EX-25.1 11 a2236256zex-25_1.htm EX-25.1
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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) o



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
(Address of principal executive offices)
  55402
(Zip Code)

Kristel D. Richards
U.S. Bank National Association
13737 Noel Rd, Suite 800
Dallas, TX 75240
972-581-1622
(Name, address and telephone number of agent for service)

WildHorse Resource Development Corporation
(Issuer with respect to the Securities)

Delaware
(State or other jurisdiction of
incorporation or organization)
  81-3470246
(I.R.S. Employer
Identification No.)
9805 Katy Freeway, Suite 400
Houston, TX
(Address of Principal Executive Offices)
  77024
(Zip Code)

6.875% Senior Notes Due 2025
(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 March 31, 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.

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 Dallas, State of Texas on the 20th of July, 2018.

  By:   /s/ BRIAN T. JENSEN

Brian T. Jensen
Vice President

3



Exhibit 2

GRAPHIC

4



Exhibit 3

GRAPHIC

5



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: July 20, 2018

  By:   /s/ BRIAN T. JENSEN

Brian T. Jensen
Vice President

6



Exhibit 7

U.S. Bank National Association
Statement of Financial Condition
As of 3/31/2018


($000's)

 
  3/31/2018  

Assets

       

Cash and Balances Due From

  $ 19,210,762  

Depository Institutions

       

Securities

    110,797,912  

Federal Funds

    49,966  

Loans & Lease Financing Receivables

    278,268,217  

Fixed Assets

    4,035,404  

Intangible Assets

    13,036,496  

Other Assets

    26,856,978  

Total Assets

  $ 452,255,735  

Liabilities

   
 
 

Deposits

  $ 355,061,230  

Fed Funds

    931,593  

Treasury Demand Notes

    0  

Trading Liabilities

    681,501  

Other Borrowed Money

    32,101,111  

Acceptances

    0  

Subordinated Notes and Debentures

    3,300,000  

Other Liabilities

    13,027,872  

Total Liabilities

  $ 405,103,307  

Equity

   
 
 

Common and Preferred Stock

    18,200  

Surplus

    14,266,915  

Undivided Profits

    32,071,141  

Minority Interest in Subsidiaries

    796,172  

Total Equity Capital

  $ 47,152,428  

Total Liabilities and Equity Capital

 
$

452,255,735
 

7




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FORM T-1
SIGNATURE
Exhibit 2
Exhibit 3
Exhibit 6
CONSENT
Exhibit 7
U.S. Bank National Association Statement of Financial Condition As of 3/31/2018
($000's)