EXHIBIT 25.1
FORM T-1
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF
A CORPORATION DESIGNATED TO ACT AS TRUSTEE
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CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2)
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UNITED STATES TRUST COMPANY OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 18-3818954
(Jurisdiction of incorporation (I.R.S. employer
if not a U.S. national bank) identification No.)
000 Xxxx 00xx Xxxxxx 00000-0000
Xxx Xxxx, XX (Zip Code)
(Address of principal
executive offices)
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AFC Enterprises, Inc.
(Exact name of obligor as specified in its charter)
Minnesota 00-0000000
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
Six Concourse Parkway 30328-5352
Suite 1700 (Zip Code)
Atlanta, GA
(Address of principal executive offices)
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10.25% Senior Subordinated Notes
Due 2007
(Title of the indenture securities)
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EXHIBIT T-1.6
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The consent of the trustee required by Section 321(b) of the Act.
United States Trust Company of New York
000 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
September 1, 1995
Securities and Exchange Commission
000 0xx Xxxxxx, X.X.
Xxxxxxxxxx, XX 00000
Gentlemen:
Pursuant to the provisions of Section 321(b) of the Trust Indenture Act of 1939,
as amended by the Trust Indenture Reform Act of 1990, and subject to the
limitations set forth therein, United States Trust Company of New York ("U.S.
Trust") hereby consents that reports of examinations of U.S. Trust by Federal,
State, Territorial or District authorities may be furnished by such authorities
to the Securities and Exchange Commission upon request therefor.
Very truly yours,
UNITED STATES TRUST COMPANY
OF NEW YORK
By: /S/
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Xxxxxx X. Xxxxx
Senior Vice President
EXHIBIT T-1.7
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UNITED STATES TRUST COMPANY OF NEW YORK
CONSOLIDATED STATEMENT OF CONDITIONS
MARCH 31, 1997
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(IN THOUSANDS)
ASSETS
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Cash Due from Banks.................................................. $ 59,856
Short-Term Investments............................................... 213,333
Securities, Available for Sale....................................... 968,413
Loans................................................................ 1,370,272
Less: Allowance for Credit Losses................................... 13,614
Net Loans..................................................... 1,356,658
Premises and Equipment............................................... 61,183
Other Assets......................................................... 125,988
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TOTAL ASSETS $2,785,381
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LIABILITIES
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Deposits:
Non-Interest Bearing............................................. $ 480,539
Interest Bearing................................................. 1,738,130
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Total Deposits............................................. 2,218,669
Short-Term Credit Facilities......................................... 271,567
Accounts Payable and Accrued Liabilities............................. 131,642
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TOTAL LIABILITIES................................................ $2,621,878
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STOCKHOLDER'S EQUITY
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Common Stock......................................................... 14,995
Capital Surplus...................................................... 42,541
Retained Earnings.................................................... 101,577
Unrealized Gains (Losses) on Securities Available for Sale,
Net of Taxes...................................................... (2,610)
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TOTAL STOCKHOLDER'S EQUITY........................................... 163,503
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TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $2,785,381
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I, Xxxxxxx X. Xxxxxxxxx, Senior Vice President & Comptroller of the named bank
do hereby declare that this Statement of Condition has been prepared in
conformance with the instructions issued by the appropriate regulatory authority
and is true to the best of my knowledge and belief.
Xxxxxxx X. Xxxxxxxxx, SVP & Controller
June 22, 1997
GENERAL
1. GENERAL INFORMATION
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Furnish the following information as to the trustee:
(a) Name and address of each examining or supervising authority to which
it is subject.
Federal Reserve Bank of New York (2nd District), New York, New York
(Board of Governors of the Federal Reserve System)
Federal Deposit Insurance Corporation, Washington, D.C.
New York State Banking Department, Albany, New York
(b) Whether it is authorized to exercise corporate trust powers.
The trustee is authorized to exercise corporate trust powers.
2. AFFILIATIONS WITH THE OBLIGOR
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If the obligor is an affiliate of the trustee, describe each such
affiliation.
None
3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15:
AFC Enterprises, Inc. currently is not in default under any of its
outstanding securities for which United States Trust Company of New York is
Trustee. Accordingly, responses to Items 3, 4, 5, 6, 7, 8, 9, 10, 11, 12,
13, 14 and 15 of Form T-1 are not required under General Instruction B.
16. LIST OF EXHIBITS
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T-1.1 -- Organization Certificate, as amended, issued by the State of New
York Banking Department to transact business as a Trust Company, is
incorporated by reference to Exhibit T-1.1 to Form T-1 filed on
September 15, 1995 with the Commission pursuant to the Trust
Indenture Act of 1939, as amended by the Trust Indenture Reform Act
of 1990 (Registration No. 33-97056).
T-1.2 -- Included in Exhibit T-1.1.
T-1.3 -- Included in Exhibit T-1.1.
16. LIST OF EXHIBITS
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T-1.4 -- The By-Laws of United States Trust Company of New York, as amended,
is incorporated by reference to Exhibit T-1.4 to Form T-1 filed on
September 15, 1995 with the Commission pursuant to the Trust
Indenture Act of 1939, as amended by the Trust Indenture Reform Act
of 1990 (Registration No. 33-97056).
T-1.6 -- The consent of the trustee required by Section 321(b) of the Trust
Indenture Act of 1939, as amended by the Trust Indenture Reform Act
of 1990.
T-1.78-- A copy of the latest report of condition of the trustee pursuant
to law or the requirements of its supervising or examining
authority.
NOTE
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As of August 1, 1997, the trustee had 2,999,020 shares of Common Stock
outstanding, all of which are owned by its parent company, U.S. Trust
Corporation. The term "trustee" in Item 2, refers to each of United States
Trust Company of New York and its parent company, U.S. Trust Corporation.
In answering Item 2 in this statement of eligibility as to matters peculiarly
within the knowledge of the obligor or its directors, the trustee has relied
upon information furnished to it by the obligor and will rely on information to
be furnished by the obligor and the trustee disclaims responsibility for the
accuracy or completeness of such information.
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Pursuant to the requirements of the Trust Indenture Act of 0000, xxx xxxxxxx,
Xxxxxx Xxxxxx Trust Company 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 1st day
of August, 1997.
UNITED STATES TRUST COMPANY
OF NEW YORK, Trustee
By: /s/
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Assistant Vice President
