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| | 2025 Series A 5.15% Senior Notes due 2035 | | 2025 Series B 5.65% Senior Notes due 2055 |
Principal Amount: | | $625,000,000 | | $625,000,000 |
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Expected Ratings* (Moody’s/S&P/Fitch): | | A2 (negative outlook) / BBB+ (stable outlook) / A (stable outlook) | | A2 (negative outlook) / BBB+ (stable outlook) / A (stable outlook) |
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Trade Date: | | March 3, 2025 | | March 3, 2025 |
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Settlement Date (T+2)**: | | March 5, 2025 | | March 5, 2025 |
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Final Maturity Date: | | March 15, 2035 | | March 15, 2055 |
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Interest Payment Dates: | | March 15 and September 15 | | March 15 and September 15 |
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First Interest Payment Date: | | September 15, 2025 | | September 15, 2025 |
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Optional Redemption: | | Make Whole Call at T+15 bps prior to December 15, 2034; Par Call on or after December 15, 2034 | | Make Whole Call at T+20 bps prior to September 15, 2054; Par Call on or after September 15, 2054 |
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Benchmark Treasury: | | 4.625% due February 15, 2035 | | 4.500% due November 15, 2054 |
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Benchmark Treasury Yield: | | 4.189% | | 4.484% |
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Spread to Benchmark Treasury: | | +100 bps | | +120 bps |
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Reoffer Yield: | | 5.189% | | 5.684% |
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Coupon: | | 5.15% | | 5.65% |
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Price to Public: | | 99.696% of the principal amount | | 99.511% of the principal amount |
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Proceeds to the Company Before Expenses: | | 99.046% of the principal amount | | 98.636% of the principal amount |
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CUSIP/ISIN: | | 927804 GT5/US927804GT52 | | 927804 GU2/US927804GU26 |
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Joint Book-Running Managers: | | BMO Capital Markets Corp., Morgan Stanley & Co. LLC, PNC Capital Markets LLC, SMBC Nikko Securities America, Inc., TD Securities (USA) LLC, U.S. Bancorp Investments, Inc., Capital One Securities, Inc., RBC Capital Markets, LLC and Regions Securities LLC |
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Co-Managers: | | American Veterans Group, PBC, AmeriVet Securities, Inc. and CastleOak Securities, L.P. |
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC, including the preliminary prospectus supplement dated March 3, 2025, 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, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling:
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BMO Capital Markets Corp. | | | | 1-888-200-0266 (toll-free) |
Morgan Stanley & Co. LLC | | | | 1-866-718-1649 (toll-free) |
PNC Capital Markets LLC | | | | 1-855-881-0697 (toll-free) |
SMBC Nikko Securities America, Inc. | | | | 1-212-224-5135 (toll-free) |
TD Securities (USA) LLC | | | | 1-855-495-9846 (toll-free) |
U.S. Bancorp Investments, Inc. | | | | 1-877-558-2607 (toll-free) |