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)           |__|

 

 

 

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
(Exact name of trustee as specified in its charter)

 

(Jurisdiction of incorporation
if not a U.S. national bank)		 95-3571558
(I.R.S. employer
identification no.)

400 South Hope Street

Suite 500

Los Angeles, California
(Address of principal executive offices)

 90071
(Zip code)

 

 

 

Two Harbors Investment Corp.
(Exact name of obligor as specified in its charter)

 

Maryland

(State or Other Jurisdiction of

Incorporation or Organization)

 27-0312904
(I.R.S. employer
identification no.)

 

601 Carlson Parkway, Suite 1400

Minnetonka, MN

(Address of principal executive offices)

55305
(Zip code)

 

 

 

Senior Debt Securities
(Title of the indenture securities)

 

 

 

 

 

 

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.

 

Name Address
Comptroller of the Currency United States Department of the Treasury Washington, DC 20219
Federal Reserve Bank of New York

101 Market Street

San Francisco, CA 94105

 

Federal Deposit Insurance Corporation

550 17th Street, N.W.

Washington, D.C. 20429

 

(b)Whether it is authorized to exercise corporate trust powers.

 

Yes.

 

2.Affiliations with Obligor.

 

If the obligor is an affiliate of the trustee, describe each such affiliation.

 

None.

 

16.List of Exhibits.

 

Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the "Act") and 17 C.F.R. 229.10(d).

 

1.A copy of the articles of association of The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152875).

 

2.A copy of certificate of authority of the trustee to commence business (Exhibit 2 to Form T-1 filed with Registration Statement No. 333-121948).

 

3.A copy of the authorization of the trustee to exercise corporate trust powers (Exhibit 3 to Form T-1 filed with Registration Statement No.

333-152875).

 

4.A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-229762).

 

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6.The consent of the Trustee required by Section 321(b) of the Act (Exhibit 6 to Form T-1 filed with Registration Statement No. 333-152875).

 

7.A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.

 

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SIGNATURE

 

Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon Trust Company, N.A., a 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 Houston, and State of Texas, on the 19th of February 2021.

 

  THE BANK OF NEW YORK MELLON
  TRUST COMPANY, N.A.
   
  By: /s/ Julie Hoffman-Ramos
    Name:  Julie Hoffman-Ramos
    Title: Vice President

 

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EXHIBIT 7

 

Consolidated Report of Condition of

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.

of 400 South Hope Street, Suite 500, Los Angeles, CA 90071

 

At the close of business December 31, 2020, published in accordance with Federal regulatory authority instructions.

 

   Dollar amounts 
ASSETS  in thousands 
Cash and balances due from     
depository institutions:     
Noninterest-bearing balances and currency and coin   1,685 
Interest-bearing balances   335,190 
Securities:     
Held-to-maturity securities   0 
Available-for-sale debt securities   77,127 
Equity securities with readily determinable fair values not held for trading   0 
Federal funds sold and securities     
purchased under agreements to resell:     
Federal funds sold in domestic offices   0 
Securities purchased under agreements to resell   0 
Loans and lease financing receivables:     
Loans and leases held for sale   0 
Loans and leases, held for investment   0 
LESS: Allowance for loan and lease losses   0 
Loans and leases held for investment, net of allowance   0 
Trading assets   0 
Premises and fixed assets (including capitalized leases)   22,577 
Other real estate owned   0 
Investments in unconsolidated subsidiaries and associated companies   0 
Direct and indirect investments in real estate ventures   0 
Intangible assets   856,313 
Other assets   104,906 
      
Total assets  $1,397,798 

 

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LIABILITIES    
Deposits:     
In domestic offices   1,612 
Noninterest-bearing   1,612 
Interest-bearing   0 
Not applicable     
Federal funds purchased and securities     
sold under agreements to repurchase:     
Federal funds purchased in domestic offices   0 
Securities sold under agreements to repurchase   0 
Trading liabilities   0 
Other borrowed money:     
(includes mortgage indebtedness and obligations under capitalized leases)   0 
Not applicable     
Not applicable     
Subordinated notes and debentures   0 
Other liabilities   270,910 
Total liabilities   272,522 
Not applicable     
      
EQUITY CAPITAL     
Perpetual preferred stock and related surplus   0 
Common stock   1,000 
Surplus (exclude all surplus related to preferred stock)   324,364 
Not available     
Retained earnings   798,671 
Accumulated other comprehensive income   1,241 
Other equity capital components   0 
Not available     
Total bank equity capital    1,125,276 
Noncontrolling (minority) interests in consolidated subsidiaries   0 
Total equity capital   1,125,276 
Total liabilities and equity capital   1,397,798 

 

I, Matthew J. McNulty, CFO of the above-named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and belief.

 

Matthew J. McNulty ) CFO

  

We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date 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.

 

Antonio I. Portuondo, President )  
Michael P. Scott, Managing Director ) Directors (Trustees)
Kevin P. Caffrey, Managing Director )  

 

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