EX-25.1 7 d547201dex251.htm EX-25.1 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

Minneapolis, Minnesota

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

David W. Doucette

U.S. Bank National Association

One Federal Street

Boston, MA 02110

(617) 603-6534

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

 

 

CORRECTIONS CORPORATION OF AMERICA

(Exact name of obligor as specified in its charter)

 

 

 

Maryland   62-1763875

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

10 Burton Hills Boulevard

Nashville, Tennessee

  37215
(Address of principal executive offices)   (Zip Code)

 

 

4.625% Senior Notes due 2023

(Title of the indenture securities)

 

 

 


TABLE OF ADDITIONAL OBLIGORS

 

Exact Name of Additional

Obligor as Specified in its Charter(1)

  

State or

Other
Jurisdiction of
Incorporation
or Organization

  

I.R.S. Employer

Identification No.

CCA Health Services, LLC    Tennessee    90-0432377
CCA International, LLC    Delaware    62-1310460
CCA of Tennessee, LLC    Tennessee    62-1806755
CCA TRS, LLC    Maryland    46-1705695
Prison Realty Management, LLC    Tennessee    62-1696286
Technical and Business Institute of America, LLC    Tennessee    38-2999108
TransCor America, LLC    Tennessee    62-1806099

 

(1) The address and telephone number of principal executive offices of each additional obligor is the same as Corrections Corporation of America, except for TransCor America, LLC, which principal executive offices address is 646 Melrose Avenue, Nashville, Tennessee 37211 and telephone number is (615) 251-7008. The name, address and telephone number of the agent for service of each additional obligor is the same as Corrections Corporation of America.

 

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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, 2013 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 S-4, Registration Number 333-166527 filed on May 5, 2010.

 

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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 Boston, Commonwealth of Massachusetts on June 3, 2013.

 

By:  

/s/ David W. Doucette

  David W. Doucette
  Vice President

 

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Exhibit 2

 

LOGO

 

 

Comptroller of the Currency

Administrator of National Banks

 

 

Washington, DC 20219

CERTIFICATE OF CORPORATE EXISTENCE

I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:

1. The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking on the date of this certificate.

 

LOGO  

IN TESTIMONY WHEREOF, today,

 

November 28, 2012, I have hereunto

 

subscribed my name and caused my seal of

 

office to be affixed to these presents at the

 

U.S. Department of the Treasury, in the City

 

of Washington, District of Columbia.

 

  LOGO
 

 

 

 

Comptroller of the Currency

 

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Exhibit 3

 

LOGO

 

 

Comptroller of the Currency

Administrator of National Banks

 

 

Washington, DC 20219

CERTIFICATION OF FIDUCIARY POWERS

I, John Walsh, Acting Comptroller of the Currency, do hereby certify that:

1. The Office of the Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28, 1962, 76 Stat. 668, 12 USC 92a, and that the authority so granted remains in full force and effect on the date of this certificate.

 

LOGO   

IN TESTIMONY WHEREOF, today,

 

September 14, 2011, I have hereunto

 

subscribed my name and caused my seal of

 

office to be affixed to these presents at the

 

U.S. Department of the Treasury, in the City

 

of Washington, District of Columbia,

 

   LOGO
  

 

  

 

Acting Comptroller of the Currency

 

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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: June 3, 2013

 

By:  

/s/ David W. Doucette

  David W. Doucette
  Vice President

 

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Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

As of 3/31/2013

($000’s)

 

     3/31/2013  

Assets

  

Cash and Balances Due From Depository Institutions

   $ 6,932,431   

Securities

     74,769,168   

Federal Funds

     45,892   

Loans & Lease Financing Receivables

     218,577,592   

Fixed Assets

     5,068,178   

Intangible Assets

     12,739,644   

Other Assets

     27,654,064   
  

 

 

 

Total Assets

   $ 345,786,969   

Liabilities

  

Deposits

   $ 251,849,922   

Fed Funds

     3,545,914   

Treasury Demand Notes

     0   

Trading Liabilities

     512,718   

Other Borrowed Money

     32,387,140   

Acceptances

     0   

Subordinated Notes and Debentures

     4,736,320   

Other Liabilities

     12,747,015   
  

 

 

 

Total Liabilities

   $ 305,779,029   

Equity

  

Common and Preferred Stock

     18,200   

Surplus

     14,133,290   

Undivided Profits

     24,357,498   

Minority Interest in Subsidiaries

   $ 1,498,952   
  

 

 

 

Total Equity Capital

   $ 40,007,940   

Total Liabilities and Equity Capital

   $ 345,786,969   

 

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