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) o
COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
National Banking Association |
| 04-3401714 |
|
|
|
250 Royall Street, Canton, MA |
| 02021 |
GENER8 MARITIME, INC.
(Exact name of obligor as specified in its charter)
Republic of the Marshall Islands |
| 66-0716485 |
|
|
|
299 Park Avenue |
| 10171 |
TABLE OF ADDITIONAL REGISTRANTS
Exact name of Additional Registrant as |
| State or Other |
| I.R.S. Employer |
Companion Ltd. |
| Bermuda |
| 98-0471656 |
Compatriot Ltd. |
| Bermuda |
| 98-0471657 |
Consul Ltd. |
| Bermuda |
| 98-0471659 |
Contest Ltd. |
| Bermuda |
| 98-0481426 |
Gener8 Andriotis LLC |
| Marshall Islands |
| 66-0846069 |
Gener8 Apollo LLC |
| Marshall Islands |
| 66-0845397 |
Gener8 Ares LLC |
| Marshall Islands |
| 66-0845392 |
Gener8 Athena LLC |
| Marshall Islands |
| 66-0845391 |
Gener8 Chiotis LLC |
| Marshall Islands |
| 66-0845983 |
Gener8 Constantine LLC |
| Marshall Islands |
| 66-0845394 |
Gener8 Ethos LLC |
| Marshall Islands |
| 66-0845428 |
Gener8 Hector LLC |
| Marshall Islands |
| 66-0845427 |
Gener8 Hera LLC |
| Marshall Islands |
| 66-0845395 |
Gener8 Macedon LLC |
| Marshall Islands |
| 66-0845430 |
Gener8 Maritime Management LLC |
| Marshall Islands |
| 98-0385293 |
Gener8 Maritime Subsidiary II Inc. |
| Marshall Islands |
| 98-0666034 |
Gener8 Maritime Subsidiary Inc. |
| Marshall Islands |
| 66-0840043 |
Gener8 Maritime Subsidiary NEW IV Inc. |
| Marshall Islands |
| 66-0845389 |
Gener8 Maritime Subsidiary V Inc. |
| Marshall Islands |
| 66-0818331 |
Gener8 Maritime Subsidiary VI Inc. |
| Marshall Islands |
| 66-0762158 |
Gener8 Maritime Subsidiary VII Inc. |
| Marshall Islands |
| 66-0845347 |
Gener8 Maritime Subsidiary VIII Inc. |
| Marshall Islands |
| 66-0845275 |
Gener8 Miltiades LLC |
| Marshall Islands |
| 66-0845905 |
Gener8 Nautilus LLC |
| Marshall Islands |
| 66-0845432 |
Gener8 Neptune LLC |
| Marshall Islands |
| 66-0845396 |
Gener8 Nestor LLC |
| Marshall Islands |
| 66-0845426 |
Gener8 Noble LLC |
| Marshall Islands |
| 66-0845429 |
Gener8 Oceanus LLC |
| Marshall Islands |
| 66-0845431 |
Gener8 Perseus LLC |
| Marshall Islands |
| 66-0845499 |
Gener8 Strength LLC |
| Marshall Islands |
| 66-0845879 |
Gener8 Success LLC |
| Marshall Islands |
| 47-4978120 |
Gener8 Supreme LLC |
| Marshall Islands |
| 66-0845729 |
Gener8 Theseus LLC |
| Marshall Islands |
| 66-0845497 |
GMR Agamemnon LLC |
| Liberia |
| 98-0395170 |
GMR Argus LLC |
| Marshall Islands |
| 98-0395206 |
GMR Atlas LLC |
| Marshall Islands |
| 98-0666042 |
GMR Daphne LLC |
| Marshall Islands |
| 98-0588044 |
GMR Defiance LLC |
| Liberia |
| 98-0425179 |
GMR Elektra LLC |
| Marshall Islands |
| 98-0588046 |
GMR George T LLC |
| Marshall Islands |
| 98-0550184 |
GMR Harriet G LLC |
| Liberia |
| 98-0486381 |
GMR Hercules LLC |
| Marshall Islands |
| 98-0666039 |
GMR Horn LLC |
| Marshall Islands |
| 98-0395220 |
GMR Kara G LLC |
| Liberia |
| 98-0513241 |
GMR Maniate LLC |
| Marshall Islands |
| 98-0666040 |
GMR Orion LLC |
| Marshall Islands |
| 98-0395227 |
GMR Phoenix LLC |
| Marshall Islands |
| 98-0395229 |
GMR Poseidon LLC |
| Marshall Islands |
| 98-0666041 |
GMR Spartiate LLC |
| Marshall Islands |
| 98-0666037 |
GMR Spyridon LLC |
| Marshall Islands |
| 98-0395238 |
GMR St. Nikolas LLC |
| Marshall Islands |
| 98-0555133 |
GMR Strength LLC |
| Liberia |
| 98-0425181 |
GMR Ulysses LLC |
| Marshall Islands |
| 98-0666035 |
GMR Zeus LLC |
| Marshall Islands |
| 98-0666038 |
Unique Tankers LLC |
| Marshall Islands |
| 66-0795540 |
Victory Ltd. |
| Bermuda |
| 98-0471655 |
Vision Ltd. |
| Bermuda |
| 98-0471654 |
299 Park Avenue |
| 10171 |
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
340 Madison Avenue, 4th Floor
New York, NY 10017-2613
(b) Whether it is authorized to exercise corporate trust powers.
The trustee is authorized to exercise corporate trust powers.
Item 2. Affiliations with the obligor. If the obligor is an affiliate of the trustee, describe such affiliation.
None.
Item 16. List of exhibits. List below all exhibits filed as a part of this statement of eligibility.
1. A copy of the articles of association of the trustee. (See Exhibit 1 to Form T-1 filed with Registration Statement No. 333-179383)
2. A copy of the certificate of authority of the trustee to commence business. (See Exhibit 2 to Form T-1 filed with Registration Statement No. 333-179383)
3. See exhibits 1 and 2.
4. A copy of the existing bylaws of the trustee, as now in effect. (See Exhibit 4 to Form T-1 filed with Registration Statement No. 333-179383)
6. The consent of the Trustee required by Section 321(b) of the Act.
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.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the trustee, Computershare Trust Company, National Association, a national banking association, organized and existing under the laws of the United States, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the Hamlet of Hauppauge, and State of New York, on the 23rd day of December 2016.
| COMPUTERSHARE TRUST COMPANY, | |
|
| |
|
|
|
| By: | /s/ Michael A. Smith |
|
| Michael A. Smith |
EXHIBIT 6
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321 (b) of the Trust Indenture Act of 1939, and in connection with the proposed issue of GENER8 MARITIME, INC.’s debt securities, Computershare Trust Company, N.A. hereby consents that reports of examinations by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon request therefore.
| COMPUTERSHARE TRUST COMPANY, | |
|
| |
|
| |
| By: | /s/ Michael A. Smith |
|
| Michael A. Smith |
Hauppauge, New York
December 23, 2016
EXHIBIT 7
Consolidated Report of Condition of
COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION
250 Royall Street, Canton, MA 02021
at the close of business June 30, 2016.
|
| Dollar Amounts In Thousands |
|
ASSETS |
|
|
|
Cash and balances due from depository institutions: |
|
|
|
Noninterest-bearing balances and currency and coin |
| -0- |
|
Interest-bearing balances |
| -0- |
|
Securities: |
|
|
|
Held-to-maturity securities |
| -0- |
|
Available-for-sale securities |
| 18,660 |
|
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, net of unearned income |
| -0- |
|
LESS: Allowance for loan and lease losses |
| -0- |
|
Loans and leases, net of unearned income and allowance |
| -0- |
|
Trading assets |
| -0- |
|
Premises and fixed assets (including capitalized leases) |
| -0- |
|
Other real estate owned |
| -0- |
|
Investments in unconsolidated subsidiaries and associated companies |
| -0- |
|
Direct and indirect investments in real estate ventures |
| -0- |
|
Intangible assets: |
|
|
|
Goodwill |
| 7,756 |
|
Other intangible assets |
| -0- |
|
Other assets |
| 734 |
|
Total assets |
| 27,150 |
|
LIABILITIES |
|
|
|
Deposits: |
|
|
|
In domestic offices |
| -0- |
|
Noninterest-bearing |
| -0- |
|
Interest-bearing |
| -0- |
|
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 |
| 2,482 |
|
Total liabilities |
| 2,482 |
|
EQUITY CAPITAL |
|
|
|
Perpetual preferred stock and related surplus |
| 0 |
|
Common stock |
| 500 |
|
Surplus (exclude all surplus related to preferred stock) |
| 18,894 |
|
Retained earnings |
| 5,274 |
|
Accumulated other comprehensive income |
| -0- |
|
Other equity capital components |
| -0- |
|
Total bank equity capital |
| 24,668 |
|
Noncontrolling (minority) interests in consolidated subsidiaries |
| -0- |
|
Total equity capital |
| 24,668 |
|
Total liabilities and equity capital |
| 27,150 |
|
I, Robert G. Marshall, Assistant Controller of the above named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.
Robert G. Marshall
Assistant Controller