DESCRIPTION OF NOTES
The following description of the particular terms of the % Notes due
(the Notes), % Notes due
(the Notes), the % Notes due
(the Notes), the % Notes due
(the Notes), and the % Notes
due (the Notes, and together with the
Notes, the Notes, the
Notes and the Notes, the Notes) offered hereby supplements the description of the general terms and provisions of the Debt Securities included in the
accompanying prospectus. The following summary of the Notes is qualified in its entirety by reference in the accompanying prospectus to the description of the indenture (the Indenture) to be entered into between the Company and The Bank
of New York Mellon Trust Company, N.A., as trustee.
General
The Notes will mature on
, , the Notes will mature on
, , the Notes will mature on
, , the Notes will mature on
, , and the Notes will mature on
, . The Notes will constitute part of the senior debt of the Company and will rank pari passu with all other unsecured and
unsubordinated indebtedness of the Company. The Notes will be issued in fully registered form only, in denominations of $2,000 and integral multiples of $1,000 in excess thereof. Principal of and interest on the Notes will be payable, and the
transfer of Notes will be registerable, through DTC, as described below.
The Notes will
bear interest at the annual rate of %, the Notes will bear interest at the annual rate of %, the
Notes will bear interest at the annual rate of %, the
Notes will bear interest at the annual rate of % and the Notes will bear interest at the annual rate of
%. Interest on the Notes will accrue from the date of issuance and be payable semi-annually on and
commencing on , 2020, to the persons in whose names such Notes are registered at
the close of business on the and immediately preceding the corresponding interest payment date.
Interest payable at the maturity of the Notes will be payable to registered holders of the Notes to whom principal is payable. Interest will
be computed on the basis of a 360-day year of twelve 30-day months.
If any interest payment date falls on a day that is not a Business Day (as defined below), the interest payment will be postponed to the next
day that is a Business Day, and no interest on such payment will accrue for the period from and after such interest payment date. If the maturity date of the Notes falls on a day that is not a Business Day, the payment of interest and principal
shall be made on the next succeeding Business Day, and no interest on such payment will accrue for the period from and after the maturity date.
Interest payments for the Notes will include accrued interest from and including the date of issue or from and including the last date in
respect of which interest has been paid, as the case may be, to but excluding the interest payment date or the date of maturity, as the case may be.
Each series of Notes will constitute separate series of Debt Securities under the Indenture.
The Company may, without the consent of the holders of a series of Notes, issue additional Notes having the same ranking and the same interest
rate, maturity and other terms (except for the issue date and public offering price and, if applicable, the initial interest payment date) as the Notes of a particular series. Any additional Notes having such similar terms, together with the
relevant series of Notes, will constitute a single series of Debt Securities under the Indenture. No additional Notes having such similar terms may be issued if an Event of Default has occurred and is continuing with respect to such Notes. In the
event that any additional Notes are not fungible with the Notes offered hereby for U.S. federal income tax purposes, such additional Notes will have a separate CUSIP, ISIN, or other identifying number so that they are distinguishable from the notes
offered hereby.
As used in this prospectus supplement, Business Day means any day, other than a Saturday or Sunday,
that is neither a legal holiday nor a day on which banking institutions are authorized or required by law or regulation to close in The City of New York.
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