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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 5
TO
FORM T-3
APPLICATION FOR QUALIFICATION OF INDENTURE
UNDER THE TRUST INDENTURE ACT OF 1939
SLM INTERNATIONAL, INC.
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(Name of applicant)
c/o Maska U.S., Inc.
77 Route 25
Pierson Industrial Park
Bradford, VT 05033
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(Address of principal executive offices)
SECURITIES TO BE ISSUED UNDER THE INDENTURE
TO BE QUALIFIED:
TITLE OF CLASS AMOUNT
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14% Senior Secured Notes due April 1, 2004 $29,500,000(*)
Approximate date of proposed public offering: As soon as practicable after this
application for qualification becomes effective.
Name and address of agent for service: With a copy to:
D. Bruce Randall, Esq. David W. Pollak, Esq.
SLM International, Inc. Morgan, Lewis & Bockius LLP
c/o Maska U.S., Inc. 101 Park Avenue
77 Route 25 New York, NY 10178
Pierson Industrial Park
Bradford, VT 05033
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(*) The amount to be qualified shall include the initial $29,500,000 in
principal amount to be issued, along with additional amounts of 14% Senior
Secured Notes due April 1, 2004 issued as interest payments. Under the
Indenture to be qualified, the first interest payment and (subject to
certain restrictions) up to 4% per annum of interest thereafter may be
payable by the issuance of additional Senior Secured Notes.
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The obligor hereby amends this application for qualification on such date
or dates as may be necessary to delay its effectiveness until (i) the 20th day
after the filing of an amendment which specifically states that it shall
supersede this application, or (ii) such date as the Commission, acting pursuant
to Section 307(c) of the Act, may determine upon the written request of the
obligor.
Contents of Application for Qualification.
This application for qualification comprises:
(a) Pages numbered 1 through 4, consecutively.
(b) The following exhibits:
*T3A Amended and Restated Certificate of Amendment of SLM
International, Inc., effective upon the consummation of
the Transactions.
*T3B Amended and Restated By-laws of SLM International, Inc.,
effective upon the consummation of the Transactions.
T3C Indenture, dated as of April 1, 1997, among SLM
International, Inc., the Guarantors named therein and The
Bank of New York, as Trustee, relating to the Senior
Secured Notes. (Incorporated by reference to Exhibit 4.1
of the Company's Form 10K for the fiscal year ended
December 31, 1996 filed with the Securities and Exchange
Commission on April 15, 1997.)
*T3F Cross-reference sheet (included as part of Exhibit T3C).
*T3G Form T-1 of The Bank of New York.
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* Previously filed.
2
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SIGNATURES
Pursuant to the requirements of the Trust Indenture Act of 1939, the
applicant, SLM International, Inc., a corporation organized and existing under
the laws of the State of Delaware, has duly caused this Amendment No. 5 to Form
T-3 to be signed on its behalf by the undersigned, thereunto duly authorized,
and its seal to be hereunto affixed and attested, all in the City of St.
Laurent, and the Province of Quebec, Canada, on the 18th day of April, 1997.
SLM INTERNATIONAL, INC.
By: /s/ RUSSELL J. DAVID
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Name: Russell J. David
Title: Vice President - Finance
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EXHIBIT INDEX
Document Page Number
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*T3A Amended and Restated Certificate of Incorporation of SLM
International, Inc., effective upon the consummation of
the Transactions.
*T3B Amended and Restated By-laws of SLM International, Inc.,
effective upon the consummation of the Transactions.
T3C Indenture, dated as of April 1, 1997, among SLM
International, Inc., the Guarantors named therein and
The Bank of New York, as Trustee, relating to the Senior
Secured Notes. (Incorporated by reference to Exhibit 4.1
of the Company's Form 10K for the fiscal year ended
December 31, 1996 filed with the Securities and Exchange
Commission on April 15, 1997.)
*T3F Cross-reference sheet (included as part of Exhibit T3C).
*T3G Form T-1 of The Bank of New York.
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* Previously filed.
