EX-25 9 dex25.htm STATEMENT OF ELIGIBILITY OF TRUSTEE Statement of Eligibility of Trustee

EXHIBIT 25


 

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 J. Ganss

U.S. Bank National Association

One Federal Street

Boston, MA 02110

(617) 603-6568

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

 

Nabi Biopharmaceuticals

(Issuer with respect to the Securities)

 

Delaware   59-1212264
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)

 

5800 Park of Commerce Blvd. N.W.

Boca Raton, FL

  33487
(Address of Principal Executive Offices)   (Zip Code)

 

Nabi Biopharmaceuticals 2.875% Convertible 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.*

 

  3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*

 

  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, 2004, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

 

* Incorporated by reference to Registration Number 333-67188.

 


 

NOTE

 

The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligor. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor.

 

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 to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Boston, Commonwealth of Massachusetts on the 25th of May, 2005.

 

U.S. BANK NATIONAL ASSOCIATION
By:   /s/    DAVID J. GANSS  
        David J. Ganss
   

Title:

  Assistant Vice President

 

By:   /s/    EARL DENNISON  
   

Attest:

  Earl Dennison
   

Title:

  Vice President

 


 

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: May 5, 2005

 

U.S. BANK NATIONAL ASSOCIATION
By:   /s/    DAVID J. GANSS        
        David J. Ganss
   

Title:

  Assistant Vice President

 

By:   /s/    EARL DENNISON        
   

Attest:

  Earl Dennison
   

Title:

  Vice President

 


 

Exhibit 7

 

U.S. Bank National Association

Statement of Financial Condition

As of 12/31/2004

 

($000’s)

 

     12/31/2004

Assets

      

Cash and Due From Depository Institutions

   $ 6,340,324

Federal Reserve Stock

     0

Securities

     41,160,517

Federal Funds

     2,727,496

Loans & Lease Financing Receivables

     122,755,374

Fixed Assets

     1,791,705

Intangible Assets

     10,104,022

Other Assets

     9,557,200
    

Total Assets

   $ 194,436,638

Liabilities

      

Deposits

   $ 128,301,617

Fed Funds

     8,226,759

Treasury Demand Notes

     0

Trading Liabilities

     156,654

Other Borrowed Money

     25,478,470

Acceptances

     94,553

Subordinated Notes and Debentures

     6,386,971

Other Liabilities

     5,910,141
    

Total Liabilities

   $ 174,555,165

Equity

      

Minority Interest in Subsidiaries

   $ 1,016,160

Common and Preferred Stock

     18,200

Surplus

     11,792,288

Undivided Profits

     7,054,825
    

Total Equity Capital

   $ 19,881,473

Total Liabilities and Equity Capital

   $ 194,436,638

To the best of the undersigned’s determination, as of the date hereof, the above financial information is true and correct.

 

U.S. Bank National Association
By:   /s/    DAVID J. GANSS  
   

Title:

  Assistant Vice President

 

Date: May 25, 2005