Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - HEALTHCARE REALTY TRUST INC | g25504e8vk.htm |
| EX-5 - EX-5 - HEALTHCARE REALTY TRUST INC | g25504exv5.htm |
| EX-1 - EX-1 - HEALTHCARE REALTY TRUST INC | g25504exv1.htm |
| EX-12 - EX-12 - HEALTHCARE REALTY TRUST INC | g25504exv12.htm |
| EX-4.2 - EX-4.2 - HEALTHCARE REALTY TRUST INC | g25504exv4w2.htm |
Exhibit 25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
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) |
REGIONS BANK
(Exact name of trustee as specified in its charter)
| An Alabama Banking Corporation (Jurisdiction of incorporation) |
63-0371319 (I.R.S. Employer Identification No.) |
Regions Bank
Corporate Trust Department
1901 6th Avenue North, 28th Floor
Birmingham, Alabama 35203
(Address of principal executive offices)
Corporate Trust Department
1901 6th Avenue North, 28th Floor
Birmingham, Alabama 35203
(Address of principal executive offices)
Caroline Oakes
Senior Vice President & Trust Officer
Regions Bank, Corporate Trust Services
315 Deaderick Street, 4th Floor
Nashville, Tennessee 37238
(615) 770-4354
Senior Vice President & Trust Officer
Regions Bank, Corporate Trust Services
315 Deaderick Street, 4th Floor
Nashville, Tennessee 37238
(615) 770-4354
(Name, address and telephone number of agent for service)
Healthcare Realty Trust Incorporated
(Exact name of obligor as specified in its charter)
| Maryland (Jurisdiction of incorporation) |
62-1507028 (I.R.S. Employer Identification No.) |
3310 West End Avenue
Seventh Floor
Nashville, Tennessee 37203
(615) 269-8175
Seventh Floor
Nashville, Tennessee 37203
(615) 269-8175
5.750% Senior Notes due 2021
(Title of the indenture securities)
(Title of the 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. | ||
| Federal Reserve Bank of Atlanta, 1000 Peachtree Street NE, Atlanta, Georgia 30309-4470 | |||
| Alabama State Banking Department, P.O. Box 4600, Montgomery, Alabama 36103-4600 | |||
| (b) | Whether it is authorized to exercise corporate trust powers. | ||
| The trustee is authorized to exercise corporate trust powers. |
Item 2. Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.
None.
No responses are included for Items 3-15 of this Form T-1 because to the best of the Trustee’s knowledge, the obligor is not in
default as provided under Item 13.
Item 16. List of Exhibits.
Exhibit 1(a).
|
Restated Articles of Incorporation of the Trustee (incorporated by reference to Exhibit 1 to Form T-1, Registration No. 22-21909). | |
Exhibit 1(b)
|
Articles of Amendment to Restated Articles of Incorporation of the Trustee. (incorporated by reference to Exhibit 1(b) to Form T-1, filed in connection with the Current Report on Form 8-K of BellSouth Telecommunications, Inc. dated October 9, 1997). | |
Exhibit 1(c)
|
Articles of Amendment to Restated Articles of Incorporation of the Trustee (incorporated by reference to Exhibit 1(c) to Form T-1, filed as Exhibit 25 to the Form S-3/A of BellSouth Telecommunications, Inc. filed with the Commission on August 17, 2004). | |
Exhibit 2.
|
Not applicable. | |
Exhibit 3.
|
Authorization of the Trustee to exercise corporate trust powers (incorporated by reference to Exhibit 3 to Form T-1, Registration No. 22-21909). | |
Exhibit 4.
|
Bylaws of the Trustee (incorporated by reference to Exhibit 4 to Form T-1, Registration No. 33-60351). | |
Exhibit 5.
|
Not applicable. | |
Exhibit 6.
|
The consent of the trustee required by Section 321(b) of the Act. | |
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, Regions
Bank, an Alabama banking corporation, has duly caused this statement of eligibility to be signed on
its behalf by the undersigned, thereunto duly authorized, all in the City of Nashville and State of
Tennessee on the 13th day of December 2010.
| REGIONS BANK |
||||
| By: | /s/ Caroline Oakes | |||
| Name: | Caroline Oakes | |||
| Title: | Senior Vice President and Trust Officer | |||
Exhibit 6 to Form T-1
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, Regions Bank,
hereby consents that reports of examination of Regions Bank by Federal, State, Territorial
or District regulatory authorities may be furnished by such regulatory authorities to the
Securities and Exchange Commission upon request therefor.
Dated: December 13, 2010
| REGIONS BANK |
||||
| By: | /s/ Caroline Oakes | |||
| Caroline Oakes | ||||
| Senior Vice President and Trust Officer | ||||
Exhibit 7 to Form T-1
Exhibit 7
| Exhibit 7 to Form T-1 Exhibit 7 Regions Bank FFIEC 031 Legal Title of Bank Page RC-1 Birmingham 14 City AL 35203 State Zip Code FDIC Certificate Number: 12368 Submitted to CDR on 11/5/2010 at 3:54 PM Consolidated Report of Condition for Insured Commercial and State-Chartered Savings Banks for September 30, 2010 All schedules are to be reported in thousands of dollars. Unless otherwise indicated, report the amount outstanding as of the last business day of the quarter. Schedule RC—Balance Sheet Dollar Amounts in Thousands RCFD Tril Bil Mil Thou ASSETS 1. Cash and balances due from depository institutions (from Schedule RC-A): a. Noninterest-bearing balances and currency and coin (1) 0081 1,956,093 1.a b. Interest-bearing balances (2) 0071 3,848,040 1.b 2. Securities: a. Held-to-maturity securities (from Schedule RC-B, column A) 1754 10,898 2.a b. Available-for-sale securities (from Schedule RC-B, column D) 1773 22,580,791 2.b 3. Federal funds sold and securities purchased under agreements to resell: RCON a. Federal funds sold in domestic offices B987825,000 3.a RCFD b. Securities purchased under agreements to resell (3) B989 0 3.b 4. Loans and lease financing receivables (from Schedule RC-C): a. Loans and leases held for sale 5369 1,646,040 4.a b. Loans and leases, net of unearned income B528 84,424,457 4.b c. LESS: Allowance for loan and lease losses 3123 3,185,440 4.c d. Loans and leases, net of unearned income and allowance (item 4.b minus 4.c) B529 81,239,017 4.d 5. Trading assets (from Schedule RC-D) 3545 764,5475 6. Premises and fixed assets (including capitalized leases) 2145 2,490,9266 7. Other real estate owned (from Schedule RC-M) 2150 456,1897 8. Investments in unconsolidated subsidiaries and associated companies 2130 08 9. Direct and indirect investments in real estate ventures 3656 09 10. Intangible assets: a. Goodwill 3163 4,337,696 10.a b. Other intangible assets (from Schedule RC-M) 0426 602,027 10.b 11. Other assets (from Schedule RC-F) 2160 8,310,400 11 12. Total assets (sum of items 1 through 11) 2170 129,067,664 12 (1) Includes cash items in process of collection and unposted debits. (2) Includes time certificates of deposit not held for trading. (3) Includes all securities resale agreements in domestic and foreign offices, regardless of maturity. |
| Regions BankFFIEC 031 Legal Title of Bank Page RC-2 FDIC Certificate Number: 1236815 Submitted to CDR on 11/5/2010 at 3:54 PM Schedule RC—Continued Dollar Amounts in Thousands Tril | Bil | Mil | Thou LIABILITIES 13. Deposits: RCON a. In domestic offices (sum of totals of columns A and C from Schedule RC-E, part I) 220094,607,873 13.a (1) Noninterest-bearing (1) 6631 25,463,17813.a.1 (2) Interest-bearing 6636 69,144,69513.a.2 b. In foreign offices, Edge and Agreement subsidiaries, and IBFs RCFN (from Schedule RC-E, part II) 2200 5,195,455 13.b (1) Noninterest-bearing 6631 013.b.1 (2) Interest-bearing 6636 5,195,45513.b.2 14. Federal funds purchased and securities sold under agreements to repurchase: RCON a. Federal funds purchased in domestic offices (2) B99319,090 14.a RCFD b. Securities sold under agreements to repurchase (3) B995 2,071,014 14.b 15. Trading liabilities (from Schedule RC-D) 3548 625,564 15 16. Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) (from Schedule RC-M) 3190 6,881,468 16 17. and 18. Not applicable 19. Subordinated notes and debentures (4) 3200 2,222,108 19 20. Other liabilities (from Schedule RC-G)2930 1,492,183 20 21. Total liabilities (sum of items 13 through 20)2948 113,114,755 21 22. Not applicable EQUITY CAPITAL Bank Equity Captal 23. Perpetual preferred stock and related surplus 3838 023 24. Common stock 3230 10324 25. Surplus (excludes all surplus related to preferred stock) 3839 20,353,25825 26. a. Retained earnings 3632 (4,863,212) 26.a b. Accumulated other comprehensive income (5)B530 206,612 26.b c. Other equity capital components (6) A130 0 26.c 27. a. Total bank equity capital (sum of items 23 through 26.c) 3210 15,696,761 27.a b. Noncontrolling (minority) interests in consolidated subsidiaries3000 256,148 27.b 28. Total equity capital (sum of items 27.a and 27.b) G10515,952,90928 29. Total liabilities and equity capital (sum of items 21 and 28) 3300 129,067,66429 Memoranda To be reported with the March Report of Condition. RCFDNumber 1. Indicate in the box at the right the number of the statement below that best describes the most comprehensive level of auditing work performed for the bank by independent external auditors as of any date during 2009 6724 N/A M.1 1= Independent audit of the 4 = Directors’ examination of bank conducted in the bank conducted in accordance with generally accordance with generally accepted auditing accepted auditing standards standards by a certified by a certified public public accounting firm accounting firm (may be which submits a report on required by state chartering the bank authority) 2 = Independent audit of the 5 = Directors’ examination of bank’s parent holding the bank performed by other company conducted in external auditors (may be accordance with generally required by state chartering accepted auditing authority) standards by a certified public accounting firm which submits a report on the consolidated holding company (but not on the bank separately) 6 = Review of the bank’s financial statements by external auditors 7 = Compilation of the bank’s financial statements by external auditors 3 = Attestation on bank 8 = Other audit procedures management’s assertion on 9 = (excluding tax preparation the effectiveness of the work) bank’s internal control No external audit work over financial reporting by a certified public accounting firm. To be reported with the March Report of Condition. RCON MM / DD 2. Bank’s fiscal year-end date 8678 N/A M.2 (1) Includes total demand deposits and noninterest-bearing time and savings deposits. (2) Report overnight Federal Home Loan Bank advances in Schedule RC, item 16, “Other borrowed money.” (3) Includes all securities repurchase agreements in domestic and foreign offices, regardless of maturity. (4) Includes limited-life preferred st ock and related surplus. (5) Includes net unrealized holding gains (losses) on available-for-sale securities, accumulated net gains (losses) on cash flow hedges, cumulative foreign currency translation adjustments, and minimum pension liability adjustments. (6) Includes treasury stock and unearned Employee Stock Ownership Plan shares. |