SEC Info - TD Synnex Corp. - ‘S-4’ on 6/1/22

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)

CITIBANK, N.A.

(Exact name of Trustee as specified in its charter)


A National Banking Association		13-5266470
(Jurisdiction of incorporation or organization if not a U.S. national bank)		(I.R.S. Employer Identification No. )

399 Park Avenue, New York, New York		10043
(Address of principal executive office)		(Zip Code)

Citibank, N.A.

388 Greenwich Street, 4th floor

New York, N.Y. 10013

(212) 816-5576

(Name, address, and telephone number of agent for service)

TD Synnex Corporation

(Exact name of obligor as specified in its charter)


Delaware		94-2703333
(State or other jurisdiction of incorporation or organization)		(I.R.S. employer identification no.)

442 Nobel Drive		94538
Fremont, California (Address of principal executive offices)		(Zip Code)

Debt Securities

(Title of 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.


Name		Address
Comptroller of the Currency		Washington, D.C.
Federal Reserve Bank of New York		33 Liberty Street, New York, NY
Federal Deposit Insurance Corporation		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.

Not Applicable.

Item 16.

List of Exhibits.

List below all exhibits filed as a part of this Statement of Eligibility.

Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as exhibits hereto.

Exhibit 1—Copy of Articles of Association of the Trustee, as now in effect. (Exhibit 1 to T-1 filed as exhibit to the Filing 305B2 dated October 5, 2012 under File No. 333-183223).

Exhibit 2—Copy of certificate of authority of the Trustee to commence business. (Exhibit 2 to T-1 filed May 5, 2014 under File No. 333-195697).

Exhibit 3—Copy of authorization of the Trustee to exercise corporate trust powers. (Exhibit 3 to T-1 filed May 5, 2014 under File No. 333-195697).

Exhibit 4—Copy of existing By-Laws of the Trustee. (Exhibit 4 to T-1 filed as exhibit to the Filing 305B2 dated October 5, 2012 under File No. 333-183223).

Exhibit 5—Not applicable.

Exhibit 6—The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939. (Exhibit 6 to T-1 filed May 5, 2014 under File No. 333-195697).

Exhibit 7—Copy of the latest Report of Condition of Citibank, N.A. (as of December 31, 2021- attached)

Exhibit 8—Not applicable.

Exhibit 9—Not applicable.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, Citibank, N.A., a national banking association organized and existing under the laws of the United States of America, 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 the 25th day of May, 2022.


CITIBANK, N.A.

By		/s/ *Miriam Molina*
		Miriam Molina
		Senior Trust Officer


CONSOLIDATED BALANCE SHEET		Citigroup Inc. and Subsidiaries


	December 31,
In millions of dollars	2021			2020
Assets
Cash and due from banks (including segregated cash and other deposits)	$	27,515		$	26,349
Deposits with banks, net of allowance		234,518			283,266
Securities borrowed and purchased under agreements to resell (including $216,466 and $185,204 as of December 31, 2021 and 2020, respectively, at fair value), net of allowance		327,288			294,712
Brokerage receivables, net of allowance		54,340			44,806
Trading account assets (including $133,828 and $168,967 pledged to creditors at December 31, 2021 and 2020, respectively)		331,945			375,079
Investments:
Available-for-sale debt securities (including $9,226 and $5,921 pledged to creditors as of December 31, 2021 and 2020, respectively), net of allowance		288,522			335,084
Held-to-maturity debt securities (including $1,460 and $547 pledged to creditors as of December 31, 2021 and 2020, respectively), net of allowance		216,963			104,943
Equity securities (including $1,032 and $1,066 as of December 31, 2021 and 2020, respectively, at fair value)		7,337			7,332

Total investments	$	512,822		$	447,359
Loans:
Consumer (including $12 and $14 as of December 31, 2021 and 2020, respectively, at fair value)		271,236			288,839
Corporate (including 6,070 and 6,840 as of December 31, 2021 and 2020, respectively, at fair value)		396,531			387,044

Loans, net of unearned income	$	667,767		$	675,883
Allowance for credit losses on loans (ACLL)		(16,455	)		(24,956	)

Total loans, net	$	651,312		$	650,927
Goodwill		21,299			22,162
Intangible assets (including MSRs of $404 and $336 as of December 31, 2021 and 2020, respectively, at fair value)		4,495			4,747
Other assets (including $12,342 and $14,613 as of December 31, 2021 and 2020, respectively, at fair value), net of allowance		125,879			110,683

Total assets	$	2,291,413		$	2,260,090

The following table presents certain assets of consolidated variable interest entities (VIEs), which are included on the Consolidated Balance Sheet above. The assets in the table below include those assets that can only be used to settle obligations of consolidated VIEs, presented on the following page, and are in excess of those obligations. In addition, the assets in the table below include third-party assets of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation.


	December 31,
In millions of dollars	2021			2020
Assets of consolidated VIEs to be used to settle obligations of consolidated VIEs
Cash and due from banks	$	260		$	281
Trading account assets		10,038			8,104
Investments		844			837
Loans, net of unearned income
Consumer		34,677			37,561
Corporate		14,312			17,027

Loans, net of unearned income	$	48,989		$	54,588
Allowance for credit losses on loans (ACLL)		(2,668	)		(3,794	)

Total loans, net	$	46,321		$	50,794
Other assets		1,174			43

Total assets of consolidated VIEs to be used to settle obligations of consolidated VIEs	$	58,637		$	60,059

Statement continues on the next page.

CONSOLIDATED BALANCE SHEET

(Continued)

Citigroup Inc. and Subsidiaries


	December 31,
In millions of dollars, except shares and per share amounts	2021			2020
Liabilities
Non-interest-bearing deposits in U.S. offices	$	158,552		$	126,942
Interest-bearing deposits in U.S. offices (including $879 and $879 as of December 31, 2021 and 2020, respectively, at fair value)		543,283			503,213
Non-interest-bearing deposits in offices outside the U.S.		97,270			100,543
Interest-bearing deposits in offices outside the U.S. (including $787 and $1,079 as of December 31, 2021 and 2020, respectively, at fair value)		518,125			549,973

Total deposits	$	1,317,230		$	1,280,671
Securities loaned and sold under agreements to repurchase (including $56,694 and $60,206 as of December 31, 2021 and 2020, respectively, at fair value)		191,285			199,525
Brokerage payables (including $3,575 and $6,835 as of December 31, 2021 and 2020, respectively, at fair value), including allowance		61,430			50,484
Trading account liabilities		161,529			168,027
Short-term borrowings (including $7,358 and $4,683 as of December 31, 2021 and 2020, respectively, at fair value)		27,973			29,514
Long-term debt (including $82,609 and $67,063 as of December 31, 2021 and 2020, respectively, at fair value)		254,374			271,686
Other liabilities		74,920			59,983

Total liabilities	$	2,088,741		$	2,059,890
Stockholders’ equity
Preferred stock ($1.00 par value; authorized shares: 30 million), issued shares: 759,800 as of December 31, 2021 and 779,200 as of December 31, 2020, at aggregate liquidation value	$	18,995		$	19,480
Common stock ($0.01 par value; authorized shares: 6 billion), issued shares: 3,099,651,835 as of December 31, 2021 and 3,099,633,160 as of December 31, 2020		31			31
Additional paid-in capital		108,003			107,846
Retained earnings		184,948			168,272
Treasury stock, at cost: 1,115,296,641 shares as of December 31, 2021 and 1,017,543,951 shares as of December 31, 2020		(71,240	)		(64,129	)
Accumulated other comprehensive income (loss) (AOCI)		(38,765	)		(32,058	)

Total Citigroup stockholders’ equity	$	201,972		$	199,442
Noncontrolling interests		700			758

Total equity	$	202,672		$	200,200

Total liabilities and equity	$	2,291,413		$	2,260,090

The following table presents certain liabilities of consolidated VIEs, which are included on the Consolidated Balance Sheet above. The liabilities in the table below include third-party liabilities of consolidated VIEs only and exclude intercompany balances that eliminate in consolidation. The liabilities also exclude amounts where creditors or beneficial interest holders have recourse to the general credit of Citigroup.


	December 31,
In millions of dollars	2021		2020
Liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Citigroup
Short-term borrowings	$	8,376	$	9,278
Long-term debt		12,579		20,405
Other liabilities		694		463

Total liabilities of consolidated VIEs for which creditors or beneficial interest holders do not have recourse to the general credit of Citigroup		$21,649	$	30,146

The Notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements.

This ‘S-4’ Filing	Date	Other Filings

Filed on:	6/1/22	4
	12/31/21	SD
	12/31/20
	5/5/14	4
	10/5/12	10-Q, 4
		List all Filings

TD Synnex Corp. – ‘S-4’ on 6/1/22 – ‘EX-25.1’

On: Wednesday, 6/1/22, at 4:31pm ET · Accession #: 1193125-22-165217 · File #: 333-265352

Previous ‘S-4’: ‘S-4/A’ on 8/24/18 · Latest ‘S-4’: This Filing · 5 References:

Registration Statement – Securities for a Merger — Form S-4 — SA’33

Filing Table of Contents

‘EX-25.1’ — Statement of Eligibility to Act as a Trustee

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