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Share Name | Share Symbol | Market | Type |
---|---|---|---|
B and G Foods Inc | NYSE:BGS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.01 | -0.09% | 11.39 | 11.68 | 11.24 | 11.60 | 651,346 | 01:00:00 |
Registration No. 333-212975
UNITED STATES
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)
x
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
(Exact name of trustee as specified in its charter)
|
|
95-3571558 |
(Jurisdiction of incorporation
|
|
(I.R.S. employer
|
|
|
|
400 South Hope Street
|
|
90071 |
(Address of principal executive offices) |
|
(Zip code) |
B&G FOODS, INC.
(Exact name of obligor as specified in its charter)
Delaware |
|
13-3918742 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
B&G Foods North America, Inc.
(Exact name of obligor as specified in its charter)
Delaware |
|
22-3640377 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
B&G Foods Snacks, Inc.
(Exact name of obligor as specified in its charter)
Delaware |
|
46-1040154 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
Bear Creek Country Kitchens, LLC
(Exact name of obligor as specified in its charter)
Delaware |
|
52-2409215 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
Pirate Brands, LLC
(Exact name of obligor as specified in its charter)
Delaware |
|
26-2600634 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
Spartan Foods of America, Inc.
(Exact name of obligor as specified in its charter)
Delaware |
|
27-1442631 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
Victoria Fine Foods, LLC
(Exact name of obligor as specified in its charter)
Delaware |
|
27-4481075 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
William Underwood Company
(Exact name of obligor as specified in its charter)
Massachusetts |
|
04-1919830 |
(State or other jurisdiction of
|
|
(I.R.S. employer
|
|
|
|
Four Gatehall Drive
|
|
07054 |
(Address of principal executive offices) |
|
(Zip code) |
Debt Securities
and Guarantees of Debt Securities
(Title of the indenture securities)
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 |
Comptroller of the Currency
|
|
Washington, DC 20219 |
|
|
|
Federal Reserve Bank |
|
San Francisco, CA 94105 |
|
|
|
Federal Deposit Insurance Corporation |
|
Washington, DC 20429 |
(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 articles of association of The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152875).
2. A copy of certificate of authority of the trustee to commence business. (Exhibit 2 to Form T-1 filed with Registration Statement No. 333-121948).
3. A copy of the authorization of the trustee to exercise corporate trust powers (Exhibit 3 to Form T-1 filed with Registration Statement No. 333-152875).
4. A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-162713).
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. 333-152875).
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.
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon Trust Company, N.A., a 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 Chicago, and State of Illinois, on the 29 th day of March, 2017.
|
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. |
||
|
|
||
|
By: |
/s/ |
R. Tarnas |
|
|
Name: |
R. Tarnas |
|
|
Title: |
Vice President |
EXHIBIT 7
Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
of 400 South Hope Street, Suite 500, Los Angeles, CA 90071
At the close of business December 31, 2016, published in accordance with Federal regulatory authority instructions.
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
Deposits: |
|
|
|
|
|
In domestic offices |
|
|
|
616 |
|
Noninterest-bearing |
|
616 |
|
|
|
Interest-bearing |
|
0 |
|
|
|
Not applicable |
|
|
|
|
|
Federal funds purchased and securities sold under agreements to repurchase: |
|
|
|
|
|
Federal funds purchased |
|
|
|
0 |
|
Securities sold under agreements to repurchase |
|
|
|
0 |
|
Trading liabilities |
|
|
|
0 |
|
Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases) |
|
|
|
0 |
|
Not applicable |
|
|
|
|
|
Not applicable |
|
|
|
|
|
Subordinated notes and debentures |
|
|
|
0 |
|
Other liabilities |
|
|
|
292,769 |
|
Total liabilities |
|
|
|
293,385 |
|
Not applicable |
|
|
|
|
|
|
|
|
|
|
|
EQUITY CAPITAL |
|
|
|
|
|
|
|
|
|
|
|
Perpetual preferred stock and related surplus |
|
|
|
0 |
|
Common stock |
|
|
|
1,000 |
|
Surplus (exclude all surplus related to preferred stock) |
|
|
|
1,122,729 |
|
Not available |
|
|
|
|
|
Retained earnings |
|
|
|
690,002 |
|
Accumulated other comprehensive income |
|
|
|
-1,106 |
|
Other equity capital components |
|
|
|
0 |
|
Not available |
|
|
|
|
|
Total bank equity capital |
|
|
|
1,812,625 |
|
Noncontrolling (minority) interests in consolidated subsidiaries |
|
|
|
0 |
|
Total equity capital |
|
|
|
1,812,625 |
|
Total liabilities and equity capital |
|
|
|
2,106,010 |
|
I, Matthew J. McNulty, CFO of the above-named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and belief.
Matthew J. McNulty ) CFO
We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date 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.
Antonio I. Portuondo, President |
) |
|
William D. Lindelof, Director |
) |
Directors (Trustees) |
Alphonse J. Briand, Director |
) |
|
1 Year B and G Foods Chart |
1 Month B and G Foods Chart |
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