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At any time prior to May 1, 2024, we may redeem up to 40% of the original aggregate principal amount of the Notes (calculated after giving effect to any issuance of additional Notes) in an amount not to exceed the amount of
proceeds of one or more equity offerings, at a price equal to 104.250% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, provided that at least 50% of the original aggregate principal
amount of the Notes (calculated after giving effect to any issuance of additional Notes) issued remains outstanding after the redemption.
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Settlement Date:
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May 13, 2021 (T+10)
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CUSIP/ISIN:
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235825AH9 / US235825AH97
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Underwriting Discount:
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1.000%
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Proceeds to Company
(before expenses):
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$396,000,000
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Use of Proceeds:
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The Issuer intends to allocate an amount at least equal to the net proceeds from this offering to finance or refinance, in whole or in part, recently completed or future Eligible Green Projects.
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Green Structuring Advisor and Joint Book Running Manager:
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Citigroup Global Markets Inc.
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Joint Book Running Managers:
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Barclays Capital Inc.
BMO Capital Markets Corp.
BofA Securities, Inc.
Credit Suisse Securities (USA) LLC
Goldman Sachs & Co. LLC
J.P. Morgan Securities LLC
Mizuho Securities USA LLC
RBC Capital
Markets, LLC
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Co-Managers:
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Citizens Capital Markets, Inc.
Fifth Third Securities, Inc.
KeyBanc Capital Markets Inc.
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*
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A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or
withdrawal at any time.
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If any information contained in this Pricing Term Sheet is inconsistent with information contained in the
Preliminary Prospectus Supplement and the accompanying base prospectus, the terms of this Pricing Term Sheet shall govern. Capitalized terms used but not otherwise defined in this Pricing Term Sheet shall have the meanings assigned to them in the
Preliminary Prospectus Supplement.
The Issuer has filed a registration statement (including a prospectus and a related preliminary prospectus supplement)
with the Securities and Exchange Commission (the SEC) relating to this offering. Before you invest, you should read the Preliminary Prospectus Supplement, the accompanying base prospectus and other documents the Issuer has filed
with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, copies may be obtained from Citigroup Global Markets Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department, by calling
1-800-831-9146 or by emailing prospectus@citi.com; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island
Avenue, Edgewood, NY 11717, by calling 1-888-603-5847 or by emailing barclaysprospectus@broadridge.com; BMO Capital Markets
Corp., 3 Times Square, 25th Floor, New York, NY 10036, Attention: High Yield Capital Markets, by calling 1-212-702-1882; BofA
Securities, Inc. NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte NC 28255-0001, Attention: Prospectus Department,
by emailing dg.prospectus_requests@bofa.com, by calling 1-800-294- 1322; Credit Suisse Securities (USA) LLC, Eleven Madison
Avenue, 3rd Floor, New York, NY 10010, Attention: Prospectus Department, by calling 1-800-221-1037 or by emailing
ecm.prospectus@credit- suisse.com; Goldman Sachs & Co. LLC, 200 West Street, New York, NY 10282, Attention: Prospectus Department, by calling
1-866-471-2526, by faxing 212-902-9316 or by
emailing prospectus- ny@ny.email.gs.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department, by calling 1-866-803-9204; Mizuho Securities USA LLC, 1271 Avenue of the Americas, New York, NY 10020, Attention: Debt Capital Markets Syndicate, by calling 1-866-271-7403; and RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY 10281, Attention: Leveraged Capital Markets, by
calling 1-877-280-1299.
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