The Notes will be redeemable at the Issuers option, in whole at any time or in part from time to time, on or after August 6, 2017,
upon at least 10 business days but not more than 60 calendar days prior written notice, at a redemption price equal to the greater of:
(i) 100% of the principal amount of the Notes to be redeemed; or
(ii) as determined
by the quotation agent described below, the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed, not including interest accrued to, but excluding, the redemption date, discounted to the
redemption date on a semi-annual basis (assuming a 365-day year) at the Australian Treasury Bond Rate plus 30 basis points,
plus, in either case of (i) or (ii) above, accrued and unpaid interest on the principal amount of the Notes being redeemed to, but excluding, the redemption
date.
Notwithstanding the foregoing, any interest on the Notes being redeemed that is
due and payable on an Interest Payment Date falling on or prior to a redemption date for such Notes will be payable on such Interest Payment Date to holders of such Notes being redeemed as of the close of business on the relevant record date
according to the terms of such Notes and the governing indenture.
Australian
Treasury Bond Rate
will be determined by the quotation agent and means, with respect to any redemption date,
(a) the rate per annum equal to the equivalent yield to maturity as of such date of the Comparable Australian Treasury Bond, assuming a price for the
Comparable Australian Treasury Bond (expressed as a percentage of its principal amount) equal to the Comparable Australian Treasury Bond Price for such redemption date, where:
(i)
Comparable Australian Treasury Bond
means the Australian Commonwealth Government Treasury security selected by a Reference Australian
Treasury Bond Dealer as having a fixed maturity most nearly equal to the period from such redemption date to the Maturity Date, and that would be utilized at the time of selection and in accordance with customary financial practice in pricing new
issues of Australian Dollar-denominated corporate debt securities in a principal amount approximately equal to the then outstanding principal amount of the Notes and of a comparable maturity most nearly equal to the remaining maturity of the Notes;
provided, however, that, if the period from such redemption date to the Maturity Date is less than one year, a fixed maturity of one year shall be used;
(ii)
Comparable Australian Treasury Bond Price
means, with respect to any redemption date, the average of all Reference Australian Treasury
Bond Dealer Quotations for such date (which, in
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