After giving effect to this offering and the application of the use of proceeds therefrom to repay outstanding borrowings under our Existing 364-Day Credit
Facility, we would have had $ million of consolidated indebtedness outstanding as of June 30, 2019.
Maturity and Interest
Fixed Rate Notes
The 20 fixed rate notes will mature on ,
20 , the 20 fixed rate notes will mature on , 20 , the
20 fixed rate notes will mature on , 20 and the 20 fixed rate notes will mature on
, 20 . The 20 notes will bear interest at % per annum, the
20 notes will bear interest at % per annum, the 20 notes will bear interest at % per annum and the 20 notes will bear interest at
% per annum. We will pay interest on the fixed rate notes semi-annually in arrears on and
of each year, beginning on , 2020, to the persons in
whose name the fixed rate notes are registered at the close of business on the immediately preceding or
(whether or not such record date is a business day). Interest on the fixed rate notes will be computed on the basis of a
360-day year composed of twelve 30-day months. If an interest payment date or maturity date for the fixed rate notes falls on a day that is not a business day, we will
make the payment on the next business day and no additional interest shall accrue as a result of the delay in payment.
Floating Rate Notes
The floating rate notes will bear interest at a floating rate per annum equal to the Benchmark (as defined herein), which will initially be three-month LIBOR
(as defined herein), plus % per annum, accruing from , 2019 and reset quarterly, determined as provided below.
Interest on the floating rate notes will be payable quarterly in arrears on
each , ,
and (each, a floating rate interest payment
date), commencing on , 2019, subject to adjustment as provided below if any such date is not a business day, and at maturity.
The interest period applicable to the floating rate notes will be the period commencing on the applicable floating rate interest payment date (or,
in the case of the initial interest period, commencing on , 2019) to, but excluding, the next succeeding floating rate interest payment date, and in the
case of the last such interest period, from, and including, the floating rate interest payment date immediately preceding the maturity date for the floating rate notes to, but excluding, such maturity date. The initial interest period applicable to
the floating rate notes is from, and including, , 2019 to, but excluding,
, 2019.
The interest on the floating rate notes will be
reset on the first day of each interest period other than the initial interest period (each, an interest reset date), subject to adjustment as provided below if any such date is not a business day.
LIBOR means the rate determined by the calculation agent (as defined below) in accordance with the following provisions:
(a) With respect to a LIBOR Interest determination date, LIBOR will be the rate for deposits in U.S. dollars having a maturity of three months, commencing on
the first day of the applicable interest period immediately following that LIBOR Interest determination date, that appears on the display on Reuters (or any successor service) on the LIBOR 01 page (or any other page as may replace such page on such
service or any such successor service, as the case may be) for the purpose of displaying the London interbank rates of major banks for U.S. dollars (the LIBOR Page) as of 11:00 A.M., London time, on that LIBOR Interest determination
date.
(b) If the rate referred to in subparagraph (a) above does not appear on the LIBOR Page by 11:00 A.M., London time, on such LIBOR Interest
determination date, LIBOR will be determined as follows:
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(1)
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Except as provided in clause (2) below, we will select four major reference banks (which may include one
or more of the underwriters or their affiliates) in the London interbank market and will request the
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