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 o
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) o
DEUTSCHE BANK TRUST COMPANY AMERICAS
(formerly BANKERS TRUST COMPANY)
(Exact name of trustee as specified in its charter)
NEW YORK |
| 13-4941247 |
(Jurisdiction of Incorporation or |
| (I.R.S. Employer |
organization if not a U.S. national bank) |
| Identification no.) |
|
|
|
60 WALL STREET |
|
|
NEW YORK, NEW YORK |
| 10005 |
(Address of principal |
| (Zip Code) |
executive offices) |
|
|
Deutsche Bank Trust Company Americas
Attention: Mirko Mieth
Legal Department
60 Wall Street, 36th Floor
New York, New York 10005
(212) 250 — 1663
(Name, address and telephone number of agent for service)
Global Partners LP
GLP Finance Corp.
(Exact name of obligor as specified in its charter)
Delaware |
| 74-3140887 |
Delaware |
| 20-8314983 |
(State or other jurisdiction of |
| (I.R.S. Employer |
incorporation or organization) |
| Identification No.) |
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|
|
P.O. Box 9161 |
|
|
800 South St. |
|
|
Waltham, Massachusetts |
| 02454-9161 |
(Address of principal executive offices) |
| (Zip code) |
7.000% Senior Notes due 2027
(Title of the Indenture securities)
GUARANTORS(1)
Exact Name of Registran Guarantor |
| State or Other Jurisdiction of |
| IRS Employer Identification |
Global Operating LLC |
| Delaware |
| 74-3140890 |
Global Companies LLC |
| Delaware |
| 04-3443029 |
Glen Hes Corp. |
| Delaware |
| 04-3540423 |
Global Montello Group Corp. |
| Delaware |
| 04-3443028 |
Chelsea Sandwich LLC |
| Delaware |
| 04-3443027 |
Global Energy Marketing LLC |
| Delaware |
| 36-4652597 |
Alliance Energy LLC |
| Massachusetts |
| 04-3082096 |
Bursaw Oil LLC |
| Massachusetts |
| 04-1137410 |
Global CNG LLC |
| Delaware |
| 46-2328218 |
Cascade Kelly Holdings LLC |
| Oregon |
| 27-1455470 |
Global Partners Energy Canada ULC |
| Alberta, Canada |
| N.A. |
Warren Equities, Inc. |
| Delaware |
| 05-0352363 |
Warex Terminals Corporation |
| New York |
| 14-1470268 |
Drake Petroleum Company, Inc. |
| Massachusetts |
| 04-2236089 |
Puritan Oil Company, Inc. |
| New Jersey |
| 21-0647639 |
Maryland Oil Company, Inc. |
| Delaware |
| 52-2173087 |
(1) The address for each Guarantor is P.O. Box 9161, 800 South Street, Waltham, Massachusetts 02454-9161, and the telephone number for each additional registrant is (781) 894-8800.
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 |
|
|
|
Federal Reserve Bank (2nd District) |
| New York, NY |
Federal Deposit Insurance Corporation |
| Washington, D.C. |
New York State Banking Department |
| Albany, NY |
(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
Item 3. -15. Not Applicable
Item 16. List of Exhibits.
Exhibit 1 - Restated Organization Certificate of Bankers Trust Company dated August 31, 1998; Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated September 25, 1998; Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated December 18, 1998;Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated September 3, 1999; and Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated March 14, 2002, incorporated herein by reference to Exhibit 1 filed with Form T-1 Statement, Registration No. 333-201810.
Exhibit 2 - Certificate of Authority to commence business, incorporated herein by reference to Exhibit 2 filed with Form T-1 Statement, Registration No. 333-201810.
Exhibit 3 - Authorization of the Trustee to exercise corporate trust powers, incorporated herein by reference to Exhibit 3 filed with Form T-1 Statement, Registration No. 333-201810.
Exhibit 4 - Existing By-Laws of Deutsche Bank Trust Company Americas, dated August 30, 2018, incorporated herein by reference to Exhibit 4 filed with Form T-1 Statement, Registration No. 333-224828.
Exhibit 5 - Not applicable.
Exhibit 6 - Consent of Bankers Trust Company required by Section 321(b) of the Act, incorporated herein by reference to Exhibit 6 filed with Form T-1 Statement, Registration No. 333-201810.
Exhibit 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.
Exhibit 8 - Not Applicable.
Exhibit 9 - Not Applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Deutsche Bank Trust Company Americas, a 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 The City of New York, and State of New York, on this 23rd day of December, 2019.
| DEUTSCHE BANK TRUST COMPANY AMERICAS | ||
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| By: | /s/ Luke Russell | |
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| Name: | Luke Russell |
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| Title: | Assistant Vice President |