A National Banking Association
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94-1347393
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(Jurisdiction of incorporation or organization if not a U.S. national bank)
|
(I.R.S. Employer Identification No.)
|
101 North Phillips Avenue
Sioux Falls, South Dakota
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57104
|
(Address of principal executive offices)
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(Zip code)
|
Delaware
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25-1615902
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(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
1001 Air Brake Avenue
Wilmerding, Pennsylvania
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15148-0001
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(Address of principal executive offices)
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(Zip code)
|
Exact Name of Registrant as Specified in its
Charter and Address, Including Zip Code, and
Telephone Number, Including Area Code, of
Registrant’s Principal Executive Offices*
|
State or Other
Jurisdiction
Of Incorporation
|
I.R.S. Employer
Identification Number
|
Primary Standard
Industrial
Classification Code
|
|||
Aero Transportation Products, Inc.
|
Missouri
|
43-1167773
|
3743
|
|||
Barber Steel Foundry Corp.
|
Delaware
|
46-3009129
|
3743
|
|||
Durox Company
|
Ohio
|
34-0898628
|
3743
|
|||
G&B Specialties, Inc.
|
Pennsylvania
|
22-2221935
|
3743
|
|||
Longwood Elastomers, Inc.
|
Virginia
|
54-1604003
|
3743
|
|||
Longwood Industries, Inc.
|
New Jersey
|
22-3136502
|
3743
|
|||
Longwood International, Inc.
|
Delaware
|
22-3768905
|
3743
|
|||
MotivePower, Inc.
|
Delaware
|
23-2872369
|
3743
|
|||
Railroad Controls, L.P.
|
Texas
|
02-0538075
|
3743
|
|||
Railroad Friction Products Corporation
|
Delaware
|
25-1112152
|
3743
|
|||
RCL, L.L.C.
|
Tennessee
|
47-4406932
|
3743
|
|||
RFPC Holding Corp.
|
Delaware
|
51-0345158
|
3743
|
|||
Ricon Corp.
|
California
|
95-2746855
|
3743
|
|||
Schaefer Equipment, Inc.
|
Ohio
|
25-0777620
|
3743
|
|||
Standard Car Truck Company
|
Delaware
|
36-2704499
|
3743
|
|||
Thermal Transfer Acquisition Corporation
|
Delaware
|
82-0789168
|
3743
|
|||
TransTech of South Carolina, Inc.
|
Delaware
|
57-1015489
|
3743
|
|||
Turbonetics Holdings, Inc.
|
Delaware
|
20-8101309
|
3743
|
|||
Wabtec Holding Corp.
|
Delaware
|
23-2870660
|
3743
|
|||
Wabtec International, Inc.
|
Delaware
|
20-5818808
|
3743
|
|||
Wabtec Railway Electronics Holdings, LLC
|
Delaware
|
25-1615902
|
3743
|
|||
Wabtec Railway Electronics, Inc.
|
Delaware
|
47-2275131
|
3743
|
|||
Wabtec Railway Electronics Manufacturing, Inc.
|
Delaware
|
47-2284104
|
3743
|
|||
Workhorse Rail, LLC
|
Pennsylvania
|
77-0635262
|
3743
|
|||
Xorail, Inc.
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Florida
|
47-0724077
|
3743
|
|||
Young Touchstone Company
|
Wisconsin
|
39-0725170
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3743
|
* |
The address, including zip code, and telephone number, including area code, of each additional registrant is c/o David L. DeNinno, Esq., Executive Vice President, General Counsel and Secretary, Westinghouse Air Brake Technologies Corporation, 1001 Air Brake Avenue, Wilmerding, Pennsylvania 15148-0001, telephone number (412) 825-1000. The name, address, including zip code, and telephone number, including area code, of the agent for service for each additional registrant is David L. DeNinno, Esq., Executive Vice President, General Counsel and Secretary, Westinghouse Air Brake Technologies Corporation, 1001 Air Brake Avenue, Wilmerding, Pennsylvania 15148-0001, telephone number (412) 825-1000.
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Item 1. |
General Information. Furnish the following information as to the trustee:
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(a) |
Name and address of each examining or supervising authority to which it is subject.
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(b) |
Whether it is authorized to exercise corporate trust powers.
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Item 2. |
Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.
|
Item 15. |
Foreign Trustee. Not applicable.
|
Item 16. |
List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.
|
Exhibit 1.
|
A copy of the Articles of Association of the trustee now in effect.*
|
|
Exhibit 2.
|
A copy of the Comptroller of the Currency Certificate of Corporate Existence for Wells Fargo Bank, National Association, dated January 14, 2015.*
|
|
Exhibit 3.
|
A copy of the Comptroller of the Currency Certification of Fiduciary Powers for Wells Fargo Bank, National Association, dated January 6, 2014.*
|
|
Exhibit 4.
|
Copy of By-laws of the trustee as now in effect.*
|
|
Exhibit 5.
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Not applicable.
|
|
Exhibit 6.
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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.
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Not applicable.
|
|
Exhibit 9.
|
Not applicable.
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WELLS FARGO BANK, NATIONAL ASSOCIATION
|
||
/s/ Raymond Delli Colli
|
||
Raymond Delli Colli
|
||
Vice President
|
Very truly yours,
|
||
WELLS FARGO BANK, NATIONAL ASSOCIATION
|
||
/s/ Raymond Delli Colli
|
||
Raymond Delli Colli
|
||
Vice President
|
Dollar Amounts
In Millions
|
||||||||
ASSETS
|
||||||||
Cash and balances due from depository institutions:
|
||||||||
Noninterest-bearing balances and currency and coin
|
$
|
19,803
|
||||||
Interest-bearing balances
|
143,123
|
|||||||
Securities:
|
||||||||
Held-to-maturity securities
|
144,098
|
|||||||
Available-for-sale securities
|
250,007
|
|||||||
Equity Securities with readily determinable fair value not held for trading
|
94
|
|||||||
Federal funds sold and securities purchased under agreements to resell:
|
||||||||
Federal funds sold in domestic offices
|
79
|
|||||||
Securities purchased under agreements to resell
|
34,203
|
|||||||
Loans and lease financing receivables:
|
||||||||
Loans and leases held for sale
|
13,308
|
|||||||
Loans and leases, net of unearned income
|
918,993
|
|||||||
LESS: Allowance for loan and lease losses
|
9,864
|
|||||||
Loans and leases, net of unearned income and allowance
|
909,129
|
|||||||
Trading Assets
|
44,974
|
|||||||
Premises and fixed assets (including capitalized leases)
|
8,073
|
|||||||
Other real estate owned
|
502
|
|||||||
Investments in unconsolidated subsidiaries and associated companies
|
12,118
|
|||||||
Direct and indirect investments in real estate ventures
|
163
|
|||||||
Intangible assets
|
40,514
|
|||||||
Other assets
|
54,889
|
|||||||
Total assets
|
$
|
1,675,077
|
||||||
LIABILITIES
|
||||||||
Deposits:
|
||||||||
In domestic offices
|
$
|
1,269,998
|
||||||
Noninterest-bearing
|
415,406
|
|||||||
Interest-bearing
|
854,592
|
|||||||
In foreign offices, Edge and Agreement subsidiaries, and IBFs
|
52,292
|
|||||||
Noninterest-bearing
|
897
|
|||||||
Interest-bearing
|
51,395
|
|||||||
Federal funds purchased and securities sold under agreements to repurchase:
|
||||||||
Federal funds purchased in domestic offices
|
8,421
|
|||||||
Securities sold under agreements to repurchase
|
6,394
|
Dollar Amounts
In Millions
|
||||
Trading liabilities
|
11,024
|
|||
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)
|
116,305
|
|||
Subordinated notes and debentures
|
11,749
|
|||
Other liabilities
|
34,525
|
|||
Total liabilities
|
$
|
1,510,708
|
||
EQUITY CAPITAL
|
||||
Perpetual preferred stock and related surplus
|
0
|
|||
Common stock
|
519
|
|||
Surplus (exclude all surplus related to preferred stock)
|
112,567
|
|||
Retained earnings
|
54,424
|
|||
Accumulated other comprehensive income
|
-3,482
|
|||
Other equity capital components
|
0
|
|||
Total bank equity capital
|
164,028
|
|||
Noncontrolling (minority) interests in consolidated subsidiaries
|
341
|
|||
Total equity capital
|
164,369
|
|||
Total liabilities, and equity capital
|
$
|
1,675,077
|
/s/ John R. Shrewsberry
|
|
Sr. EVP & CFO
|