In determining the present values of the Remaining Scheduled Payments, we will discount such
payments to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) using a discount rate equal to the Treasury Rate plus
basis points, in the case of the 20 notes,
basis points, in the case of the 20 notes,
basis points, in the case of the 20 notes,
basis points, in the case of the 20 notes,
basis points, in the case of the 20 notes, and
basis points, in the case of the 20 notes.
At any time on or after the applicable Par Call Date, we may redeem the 20 notes, the 20
notes, the 20 notes, the 20 notes, the 20 notes and the 20 notes, in whole or in part, at our option, at a redemption price equal to 100% of the
principal amount of such notes to be redeemed, plus accrued and unpaid interest to the date of redemption.
The following terms are
relevant to the determination of the redemption price.
Treasury Rate means, with respect to any redemption date, the
rate per annum equal to the semi-annual equivalent yield to maturity (computed as of the third business day immediately preceding that redemption date) of the Comparable Treasury Issue. In determining this rate, we will assume a price for the
Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to the Comparable Treasury Price for such redemption date.
Comparable Treasury Issue means the United States Treasury security selected by an Independent Investment Banker as having
an actual or interpolated maturity comparable to the remaining term of the notes to be redeemed (assuming such notes matured on the applicable Par Call Date) that would be utilized, at the time of selection and in accordance with customary financial
practice, in pricing new issues of corporate debt securities of comparable maturity to such remaining term.
Independent
Investment Banker means BofA Securities, Inc. or J.P. Morgan Securities LLC or their respective successors as may be appointed from time to time by us; provided, however, that if any of the foregoing ceases to be a primary
U.S. Government securities dealer in New York City (a primary treasury dealer), we will substitute another primary treasury dealer.
Comparable Treasury Price means, with respect to any redemption date, (1) the arithmetic average of four Reference
Treasury Dealer Quotations for such redemption date after excluding the highest and lowest Reference Treasury Dealer Quotations, or (2) if we obtain fewer than four Reference Treasury Dealer Quotations, the arithmetic average of all Reference
Treasury Dealer Quotations for such redemption date.
Par Call Date means
(i) , 20 ( months prior to the maturity date of such
notes), in the case of the 20 notes, (ii) ,
20 ( months prior to the maturity date of such notes), in the case of the 20 notes,
(iii) , 20 ( months prior to the maturity date of such
notes), in the case of the 20 notes, (iv) ,
20 ( months prior to the maturity date of such notes), in the case of the 20 notes, (v)
, 20 ( months prior to the maturity date of such notes),
in the case of the 20 notes, and (vi) ,
20 ( months prior to the maturity date of such notes), in the case of the 20 notes.
Reference Treasury Dealer Quotations means, with respect to each Reference Treasury Dealer and any redemption date, the
arithmetic average, as determined by us, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to us by such Reference Treasury Dealer as of 5:00 p.m., New
York City time, on the third business day preceding such redemption date.
Reference Treasury Dealer means BofA
Securities, Inc. or J.P. Morgan Securities LLC and each of their respective successors and any other primary treasury dealers selected by us.
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