accompanying prospectus, except for issue date, issue price and in some cases, the first interest payment date. Additional notes issued in this manner will form a single series with the
previously issued and outstanding notes of such series.
Prior to January 15, 2027 (the 2027 Notes Early Call Date) with respect to the 2027 notes and October 15, 2046 (the
2047 Notes Early Call Date and, together with the 2027 Notes Early Call Date, the Early Call Dates) with respect to the 2047 notes, the respective notes will be redeemable, at our option, at any time in whole, or from time to
time in part, at a price equal to the greater of:
||100% of the principal amount of the notes to be redeemed; or |
||the sum of the present values of the remaining scheduled payments of principal and interest (at the interest rate in effect on the date of calculation of the redemption price) on the notes to be redeemed that would be
due after the related redemption date if such notes matured on the applicable Early Call Date but for such redemption (exclusive of interest accrued to, but excluding, the redemption date) discounted to the redemption date on a semi-annual basis
(assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury Yield plus 30 basis points with respect to the 2027 notes and 40 basis
points with respect to the 2047 notes; |
plus, in either case, accrued and unpaid interest to, but excluding, the redemption
At any time on or after the 2027 Notes Early Call Date with respect to the 2027 notes and the 2047 Notes Early Call Date with
respect to the 2047 notes, the respective notes will be redeemable in whole or in part, at our option, at a redemption price equal to 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but
excluding, the redemption date.
The actual redemption price, calculated as provided below, will be calculated and certified to the
trustee and us by the Independent Investment Banker.
Notes called for redemption become due on the redemption date. Notices of redemption
will be mailed at least 15 but not more than 60 days before the redemption date to each holder of the notes to be redeemed at its registered address. The notice of redemption for the notes will state, among other things, the amount of notes to be
redeemed, the redemption date, the method of calculating the redemption price and each place that payment will be made upon presentation and surrender of notes to be redeemed. Unless we default in payment of the redemption price, interest will cease
to accrue on any notes that have been called for redemption on the redemption date. If less than all of the notes of a series are redeemed at any time, the trustee will select the notes to be redeemed on a pro rata basis, by lot or by any other
method the trustee deems fair and appropriate.
For purposes of determining the redemption price, the following definitions are
Treasury Yield means, with respect to any redemption date applicable to the notes, the rate per annum
equal to the semi-annual equivalent yield to maturity (computed as of the third business day immediately preceding such redemption date) of the Comparable Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage
of its principal amount) equal to the applicable Comparable Treasury Price for such redemption date.