Exhibit (d)(4)

 

 

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

 

 

o 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)

 

 

 

Wells Fargo & Company
Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

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

 

 

Owl Rock Capital Corporation

(Exact name of obligor as specified in its charter)

 

 

 

 

 

Debt Securities

(Title of 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.

 

Federal Deposit Insurance Corporation

Washington, D.C.

 

Federal Reserve Bank of San Francisco

San Francisco, California 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.

 

Exhibit 1.                                            A copy of the Articles of Association of the trustee as 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.                                            Not applicable.

 

Exhibit 6.                                            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.                                            Not applicable.

 

Exhibit 9.                                            Not applicable.

 

 

*      Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit to the Filing 305B2 dated March 13, 2015 of Navient Funding, LLC and Navient Credit Funding, LLC, file number 333-190926.

 

 

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 Atlanta and State of Georgia on the 20th day of September, 2019.

 

	WELLS FARGO BANK, NATIONAL ASSOCIATION
	/s/ Stefan Victory
	Stefan Victory
	Vice President

 

 

EXHIBIT 6

 

September 20, 2019

 

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 therefor.

 

	Very truly yours,
	WELLS FARGO BANK, NATIONAL ASSOCIATION
	/s/ Stefan Victory
	Stefan Victory
	Vice President

 

 

Exhibit 7

 

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, 2019, 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				$	20,317
Interest-bearing balances				142,689
Securities:
Held-to-maturity securities				145,787
Available-for-sale securities				251,429
Equity Securities with readily determinable fair value not held for trading				69
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices				68
Securities purchased under agreements to resell				55,111
Loans and lease financing receivables:
Loans and leases held for sale				16,171
Loans and leases, net of unearned income		913,117
LESS: Allowance for loan and lease losses		9,418
Loans and leases, net of unearned income and allowance				903,699
Trading Assets				48,804
Premises and fixed assets (including capitalized leases)				11,940
Other real estate owned				372
Investments in unconsolidated subsidiaries and associated companies				13,025
Direct and indirect investments in real estate ventures				110
Intangible assets				36,665
Other assets				53,586
Total assets				$	1,699,842
LIABILITIES
Deposits:
In domestic offices				$	1,291,135
Noninterest-bearing		394,107
Interest-bearing		897,028
In foreign offices, Edge and Agreement subsidiaries, and IBFs				55,048
Noninterest-bearing		1,124
Interest-bearing		53,924
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices				2,901
Securities sold under agreements to repurchase				4,810

 

 

				Dollar Amounts
				In Millions
Trading liabilities Other borrowed money Other borrowed money				9,936
Other borrowed money (Includes mortgage indebtedness and obligations under capitalized leases)				125,064
Subordinated notes and debentures				11,952
Other liabilities				29,918
Total liabilities				$	1,530,764
EQUITY CAPITAL
Perpetual preferred stock and related surplus				0
Common stock				519
Surplus (exclude all surplus related to preferred stock)				114,628
Retained earnings				53,466
Accumulated other comprehensive income				146
Other equity capital components				0
Total bank equity capital				168,759
Noncontrolling (minority) interests in consolidated subsidiaries				319
Total equity capital				169,078
Total liabilities, and equity capital				$	1,699,842

 

I, John R. Shrewsberry, Sr. EVP & CFO 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.

 

	John R. Shrewsberry
	Sr. EVP & CFO

 

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.

 

Directors
James H. Quigley
Theodore F. Craver, Jr.
Juan A. Pujadas