EX-25 6 exhibit25formts-3capitalsh.htm EXHIBIT Exhibit 25 Form T S-3 Capital Shelf 2.10.2014


 
Exhibit 25

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
S 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)
 
Katherine Esber
U.S. Bank National Association
214 N. Tryon Street, 27th Floor
Charlotte, NC 28202
(704) 335-4655
(Name, address and telephone number of agent for service)

Highwoods Realty Limited Partnership
(Issuer with respect to the Securities)
______________________________________
 
North Carolina
56-1869557
(State or other jurisdiction of incorporation or organization)
(IRS employer identification number)

3100 Smoketree Court, Suite 600
Raleigh, North Carolina
27604
(Address of principal executive offices)
(Zip code)

Debt Securities
(Title of the Indenture Securities)

Highwoods Realty Limited Partnership 3.625% Note due 2023
Highwoods Realty Limited Partnership 5.85% Note Due March 15, 2017
$200,000,000 Highwoods/Forsyth Limited Partnership 7.50% Note due April 15, 2018
 






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.
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 September 30, 2012 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 S-4, Registration Number 333-166527 filed on May 5, 2010.



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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 Charlotte, State of North Carolina on the 5th day of February, 2014.

By: 
 
/s/ Katherine Esber
 
Katherine Esber
 
Vice President



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Exhibit 2


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Exhibit 3


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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: February 5, 2014

By: 
 
/s/ Katherine Esber
 
Katherine Esber
 
Vice President




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Exhibit 7

U.S. Bank National Association
Statement of Financial Condition
As of 9/30/2013

($000’s)

 
 
9/30/2014
Assets
 
 
Cash and Balances Due From Depository Institutions
 
$
11,611,724

Securities
 
75,731,096

Federal Funds
 
109,251

Loans & Lease Financing Receivables
 
229,278,111

Fixed Assets
 
4,752,165

Intangible Assets
 
13,284,803

Other Assets
 
21,823,306

 
 
 
Total Assets
 
$
356,590,456

 
 
 
Liabilities
 
 
Deposits
 
269,648,386

Fed Funds
 
2,649,382

Treasury Demand Notes
 

Trading Liabilities
 
377,760

Other Borrowed Money
 
27,410,355

Acceptances
 

Subordinated Notes and Debentures
 
4,836,320

Other Liabilities
 
11,663,931

Total Liabilities
 
$
316,586,134

 
 
 
Equity
 
 
Common and Preferred Stock
 
18,200

Surplus
 
14,231,285

Undivided Profits
 
24,168,331

Minority Interest in Subsidiaries
 
1,586,506

Total Equity Capital
 
$
40,004,322

 
 
 
Total Liabilities and Equity Capital of Financial Condition
 
$
356,590,456




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