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) [  ]

 

 

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)

 

Felicia H. Powell

U.S. Bank National Association

1349 West Peachtree St., Suite 1050

Atlanta, GA 30309

(404) 898-8828

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

 

Shepherd’s Finance, LLC

(Issuer with respect to the Securities)

 

Delaware		36-4608739
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

 

13241 Bartram Park Blvd., Suite 2401, Jacksonville, Florida		32258
(Address of Principal Executive Offices)		(Zip Code)

 

Fixed Rate Subordinated Notes

(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, attached as Exhibit 2.
	3.	A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
	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 June 30, 2018 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 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014.

 

 

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 Atlanta, State of Georgia on the 12th day of September, 2018.

 

	By:	/s/ Felicia H. Powell
		Felicia H. Powell
		Assistant Vice President

 

 

Exhibit 2

 

 

 

Exhibit 3

 

 

 

 

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: September 12, 2018

 

	By:	/s/ Felicia H. Powell
		Felicia H. Powell
		Assistant Vice President

 

 

Exhibit 7

 

U.S. Bank National Association

Statement of Financial Condition

As of 6/30/2018

 

($000’s)

 

		6/30/2018
Assets
Cash and Balances Due From		$	18,933,741
Depository Institutions
Securities			111,465,209
Federal Funds			92,722
Loans & Lease Financing Receivables			279,066,037
Fixed Assets			3,726,559
Intangible Assets			13,023,820
Other Assets			26,714,957
Total Assets		$	453,023,045
Liabilities
Deposits		$	350,952,197
Fed Funds			2,497,543
Treasury Demand Notes			0
Trading Liabilities			904,426
Other Borrowed Money			34,319,863
Acceptances			0
Subordinated Notes and Debentures			3,300,000
Other Liabilities			13,252,394
Total Liabilities		$	405,226,423
Equity
Common and Preferred Stock			18,200
Surplus			14,266,915
Undivided Profits			32,711,429
Minority Interest in Subsidiaries			800,078
Total Equity Capital		$	47,796,622
Total Liabilities and Equity Capital		$	453,023,045