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)
U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
31-0841368
I.R.S. Employer Identification No.
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800 Nicollet Mall
Minneapolis, Minnesota
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55402
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(Address of principal executive offices)
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(Zip Code)
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Robert P. Pavlovic
U.S. Bank National Association
225 West Station Square Drive, Suite 380
Pittsburgh, PA 15219
(412) 552-2140
(Name, address and telephone number of agent for service)
WABTEC TRANSPORTATION NETHERLANDS B.V.
(Issuer with respect to the Securities)
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The Netherlands
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Not Applicable
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Darwinstraat 10, 6718 XR
Ede, the Netherlands
+31 (0) 88 600 4500
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(Address of Principal Executive Offices)
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(Zip Code)
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Debt Securities
(Title of the Indenture Securities)
ADDITIONAL REGISTRANTS
(as Guarantors)
The following is guarantor of the new notes and are co-registrants:
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Exact Name of Registrant as Specified in its Charter
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State of Incorporation or Organization
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I.R.S. Employer Identification Number
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. Westinghouse Air Brake Technologies Corporation
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Delaware
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25-1615902
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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.
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Comptroller of the Currency
Washington, D.C.
| b) |
Whether it is authorized to exercise corporate trust powers.
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Yes
Item 2. AFFILIATIONS WITH THE 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.
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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.*
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| 2. |
A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.
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| 3. |
A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
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| 4. |
A copy of the existing bylaws of the Trustee.**
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| 5. |
A copy of each Indenture referred to in Item 4. Not applicable.
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| 6. |
The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.
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| 7. |
Report of Condition of the Trustee as of December 31, 2020 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.
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* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.
** Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014.
1
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 and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Pittsburgh, Commonwealth of
Pennsylvania on the 19th of May, 2021.
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By:
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/s/ Robert P. Pavlovic
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Robert P. Pavlovic
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Vice President
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2
Exhibit 2
3
Exhibit 3
4
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 19, 2021
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By:
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/s/ Robert P. Pavlovic
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Robert P. Pavlovic
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Vice President
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5
Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 12/31/2020
($000’s)
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12/31/2020
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Assets
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Cash and Balances Due From Depository Institutions
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$
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62,424,852
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Securities
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135,372,305
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Federal Funds
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149
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Loans & Lease Financing Receivables
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299,153,643
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Fixed Assets
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7,454,095
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Intangible Assets
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12,786,750
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Other Assets
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27,582,366
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Total Assets
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$
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544,774,160
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Liabilities
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Deposits
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$
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442,835,836
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Fed Funds
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1,175,229
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Treasury Demand Notes
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0
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Trading Liabilities
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1,036,903
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Other Borrowed Money
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27,992,840
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Acceptances
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0
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Subordinated Notes and Debentures
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3,850,000
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Other Liabilities
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14,494,315
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Total Liabilities
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$
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491,385,123
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Equity
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Common and Preferred Stock
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18,200
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Surplus
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14,266,915
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Undivided Profits
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38,303,599
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Minority Interest in Subsidiaries
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800,323
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Total Equity Capital
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$
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53,389,037
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Total Liabilities and Equity Capital
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$
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544,774,160
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