Defeasance: The defeasance and covenant defeasance provisions of the Senior Indenture described under
Description of Debt SecuritiesDebt Securities Issued by the Company under the Senior Indenture or the Senior Subordinated IndentureLegal Defeasance and Covenant Defeasance in the Prospectus will apply to the Notes.
No PRIIPs or UK PRIIPs KID: No PRIIPs or UK PRIIPs key information document (KID) has been prepared as not available to retail in EEA or UK. See
Prohibition of Sales to EEA Retail Investors and Prohibition of Sales to UK Retail Investors in the prospectus supplement.
Plan of Distribution: The Notes described herein are being purchased, severally and not jointly, by the agents named in the below table (the
Agents), each as principal, on the terms and conditions described in the prospectus supplement under the caption Plan of Distribution of Medium-Term Notes (Conflicts of Interest).
|
|
|
|
|
Agent |
|
Aggregate Principal Amount of Notes to be Purchased |
|
Citigroup Global Markets Inc. |
|
$ |
133,000,000 |
|
Deutsche Bank Securities Inc. |
|
$ |
133,000,000 |
|
Loop Capital Markets LLC |
|
$ |
133,000,000 |
|
RBC Capital Markets, LLC |
|
$ |
133,000,000 |
|
Samuel A. Ramirez & Company, Inc. |
|
$ |
133,000,000 |
|
Siebert Williams Shank & Co., LLC |
|
$ |
133,000,000 |
|
BNY Mellon Capital Markets, LLC |
|
$ |
47,500,000 |
|
TD Securities (USA) LLC |
|
$ |
34,846,000 |
|
Commonwealth Bank of Australia |
|
$ |
34,827,000 |
|
Jefferies LLC |
|
$ |
34,827,000 |
|
|
|
|
|
|
Total: |
|
$ |
950,000,000 |
|
|
|
|
|
|
The Agents expect to deliver the Notes in book-entry form only through the facilities of The Depository Trust Company against
payment in New York, New York on or about the fifth business day following the date of this pricing supplement, or T+5. Trades of securities in the secondary market generally are required to settle in two business days, referred to as
T+2, unless the parties to a trade agree otherwise. Accordingly, by virtue of the fact that the initial delivery of the Notes will not be made on a T+2 basis, investors who wish to trade the Notes more than two business days before the
Original Issue Date will be required to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement.
The
prospectus, prospectus supplement and this pricing supplement may be used by the Company, BNY Mellon Capital Markets, LLC and any other affiliate controlled by the Company in connection with offers and sales relating to the initial sales of
securities and any market-making transaction involving the securities after the initial sale. These transactions may be executed at negotiated prices that are related to market prices at the time of purchase or sale, or at other prices. The Company
and its affiliates may act as principal or agent in these transactions.
The Agents and their respective affiliates are full service financial
institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, investment research, principal investment, hedging, financing and brokerage activities.
Certain of the Agents and their respective affiliates have, from time to time, performed, and may in the future perform, various financial advisory and investment banking services for the Company, for which they received or will receive customary
fees and expenses.
To the extent any Agent that is not a U.S. registered broker-dealer intends to effect any offers or sales of any Notes in the United
States, it will do so through one or more U.S. registered broker-dealers in accordance with the applicable U.S. securities laws and regulations.
We
estimate that we will pay approximately $165,000 for expenses, excluding underwriting discounts and commissions.
In the ordinary course of their various
business activities, the Agents and their respective affiliates have made or held, and may in the future make or hold, a broad array of investments including serving as counterparties to certain derivative and hedging arrangements, and may have
actively traded, and, in the future may actively trade, debt and equity securities (or related derivative securities), and financial instruments (including bank loans) for their own account and for the accounts of their customers and may have in the
past and at any time in the future hold long and short positions in such securities and instruments. Such investment and securities activities may have involved, and in the future may involve, securities and instruments of the Company.