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As Of Filer Filing For·On·As Docs:Size Issuer Agent 12/19/03 National Beef Packing Co LLC S-4 37:8.3M RR Donnelley/FA NB Finance Corp |
Document/Exhibit Description Pages Size
1: S-4 Registration of Securities Issued in a HTML 1.48M
Business-Combination Transaction
2: EX-3.1 Limited Liability Company Agreement Dated August HTML 365K
6, 2003
3: EX-3.2 Certificate of Incorporation of Nb Finance Corp. HTML 18K
4: EX-3.3 Nb Finance Corp. Bylaws HTML 90K
5: EX-4.1 Indenture Dated August 6, 2003 HTML 599K
6: EX-4.3 Registration Rights Agreement Dated August 6, 2003 HTML 136K
7: EX-4.4 Letter of Transmittal HTML 104K
8: EX-4.5 Notice of Guaranteed Delivery HTML 25K
9: EX-5.1 Opinion of Ropes & Gray LLP HTML 20K
10: EX-10.1 Purchase Agreement Dated July 31, 2003 HTML 261K
19: EX-10.10 Amended and Restated Lease Agreement Dated January HTML 197K
1, 1999
20: EX-10.11 Indenture of Trust Dated January 1, 1999 HTML 371K
21: EX-10.12 Lease Agreement Dated March 1, 2000 HTML 207K
22: EX-10.13 Indenture of Trust Dated March 1, 2000 HTML 370K
23: EX-10.14 Lease Agreement Dated March 1, 2000 HTML 192K
24: EX-10.15 Indenture of Trust Dated March 1, 2000 HTML 372K
25: EX-10.16 Aircraft Lease Dated March 2, 2001 HTML 93K
26: EX-10.17 Aircraft Lease Dated December 15, 1998 HTML 66K
27: EX-10.18 Lease Amendment #1 Dated January 4, 1999 HTML 20K
28: EX-10.19 Agreement Between National Beef and United Food HTML 276K
Dated December 20, 1999
11: EX-10.2 John R. Miller Employment Agreement HTML 73K
29: EX-10.20 Lease Agreement Dated January 16, 2002 HTML 276K
30: EX-10.21 Walmart Agreement Letter HTML 118K
31: EX-10.22 Aircraft Lease Dated October 15, 2003 HTML 78K
32: EX-10.23 Management Incentive Program Dated August 6, 2003 HTML 34K
33: EX-10.24 Managment Long Term Incentive Program Dated HTML 38K
September 1, 1996
12: EX-10.3 Deferred Equity Incentive Compensation Agreement HTML 34K
for John Miller
13: EX-10.4 Timothy M. Klein Employment Agreement HTML 67K
14: EX-10.5 Deferred Equity Incentive Compensation Agreement HTML 37K
for Timothy Klein
15: EX-10.6 Farmland National Beef Packing Company L.P. 3rd HTML 716K
Amended and Restated Credit Agmt
16: EX-10.7 Cattle Purchase and Sale Agreement HTML 36K
17: EX-10.8 Lease Agreement Dated February 1, 1989 HTML 173K
18: EX-10.9 Indenture of Trust HTML 382K
34: EX-12.1 Statement Regarding Computation of Ratios HTML 38K
35: EX-21.1 Subsidiaries of National Beef Packing Company, LLC HTML 15K
36: EX-23.1 Consent of Kpmg LLP HTML 13K
37: EX-25.1 Form T-1 HTML 43K
| Form T-1 |
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)
U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
31-0841368
I.R.S. Employer Identification No.
| 800 Nicollet Mall Minneapolis, Minnesota |
55402 | |
| (Address of Principal Executive Offices) | (Zip Code) |
U.S. Bank National Association
225 Asylum Street, 23rd Floor
(860) 241-6817
(Name, address and telephone number of agent for service)
National Beef Packing Company, LLC
NB Finance Corp.
(Issuer with respect to the Securities)
| Delaware Delaware |
48-1129505 03-0524602 | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 12200 North Ambassador Drive Kansas City, MO |
64163 | |
| Address of Principal Executive Offices) | (Zip Code) |
10½% Series B Senior Notes due 2011
| 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 Washington, D.C.
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. |
Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee. | |
| Item 16. |
LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.
| |
| 1. A copy of the Articles of Association of the Trustee.*
2. A copy of the certificate of authority of the Trustee to commence business.*
3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*
4. A copy of the existing bylaws of the Trustee.*
5. A copy of each Indenture referred to in Item 4. Not applicable.
6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
7. Report of Condition of the Trustee as of September 30, 2003, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7. | ||
| * | Incorporated by reference to Registration Number 333-67188. |
NOTE
The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligors. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Hartford, Connecticut on the 11th day of December, 2003.
| U.S. BANK NATIONAL ASSOCIATION | ||||||
| By: | | |||||
| Vice President | ||||||
| By: |
/s/ Susan C. Merker | |
| Susan C. Merker Vice President | ||
Exhibit 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.
Dated: December 11, 2003
| U.S. BANK NATIONAL ASSOCIATION | ||||||
| By: | | |||||
| Vice President | ||||||
| By: |
/s/ Susan C. Merker | |
| Susan C. Merker Vice President | ||
Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 9/30/2003
($000’s)
| 9/30/2003 | |||
| Assets |
|||
| Cash and Due From Depository Institutions |
$ | 9,363,408 | |
| Federal Reserve Stock |
0 | ||
| Securities |
34,719,100 | ||
| Federal Funds |
2,322,794 | ||
| Loans & Lease Financing Receivables |
118,943,010 | ||
| Fixed Assets |
1,915,381 | ||
| Intangible Assets |
9,648,952 | ||
| Other Assets |
9,551,844 | ||
| Total Assets |
$ | 186,464,489 | |
| Liabilities |
|||
| Deposits |
$ | 122,910,311 | |
| Fed Funds |
6,285,092 | ||
| Treasury Demand Notes |
3,226,368 | ||
| Trading Liabilities |
246,528 | ||
| Other Borrowed Money |
21,879,472 | ||
| Acceptances |
145,666 | ||
| Subordinated Notes and Debentures |
6,148,678 | ||
| Other Liabilities |
5,383,119 | ||
| Total Liabilities |
$ | 166,225,234 | |
| Equity |
|||
| Minority Interest in Subsidiaries |
$ | 1,003,166 | |
| Common and Preferred Stock |
18,200 | ||
| Surplus |
11,676,398 | ||
| Undivided Profits |
7,541,491 | ||
| Total Equity Capital |
$ | 20,239,255 | |
| Total Liabilities and Equity Capital |
$ | 186,464,489 | |
To the best of the undersigned’s determination, as of the date hereof, the above financial information is true and correct.
U.S. Bank National Association
| By: | /s/ Frank P. Leslie III |
Vice President
Date: December 8, 2003
| This ‘S-4’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 12/19/03 | None on these Dates | ||
| 12/11/03 | ||||
| 12/8/03 | ||||
| 9/30/03 | ||||
| List all Filings | ||||