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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/23/21 STERIS plc S-3ASR 3/23/21 23:3.1M Donnelley … Solutions/FA STERIS Irish FinCo Unlimited Co. Steris Corp. Steris Ltd. |
Document/Exhibit Description Pages Size
1: S-3ASR Automatic Shelf Registration Statement by a HTML 476K
Well-Known Issuer
2: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 11K
3: EX-3.3 Articles of Incorporation/Organization or Bylaws HTML 38K
4: EX-3.4 Articles of Incorporation/Organization or Bylaws HTML 172K
5: EX-3.5 Articles of Incorporation/Organization or Bylaws HTML 12K
6: EX-3.6 Articles of Incorporation/Organization or Bylaws HTML 51K
7: EX-3.7 Articles of Incorporation/Organization or Bylaws HTML 14K
8: EX-3.8 Articles of Incorporation/Organization or Bylaws HTML 480K
9: EX-4.1 Instrument Defining the Rights of Security Holders HTML 340K
10: EX-4.2 Instrument Defining the Rights of Security Holders HTML 342K
11: EX-5.1 Opinion of Counsel re: Legality HTML 56K
12: EX-5.2 Opinion of Counsel re: Legality HTML 25K
13: EX-5.3 Opinion of Counsel re: Legality HTML 35K
15: EX-23.1 Consent of Expert or Counsel HTML 9K
16: EX-23.2 Consent of Expert or Counsel HTML 9K
17: EX-23.3 Consent of Expert or Counsel HTML 9K
18: EX-24.1 Power of Attorney HTML 14K
19: EX-24.2 Power of Attorney HTML 13K
20: EX-24.3 Power of Attorney HTML 12K
21: EX-24.4 Power of Attorney HTML 12K
22: EX-25.1 Statement of Eligibility to Act as a Trustee HTML 33K
23: EX-25.2 Statement of Eligibility to Act as a Trustee HTML 33K
14: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 9K
| EX-25.1 |
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 |
55402 | |
| (Address of principal executive offices) | (Zip Code) |
U.S. Bank National Association
1350 Euclid Avenue, Suite 1100
Cleveland, Ohio 44115 CN-OH-RN11
(216) 623-5987
(Name, address and telephone number of agent for service)
STERIS plc
(Issuer with respect to the Securities)
| Ireland | 98-1455064 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
STERIS Irish FinCo Unlimited Company
(Issuer with respect to the Securities)
| Ireland | 98-1271422 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
STERIS Corporation
(Issuer with respect to the Securities)
| Ohio | 34-1482024 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
STERIS Limited
(Issuer with respect to the Securities)
| England and Wales | 98-1203539 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
| c/o STERIS plc 70 Sir John Rogerson’s Quay Dublin 2 Ireland |
D02 R296 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Debt Securities and Guarantee of Debt Securities
(Title of the Indenture Securities)
FORM T-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. |
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 December 31, 2020 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7. |
| * | Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005. |
| ** | Incorporated by reference to Exhibit 25 to registration statement on form S-3ASR, Registration Number 333-236877 filed on March 4, 2020. |
| *** | Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014. |
2
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 Cleveland in the State of Ohio on the 8th day of March, 2021.
| By: | ||
| David A. Schlabach | ||
| Vice President |
3
Exhibit 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, 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: March 8, 2021
| By: | ||
| David A. Schlabach | ||
| Vice President |
4
Exhibit 7
U.S. Bank Trust National Association
Statement of Financial Condition
As of 12/31/2020
($000’s)
| 12/31/2020 | ||||
| Assets |
||||
| Cash and Balances Due From Depository Institutions |
$ | 640,199 | ||
| Securities |
0 | |||
| Federal Funds |
0 | |||
| Loans & Lease Financing Receivables |
0 | |||
| Fixed Assets |
5 | |||
| Intangible Assets |
16,049 | |||
| Other Assets |
18,072 | |||
|
|
|
|||
| Total Assets |
$ | 674,324 | ||
| Liabilities |
||||
| Deposits |
$ | 0 | ||
| Fed Funds |
0 | |||
| Treasury Demand Notes |
0 | |||
| Trading Liabilities |
0 | |||
| Other Borrowed Money |
0 | |||
| Acceptances |
0 | |||
| Subordinated Notes and Debentures |
0 | |||
| Other Liabilities |
12,893 | |||
|
|
|
|||
| Total Liabilities |
$ | 12,893 | ||
| Equity |
||||
| Common and Preferred Stock |
1,000 | |||
| Surplus |
466,570 | |||
| Undivided Profits |
193,861 | |||
| Minority Interest in Subsidiaries |
0 | |||
|
|
|
|||
| Total Equity Capital |
$ | 661,431 | ||
| Total Liabilities and Equity Capital |
$ | 674,324 | ||
5
| This ‘S-3ASR’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on / Effective on: | 3/23/21 | 8-K | ||
| 3/8/21 | ||||
| 12/31/20 | 10-Q, 11-K, SD | |||
| 3/4/20 | ||||
| 11/5/14 | ||||
| 11/15/05 | 8-K | |||
| List all Filings | ||||