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)
THE BANK OF NEW YORK MELLON
(Exact name of trustee as specified in its charter)
New York | 13-5160382 | |
(Jurisdiction of incorporation if not a U.S. national bank) | (I.R.S. employer identification no.) |
One Wall Street, New York, N.Y. | 10286 | |
(Address of principal executive offices) | (Zip code) |
Etablissements Delhaize Frères et Cie “Le Lion” (Groupe Delhaize)
(Exact name of obligor as specified in its charter)**
Delhaize Brothers and Co. “The Lion” (Delhaize Group)
(Translation of obligor’s name into English)
** The obligor’s charter (articles of association) specifies the obligor’s name in French, Dutch and English.
Belgium | Square Marie Curie 40 1070 Brussels Belgium | 98-0226019 | ||
(State or other jurisdiction of incorporation or organization) | (Address, including zip code, of obligor’s principal executive offices) | (I.R.S. Employer Identification No.) |
See Table of Additional Obligors Below
[—]% Senior Notes due 20[—]
(Title of the indenture securities)
TABLE OF ADDITIONAL OBLIGORS
Name | State or Other Jurisdiction of Incorporation | I.R.S. Employer Identification No. | ||
Delhaize America, Inc. (1) | North Carolina | 56-0660192 | ||
Food Lion, LLC (1) | North Carolina | 56-2173154 | ||
Hannaford Bros. Co. (2) | Maine | 01-0085930 | ||
Kash n’ Karry Food Stores, Inc. (3) | Delaware | 95-4161591 | ||
FL Food Lion, Inc. (1) | Florida | 56-2051565 | ||
Risk Management Services, Inc. (1) | North Carolina | 55-0660192 | ||
Hannbro Company (4) | Maine | 01-0531895 | ||
Martin’s Foods of South Burlington, Inc. (4) | Vermont | 03-0222879 | ||
Shop ‘n Save-Mass., Inc. (4) | Massachusetts | 04-3022931 | ||
Hannaford Procurement Corp. (4) | Maine | 01-0512080 | ||
Boney Wilson & Sons, Inc. (4) | North Carolina | 56-0709778 | ||
J.H. Harvey Co., LLC (1) | Georgia | 05-0582869 | ||
Hannaford Licensing Corp. (4) | Maine | 01-0512079 | ||
Victory Distributors, Inc. (4) | Massachusetts | 04-2440100 |
(1) | The address of the principal executive offices of these obligors is P.O. Box 1330, 2110 Executive Drive, Salisbury, North Carolina 28145-1330. |
(2) | The address of the principal executive offices of this obligor is 145 Pleasant Hill Road, Scarborough, Maine 04074. |
(3) | The address of the principal executive offices of this obligor is 3801 Sugar Palm Drive, Tampa Florida 33619. |
(4) | The address of the principal executive offices of these obligors is 145 Pleasant Hill Road, Scarborough, Maine 04074. |
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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. |
Name | Address | |
Superintendent of Banks of the State of New York | One State Street, New York, N.Y. 10004-1417 | |
Federal Reserve Bank of New York | 33 Liberty Street, New York, N.Y. 10045 | |
Federal Deposit Insurance Corporation | 550 17th Street, N.W., Washington, D.C. 20429 | |
The New York Clearing House Association L.L.C. | 100 Broad Street, New York, N.Y. 10004 |
(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. | Not Applicable. |
Item 16. | List of Exhibits. |
Exhibits identified in parentheses below are on file with the Securities and Exchange Commission and are incorporated herein by reference as exhibits 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 Organization Certificate of The Bank of New York Mellon (formerly The Bank of New York (formerly Irving Trust Company)) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637, Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195 and Exhibit 1 to Form T-1 filed as Exhibit 25.1 to Current Report on Form 8-K of Nevada Power Company filed on July 28, 2008 (File No. 000-52378).) |
4. | A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-155238.) |
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. 333-152856.) |
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, a banking corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in London, England, on the 27th day of January, 2009.
THE BANK OF NEW YORK MELLON, as Trustee | ||
By: | /s/ Mark Jeanes | |
Name: | Mark Jeanes | |
Title: | Assistant Vice President |
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Exhibit 7
Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON
filed with Federal Financial Institutions Examination Council, Office of the Comptroller of the Currency, the Board
of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation for the quarter ended
September 30, 2008
Dollar amounts in thousands | ||
Cash and balances due from depository institutions | ||
Noninterest-bearing balances and currency and coin | 44,129,000 | |
Interest-bearing balances | 48,207,000 | |
Securities | ||
Held-to-maturity securities | 7,661,000 | |
Available-for-sale securities | 39,616,000 | |
Federal funds sold and securities purchased under agreements to resell | ||
Federal funds sold in domestic offices | 877,000 | |
Securities purchased under agreements to resell | 4,598,000 | |
Loans and lease financing receivables | ||
Loans and leases held for sale | 0 | |
Loans and leases, net of unearned income | 46,218,000 | |
Allowance for loan and lease losses | 324,000 | |
Loans and leases, net of unearned income and allowance | 45,894,000 | |
Trading assets | 6,900,000 | |
Premises and fixed assets (including capitalized leases) | 1,087,000 | |
Other real estate owned | 7,000 | |
Investments in unconsolidated subsidiaries and associated companies | 858,000 | |
Intangible assets | ||
Goodwill | 5,026,000 | |
Other intangible assets | 1,619,000 | |
Other assets | 12,220,000 | |
Total assets | 218,699,000 | |
Deposits | ||
In domestic offices | 103,521,000 | |
Noninterest-bearing | 80,077,000 | |
Interest-bearing | 23,444,000 | |
In foreign offices, Edge and Agreement subsidiaries, and IBFs | 67,951,000 | |
Noninterest-bearing | 2,259,000 | |
Interest-bearing | 65,692,000 | |
Federal funds purchased and securities sold under agreements to repurchase | ||
Federal funds purchased in domestic offices | 4,367,000 | |
Securities sold under agreements to repurchase | 76,000 | |
Trading liabilities | 5,676,000 |
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Dollar amounts in thousands | |||
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) | 12,514,000 | ||
Subordinated notes and debentures | 3,490,000 | ||
Other liabilities | 8,209,000 | ||
Total liabilities | 205,804,000 | ||
Minority interest in consolidated subsidiaries | 473,000 | ||
Perpetual preferred stock and related surplus | 0 | ||
Common stock | 1,135,000 | ||
Surplus (exclude all surplus related to preferred stock) | 7,483,000 | ||
Not available | |||
Retained earnings | 6,564,000 | ||
Accumulated other comprehensive income | (2,760,000 | ) | |
Other equity capital components | 0 | ||
Total equity capital | 12,422,000 | ||
Total liabilities, minority interest, and equity capital | 218,699,000 |
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