting, Comptroller of the Currency, do hereby certify that:

 

1.   The Office of the Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

 

2.   “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28, 1962, 76 Stat. 668, 12 USC 92a, and that the authority so granted remains in full force and effect on the date of the certificate.

 

 

 

 

 

IN TESTIMONY WHEREOF, today,

December 10, 2019, I have hereunto

subscribed my name and caused my seal of


office to be affixed to these presents at

 

the U.S. Department of the Treasury, in the City


of Washington, District of Columbia.

 

 
  Comptroller of the Currency

 

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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: August 3, 2020

 

  By: /s/ Michael K. Herberger  
    Michael K. Herberger  
    Vice President  

 

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Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

As of 3/31/2020


($000’s)

 

    3/31/2020  
Assets      
Cash and Balances Due From Depository Institutions
   $ 46,699,020  
Securities     122,149,987  
Federal Funds     2,807  
Loans & Lease Financing Receivables     316,711,655  
Fixed Assets     9,075,777  
Intangible Assets     12,477,802  
Other Assets     26,012,043  
Total Assets   $ 533,129,091  
         
Liabilities        
Deposits   $ 405,823,094  
Fed Funds     1,428,527  
Treasury Demand Notes     0  
Trading Liabilities     1,392,214  
Other Borrowed Money     55,078,404  
Acceptances     0  
Subordinated Notes and Debentures     3,850,000  
Other Liabilities     14,338,298  
Total Liabilities   $ 481,910,537  
         
Equity        
Common and Preferred Stock     18,200  
Surplus     14,266,915  
Undivided Profits     36,132,907  
Minority Interest in Subsidiaries     800,532  
Total Equity Capital   $ 51,218,554  
         
Total Liabilities and Equity Capital   $ 533,129,091  

 

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