SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305 (B) (2)
IBJ SCHRODER BANK & TRUST COMPANY
(Exact name of trustee as specified in its charter)
New York 13-5375195
(State of incorporations (I.R.S. Employer
if not a national bank) Identification No.)
One State Street, New York, New York 10004
(Address of principal executive offices) (Zip code)
Terence Rawlins, Assistant Vice President
IBJ Schroder Bank & Trust Company
One State Street
New York, New York 10004
(212) 858-2000
(Name, Address and Telephone Number of Agent for Service)
CALENERGY COMPANY, INC.
(Exact name of obligor as specified in its charter)
Delaware 94-2213782
(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
302 South 36th Street, Suite 400
Omaha, Nebraska 92064
(Address of principal executive office) (Zip code)
SENIOR DEBT SECURITIES
(Title of Indenture Securities)
Item 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.
New York State Banking Department
Two Rector Street
New York, New York
Federal Deposit Insurance Corporation
Washington, D.C.
Federal Reserve Bank of New York Second District
33 Liberty Street
New York, New York
(b) Whether it is authorized to exercise corporate trust
powers.
Yes
Item 2. Affiliations with the Obligor.
If the obligor is an affiliate of the trustee,
describe each such affiliation.
The obligor is not an affiliate of the trustee.
Item 3. Voting securities of the trustee.
Furnish the following information as to each class
of voting securities of the trustee:
As of September 8, 1998
- ------------------------------------------------------------------------------
Col. A Col. B
Title of class Amount Outstanding
- ------------------------------------------------------------------------------
Not Applicable
Item 4. Trusteeships under other indentures.
If the trustee is a trustee under another indenture
under which any other securities, or certificates of
interest or participation in any other securities,
of the obligor are outstanding, furnish the
following information:
(a) Title of the securities outstanding under each such
other indenture
Not Applicable
(b) A brief statement of the facts relied upon as a
basis for the claim that no conflicting interest
within the meaning of Section 310 (b) (1) of the Act
arises as a result of the trusteeship under any such
other indenture, including a statement as to how the
indenture securities will rank as compared with the
securities issued under such other indenture.
Not Applicable
Item 5. Interlocking directorates and similar relationships with the obligor or
underwriters.
If the trustee or any of the directors or executive officers
of the trustee is a director, officer, partner, employee,
appointee, or representative of the obligor or of any
underwriter for the obligor, identify each such person having
any such connection and state the nature of each such
connection.
Not Applicable
Item 6. Voting securities of the trustee owned by the obligor or its officials.
Furnish the following information as to the voting securities
of the trustee owned beneficially by the obligor and each
director, partner, and executive officer of the obligor:
As of September 8, 1998
- -------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned beneficially Percent of voting
securities
represented by
amount given in
Col. C
- -------------------------------------------------------------------------------
Not Applicable
Item 7. Voting securities of the trustee owned by underwriters or their
officials.
Furnish the following information as to the voting securities
of the trustee owned beneficially by each underwriter for the
obligor and each director, partner and executive officer of
each such underwriter:
As of September 8, 1998
- ---------------------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting securities
beneficially represented by amount given in
Col. C
- ---------------------------------------------------------------------------------------------
Not Applicable
Item 8. Securities of the obligor owned or held by the trustee
Furnish the following information as to securities of the
obligor owned beneficially or held as collateral security for
obligations in default by the trustee:
As of September 8, 1998
- ----------------------------------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned beneficially Percent of voting securities
or held as collateral security represented by amount given in
for obligations in default Col. C
- ----------------------------------------------------------------------------------------------------------
Not Applicable
Item 9. Securities of underwriters owned or held by the trustee.
If the trustee owns beneficially or holds as collateral
security for obligations in default any securities of an
underwriter for the obligor, furnish the following
information as to each class of securities of such
underwriter any of which are so owned or held by the trustee:
As of September 8, 1998
- -----------------------------------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned beneficially Percent of voting securities
or held as collateral security represented by amount given in
for obligations in default Col. C
- -----------------------------------------------------------------------------------------------------------
Not Applicable
Item 10. Ownership or holdings by the trustee of voting securities of certain
affiliates or securityholders of the obligor.
If the trustee owns beneficially or holds as collateral
security for obligations in default voting securities of a
person who, to the knowledge of the trustee (1) owns 10
percent or more of the voting securities of the obligor or
(2) is an affiliate, other than a subsidiary, of the obligor,
furnish the following information as to the voting securities
of such person:
As of September 8, 1998
- ------------------------------------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned beneficially Percent of voting securities
or held as collateral security represented by amount given in
for obligations in default Col. C
- ------------------------------------------------------------------------------------------------------------
Not Applicable
Item 11. Ownership or holdings by the trustee of any securities of a person
owning 50 percent or more of the voting securities of the obligor.
If the trustee owns beneficially or holds as collateral
security for obligations in default any securities of a
person who, to the knowledge of the trustee, owns 50 percent
or more of the voting securities of the obligor, furnish the
following information as to each class of securities of such
any of which are so owned or held by the trustee:
As of September 8, 1998
- -----------------------------------------------------------
Col. A Col. B Col. C
Nature of Indebtedness Amount Outstanding Date Due
- -----------------------------------------------------------
Not Applicable
Item 12. Indebtedness of the Obligor to the Trustee.
Except as noted in the instructions, if the obligor is
indebted to the trustee, furnish the following information:
As of September 8, 1998
- ----------------------------------------------------------------------------------------------------------
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned beneficially Percent of voting securities
or held as collateral security represented by amount given in
for obligations in default Col. C
- ----------------------------------------------------------------------------------------------------------
Not Applicable
Item 13. Defaults by the Obligor.
(a) State whether there is or has been a default with
respect to the securities under this indenture.
Explain the nature of any such default.
Not Applicable
(b) If the trustee is a trustee under another indenture
under which any other securities, or certificates of
interest or participation in any other securities,
of the obligor are outstanding, or is trustee for
more than one outstanding series of securities under
the indenture, state whether there has been a
default under any such indenture or series, identify
the indenture or series affected, and explain the
nature of any such default.
Not Applicable
Item 14. Affiliations with the Underwriters
If any underwriter is an affiliate of the trustee, describe
each such affiliation.
Not Applicable
Item 15. Foreign Trustees.
Identify the order or rule pursuant to which the foreign
trustee is authorized to act as sole trustee under indentures
qualified or to be qualified under the Act.
Not Applicable
Item 16. List of Exhibits.
List below all exhibits filed as part of this statement of eligibility.
*1. A copy of the Charter of IBJ Schroder Bank & Trust
Company as amended to date. (See Exhibit 1A to Form
T-1, Securities and Exchange Commission File No.
22-18460).
*2. A copy of the Certificate of Authority of the
Trustee to Commence Business (Included in Exhibit I
above).
*3. A copy of the Authorization of the Trustee, as
amended to date (See Exhibit 4 to Form T-1,
Securities and Exchange Commission File No.
22-19146).
*4. A copy of the existing By-Laws of the Trustee, as
amended to date (See Exhibit 4 to Form T-1,
Securities and Exchange Commission File No.
22-19146).
5. A copy of each Indenture referred to in Item 4, if
the Obligor is in default. Not Applicable.
6. The consent of the United States institutional
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.
* The Exhibits thus designated are incorporated herein by reference as
exhibits hereto. Following the description of such Exhibits is a
reference to the copy of the Exhibit heretofore filed with the
Securities and Exchange Commission, to which there have been no
amendments or changes.
NOTE
In answering any item in this Statement of Eligibility which relates to matters
peculiarly within the knowledge of the obligor and its directors or officers,
the trustee has relied upon information furnished to it by the obligor.
Inasmuch as this Form T-1 is filed prior to the ascertainment by the trustee of
all facts on which to base responsive answers to Item 2, the answer to said
Item are based on incomplete information.
Item 2, may, however, be considered as correct unless amended by an amendment
to this Form T-1.
Pursuant to General Instruction B, the trustee has responded to Items 1, 2 and
16 of this form since to the best knowledge of the trustee as indicated in Item
13, the obligor is not in default under any indenture under which the applicant
is trustee.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended,
the trustee, IBJ Schroder Bank & Trust Company, a corporation organized and
existing under the laws of the State of New York, has duly caused this
statement of eligibility & qualification 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 the 8th day of September, 1998.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/Terence Rawlins
---------------------------
Terence Rawlins
Assistant Vice President
EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of
1939, as amended, in connection with the issue by Calenergy Company, Inc. of
it's Senior Debt Securities, we hereby consent 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 therefor.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/Terence Rawlins
---------------------------
Terence Rawlins
Assistant Vice President
Dated: As of September 8, 1998
EXHIBIT 7
CONSOLIDATED REPORT OF CONDITION OF
IBJ SCHRODER BANK & TRUST COMPANY
OF NEW YORK, NEW YORK
AND FOREIGN AND DOMESTIC SUBSIDIARIES
REPORT AS OF JUNE 30, 1998
DOLLAR AMOUNTS
IN THOUSANDS
ASSETS
1. Cash and balance due from depository institutions:
a. Non-interest-bearing balances and currency and coin .......................................................$ 36,963
b. Interest-bearing balances .................................................................................$ 13,296
2. Securities:
a. Held-to-maturity securities ..............................................................................$ 189,538
b. Available-for-sale securities ............................................................................$ 101,159
3. Federal funds sold and securities purchased under agreements to resell in
domestic offices of the bank and of its Edge and Agreement subsidiaries
and in IBFs:
Federal Funds sold and Securities purchased under agreements to resell $ 327,500
4. Loans and lease financing receivables:
a. Loans and leases, net of unearned income ..................................................$ 1,800,351
b. LESS: Allowance for loan and lease losses .................................................$ 65,836
c. LESS: Allocated transfer risk reserve ..................................................... -0-
d. Loans and leases, net of unearned income, allowance, and reserve ..........................$ 1,814,515
5. Trading assets held in trading accounts ......................................................................$ 572
6. Premises and fixed assets (including capitalized leases) .....................................................$ 2,194
7. Other real estate owned ......................................................................................$ 819
8. Investments in unconsolidated subsidiaries and associated companies ..........................................$ -0-
9. Customers' liability to this bank on acceptances outstanding .................................................$ 640
10. Intangible assets ............................................................................................$ 11,293
11. Other assets .................................................................................................$ 58,872
12. TOTAL ASSETS .................................................................................................$ 2,557,361
LIABILITIES
13. Deposits:
a. In domestic offices .......................................................................................$ 657,513
(1) Noninterest-bearing ...................................................................$ 178,024
(2) Interest-bearing ......................................................................$ 479,489
b. In foreign offices, Edge and Agreement subsidiaries, and IBFs .............................................$ 1,362,365
(1) Noninterest-bearing ...................................................................$ 20,278
(2) Interest-bearing ......................................................................$ 1,342,087
14. Federal funds purchased and securities sold under agreements to repurchase
in domestic offices of the bank and of its Edge and Agreement
subsidiaries, and in IBFs:
Federal Funds purchased and Securities sold under agreements to repurchase $ 60,000
15. a. Demand notes issued to the U.S. Treasury..................................................................$ 5,000
b. Trading Liabilities .......................................................................................$ 406
16. Other borrowed money:
a. With a remaining maturity of one year or less .............................................................$ 49,916
b. With a remaining maturity of more than one year ...........................................................$ 1,375
c. With a remaining maturity of more than three years ........................................................$ 1,550
17. Not applicable.
18. Bank's liability on acceptances executed and outstanding .....................................................$ 640
19. Subordinated notes and debentures ............................................................................$ 100,000
20. Other liabilities ............................................................................................$ 69,920
21. TOTAL LIABILITIES ............................................................................................$ 2,308,685
22. Limited-life preferred stock and related surplus .............................................................$ N/A
EQUITY CAPITAL
23. Perpetual preferred stock and related surplus ................................................................$ -0-
24. Common stock .................................................................................................$ 29,649
25. Surplus (exclude all surplus related to preferred stock) .....................................................$ 217,008
26. a. Undivided profits and capital reserves....................................................................$ 1,885
b. Net unrealized gains (losses) on available-for-sale securities ............................................$ 134
27. Cumulative foreign currency translation adjustments ..........................................................$ -0-
28. TOTAL EQUITY CAPITAL .........................................................................................$ 248,676
29. TOTAL LIABILITIES AND EQUITY CAPITAL .........................................................................$ 2,557,361