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KKR Real Estate Finance Trust (KREF)

Filed: 22 Dec 21, 5:27pm

Exhibit 25.2
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)           |__|



THE BANK OF NEW YORK MELLON
 TRUST COMPANY, N.A.
 (Exact name of trustee as specified in its charter)
 
 
 
(Jurisdiction of incorporation
if not a U.S. national bank)
 
95-3571558
(I.R.S. employer
identification no.)
    
 
400 South Hope Street
Suite 500
Los Angeles, California
(Address of principal executive offices)
 
 
 
90071
(Zip code)

 
 
KKR Real Estate Finance Trust Inc.
 (Exact name of obligor as specified in its charter)
 
 
Maryland
(State or other jurisdiction of
incorporation or organization)
 
47-2009094
(I.R.S. employer
identification no.)
    
 
30 Hudson Yards, Suite 7500
New York, New York
(Address of principal executive offices)
 
 
10001
(Zip code)
    

 

Subordinated 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.
 
NameAddress
Comptroller of the Currency
United States Department of the Treasury
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").
 

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).
 
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4.
A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-229762).
 

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.
 
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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 20th day of December, 2021.
 
 
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
  
 By:/s/          Ann Dolezal
  
Name:   Ann Dolezal
  Title:     Vice President

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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 September 30, 2021, published in accordance with Federal regulatory authority instructions.

  
Dollar amounts
in thousands
   
ASSETS
  
   
Cash and balances due from  
depository institutions:  
Noninterest-bearing balances and currency and coin

3,451
Interest-bearing balances 401,237
Securities:  
Held-to-maturity securities  0
Available-for-sale debt securities 51,411
Equity securities with readily determinable fair values not held for trading
 0
Federal funds sold and securities  
purchased under agreements to resell:  
Federal funds sold in domestic offices 0
Securities purchased under agreements to resell 0
Loans and lease financing receivables:  
Loans and leases held for sale 0
Loans and leases, held for investment
0
 
LESS: Allowance for loan and
lease losses
  
0
 
Loans and leases held for investment,
net of allowance
  
0
 
Trading assets

0
Premises and fixed assets (including capitalized leases)
 20,136
Other real estate owned 0
Investments in unconsolidated subsidiaries and associated companies
 0
Direct and indirect investments in real estate ventures
 0
Intangible assets
 856,313
Other assets 90,056
   
Total assets $1,422,604

1

LIABILITIES
  
   
Deposits:
  
In domestic offices 749
Noninterest-bearing749

Interest-bearing0

   
Federal funds purchased and securities
  
sold under agreements to repurchase:  
Federal funds purchased in domestic offices 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
 269,306
Total liabilities
 270,055
Not applicable
  
   
EQUITY CAPITAL
  
   
Perpetual preferred stock and related surplus
 0
Common stock
 1,000
Surplus (exclude all surplus related to preferred stock)
 324,707
Not available
  
   Retained earnings
 826,156
   Accumulated other comprehensive income
 686
Other equity capital components
 0
Not available
  
    Total bank equity capital
 1,152,549
    Noncontrolling (minority) interests in consolidated subsidiaries
 0
Total equity capital
 1,152,549
Total liabilities and equity capital
 1,422,604

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
)
 
 
Michael P. Scott, Managing Director
)
Directors (Trustees)
 
Kevin P. Caffrey, Managing Director
)
 


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