EX-25.1 65 dex251.htm STATEMENT OF ELIGIBILITY OF THE TRUSTEE ON FORM T-1 Statement of Eligibility of the Trustee on Form T-1

EXHIBIT 25.1

EXHIBIT 7.3


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)

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

 

Not Applicable   94-1347393

(Jurisdiction of incorporation or

organization if not a U.S. national bank)

 

(I.R.S. Employer

Identification No.)

 

420 Montgomery Street

San Francisco, CA

  94163
(Address of principal executive offices)   (Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-172

Sixth and Marquette, 17th Floor

Minneapolis, MN 55479

(agent for services)

 


Angiotech Pharmaceuticals, Inc.

(Exact name of obligor as specified in its charter)

 

Province of British Columbia   98-0226269

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 
1618 Station Street Vancouver, B.C.   V6A 1B6
(Address of principal executive offices)   (Zip code)

 


7.75% SENIOR SUBORDINATED NOTES DUE 2014

(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.

Comptroller of the Currency,

Treasury Department

Washington, D.C. 20230

Federal Deposit Insurance Corporation

Washington, D.C. 20429

Federal Reserve Bank of San Francisco

San Francisco, CA 94120

 

  (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 with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

 

Item 15.   Foreign Trustee.    Not applicable.
    
Item 16.   List of Exhibits.    List below all exhibits filed as a part of this Statement of Eligibility. Wells Fargo Bank incorporates by reference into this Form T-1 exhibits attached hereto.

 

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 November 28, 2001. *
Exhibit 3.      A copy of the authorization of the trustee to exercise corporate trust powers. A copy of the Comptroller of the Currency Certificate of Corporate Existence (with Fiduciary Powers) for Wells Fargo Bank, National Association, dated November 28, 2001. *
Exhibit 4.      Copy of By-laws of the trustee as now in effect. *
Exhibit 5.      Not applicable.
Exhibit 6.      The consents of United States institutional trustees required by Section 321(b) of the Act.
Exhibit 7.      Attached is 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.

* Incorporated by reference to exhibit number 25 filed with registration statement number 333-87398.


SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo 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 to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Los Angeles and State of California on this 12th day of September, 2006.

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Maddy Hall

Name:   Maddy Hall
Title:   Assistant Vice President


Exhibit 6

September 12, 2006

Securities and Exchange Commission

Washington, D.C. 20549

Gentlemen:

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request thereof.

 

Very truly yours,
WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Maddy Hall

Maddy Hall
Assistant Vice President


Consolidated Report of Condition of

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business June 30, 2006, filed in accordance with 12 U.S.C. §161 for National Banks.

 

         

Dollar Amounts

In Millions

ASSETS

     

Cash and balances due from depository institutions:

     

Noninterest-bearing balances and currency and coin

      $ 13,979

Interest-bearing balances

        1,191

Securities:

     

Held-to-maturity securities

        0

Available-for-sale securities

        66,952

Federal funds sold and securities purchased under agreements to resell:

     

Federal funds sold in domestic offices

        3,086

Securities purchased under agreements to resell

        1,172

Loans and lease financing receivables:

     

Loans and leases held for sale

        37,950

Loans and leases, net of unearned income

   238,918   

LESS: Allowance for loan and lease losses

   2,248   

Loans and leases, net of unearned income and allowance

        236,670

Trading Assets

        5,267

Premises and fixed assets (including capitalized leases)

        3,910

Other real estate owned

        443

Investments in unconsolidated subsidiaries and associated companies

        346

Intangible assets

     

Goodwill

        8,800

Other intangible assets

        16,333

Other assets

        19,760
         

Total assets

      $ 415,859
         

LIABILITIES

     

Deposits:

     

In domestic offices

      $ 298,672

Noninterest-bearing

   80,549   

Interest-bearing

   218,123   

In foreign offices, Edge and Agreement subsidiaries, and IBFs

        30,514

Noninterest-bearing

   4   

Interest-bearing

   30,510   

Federal funds purchased and securities sold under agreements to repurchase:

     

Federal funds purchased in domestic offices

        3,648

Securities sold under agreements to repurchase

        6,066


    

Dollar Amounts

In Millions

Trading liabilities

     4,376

Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)

     4,184

Subordinated notes and debentures

     9,596

Other liabilities

     21,394
      

Total liabilities

   $ 378,450

Minority interest in consolidated subsidiaries

     56

EQUITY CAPITAL

  

Perpetual preferred stock and related surplus

     0

Common stock

     520

Surplus (exclude all surplus related to preferred stock)

     24,711

Retained earnings

     12,231

Accumulated other comprehensive income

     -109

Other equity capital components

     0
      

Total equity capital

     37,353
      

Total liabilities, minority interest, and equity capital

   $ 415,859
      

I, Karen B. Martin, Vice President of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

Karen B. Martin

Vice President

We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true and correct.

 

Dave Hoyt  
John Stumpf   Directors
Avid Modjtabai