EX-25.1 12 dex251.htm STATEMENT OF ELIGIBILITY OF TRUSTEE ON FORM T-1 Statement of eligibility of Trustee on Form T-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)  ¨

 


THE BANK OF NEW YORK

(Exact name of trustee as specified in its charter)

 

New York   13-5160382

(State of incorporation

if not a U.S. national bank)

 

(I.R.S. employer

identification no.)

 

One Wall Street, New York, N.Y.   10286
(Address of principal executive offices)   (Zip code)

 


Etablissements Delhaize Frères et Cie “Le Lion” (Groupe Delhaize)

(Exact name of obligor as specified in its charter)**

Delhaize Brothers and Co. “The Lion” (Delhaize Group)

(Translation of obligor’s name into English)

** The obligor’s charter (articles of association) specifies the obligor’s name in French, Dutch and English.

 

Belgium   98-0226019

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

 

Square Marie Curie 40

1070 Brussels

Belgium

 
(Address of principal executive offices)   (Zip code)


Delhaize America, Inc.

(Exact name of obligor as specified in its charter)

 

North Carolina   56-0660192

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

P.O. Box 1330

2110 Executive Drive

Salisbury, North Carolina

  28145-1330
(Address of principal executive offices)   (Zip code)

 


Food Lion, LLC

(Exact name of obligor as specified in its charter)

 

North Carolina   56-2173154

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

P.O. Box 1330

2110 Executive Drive

Salisbury, North Carolina

  28145-1330
(Address of principal executive offices)   (Zip code)

 


Hannaford Bros. Co.

(Exact name of obligor as specified in its charter)

 

Maine   01-0085930

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 

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Kash n’ Karry Food Stores, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware   95-4161591

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

3801 Sugar Palm Drive

Tampa, Florida

  33619
(Address of principal executive offices)   (Zip code)

 


FL Food Lion, Inc.

(Exact name of obligor as specified in its charter)

 

Florida   56-2051565

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

P.O. Box 1330

2110 Executive Drive

Salisbury, North Carolina

  28145-1330
(Address of principal executive offices)   (Zip code)

 


Risk Management Services, Inc.

(Exact name of obligor as specified in its charter)

 

North Carolina   55-0660192

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

P.O. Box 1330

2110 Executive Drive

Salisbury, North Carolina

  28145-1330
(Address of principal executive offices)   (Zip code)

 

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Hannbro Company

(Exact name of obligor as specified in its charter)

 

Maine   01-0531895

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


Martin’s Foods of South Burlington, Inc.

(Exact name of obligor as specified in its charter)

 

Vermont   03-0222879

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


Shop ‘n Save-Mass., Inc.

(Exact name of obligor as specified in its charter)

 

Massachusetts   04-3022931

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 

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Hannaford Procurement Corp.

(Exact name of obligor as specified in its charter)

 

Maine   01-0512080

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


Boney Wilson & Sons, Inc.

(Exact name of obligor as specified in its charter)

 

North Carolina   56-0709778

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


J.H. Harvey Co., LLC

(Exact name of obligor as specified in its charter)

 

Georgia   05-0582869

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

P.O. Box 1330

2110 Executive Drive

Salisbury, North Carolina

  28145-1330
(Address of principal executive offices)   (Zip code)

 

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Hannaford Licensing Corp.

(Exact name of obligor as specified in its charter)

 

Maine   01-0512079

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


Victory Distributors, Inc.

(Exact name of obligor as specified in its charter)

 

Massachusetts   04-2440100

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. employer

identification no.)

145 Pleasant Hill Road

Scarborough, Maine

  04074
(Address of principal executive offices)   (Zip code)

 


6.50% Senior Notes due 2017

(Title of the indenture securities)

 


 

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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.

 

Name

 

Address

Superintendent of Banks of the State of New York   One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223
Federal Reserve Bank of New York   33 Liberty Street, New York, N.Y. 10045
Federal Deposit Insurance Corporation   Washington, D.C. 20429
New York Clearing House Association   New York, New York 10005

 

  (b) Whether it is authorized to exercise corporate trust powers.

Yes.

 

2. Affiliations with Obligor.

If the obligor is an affiliate of the trustee, describe each such affiliation.

None.

 

16. List of Exhibits.

Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the “Act”) and 17 C.F.R. 229.10(d).

 

  1. A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195.)

 

  4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-121195.)

 

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  6. The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 333-106702.)

 

  7. A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.

 

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SIGNATURE

Pursuant to the requirements of the Act, the Trustee, The Bank of New York, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in The City of New York, and State of New York, on the 10th day of August, 2007.

 

THE BANK OF NEW YORK
By:  

/s/ Jason Blondell

Name:   JASON BLONDELL
Title:   ASSISTANT VICE PRESIDENT

 

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EXHIBIT 7

Consolidated Report of Condition of

THE BANK OF NEW YORK

of One Wall Street, New York, N.Y. 10286

And Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System, at the close of business June 30, 2007, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.

 

     Dollar Amounts
In Thousands

ASSETS

  

Cash and balances due from depository institutions:

  

Noninterest-bearing balances and currency and coin

   2,729,000

Interest-bearing balances

   20,956,000

Securities:

  

Held-to-maturity securities

   1,416,000

Available-for-sale securities

   24,732,000

Federal funds sold and securities purchased under agreements to resell:

  

Federal funds sold in domestic offices

   10,454,000

Securities purchased under agreements to resell

   157,000

Loans and lease financing receivables:

  

Loans and leases held for sale

   0

Loans and leases, net of unearned income

   31,260,000

LESS: Allowance for loan and lease losses

   281,000

Loans and leases, net of unearned income and allowance

   30,979,000

Trading assets

   2,764,000

Premises and fixed assets (including capitalized leases)

   884,000

Other real estate owned

   2,000

Investments in unconsolidated subsidiaries and associated companies

   284,000

Not applicable

  

Intangible assets:

  

Goodwill

   2,713,000

Other intangible assets

   950,000

Other assets

   9,137,000
    

Total assets

   108,157,000
    

 

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LIABILITIES

  

Deposits:

  

In domestic offices

   29,601,000

Noninterest-bearing

   18,755,000

Interest-bearing

   10,846,000

In foreign offices, Edge and Agreement subsidiaries, and IBFs

   53,217,000

Noninterest-bearing

   1,965,000

Interest-bearing

   51,252,000

Federal funds purchased and securities sold under agreements to repurchase:

  

Federal funds purchased in domestic offices

   1,454,000

Securities sold under agreements to repurchase

   101,000

Trading liabilities

   2,565,000

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

   3,890,000

Not applicable

  

Not applicable

  

Subordinated notes and debentures

   2,261,000

Other liabilities

   6,362,000
    

Total liabilities

   99,451,000
    

Minority interest in consolidated subsidiaries

   155,000

EQUITY CAPITAL

  

Perpetual preferred stock and related surplus

   0

Common stock

   1,135,000

Surplus (exclude all surplus related to preferred stock)

   2,148,000

Retained earnings

   5,676,000

Accumulated other comprehensive income

   -408,000

Other equity capital components

   0

Total equity capital

   8,551,000
    

Total liabilities, minority interest, and equity capital

   108,157,000
    

 

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I, Thomas P. Gibbons, Chief Financial Officer of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.

 

Thomas P. Gibbons,
Chief Financial Officer

We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. We 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 and is true and correct.

 

Thomas A. Renyi           
Gerald L. Hassell        

Directors

  
Catherine A. Rein           
          

 

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