| | |
Optional Redemption: | | Prior to February 27, 2028 (one month prior to their maturity date) (the “2028 Par Call Date”), the 2028 Notes will be redeemable, in whole or in part, at the option of the Company at any time and from time to time at a redemption price equal to the greater of (i) 100% of the principal amount of the 2028 Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the 2028 Notes to be redeemed (not including any portion of any payments of interest accrued to the redemption date), discounted to the redemption date (assuming the 2028 Notes matured on the 2028 Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the adjusted treasury rate plus 25 basis points, plus accrued and unpaid interest on the principal amount being redeemed, if any, to, but excluding, the redemption date, as more fully described in the Company’s preliminary U.S. and Canadian prospectus supplements, dated March 23, 2023 (the “Preliminary Prospectus Supplements”). |
| |
| | On or after the 2028 Par Call Date, the 2028 Notes will be redeemable, in whole or in part, at the option of the Company at any time and from time to time at a redemption price equal to 100% of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to the redemption date. |
| |
| | Prior to September 27, 2052 (six months prior to their maturity date) (the “2053 Par Call Date”), the 2053 Notes will be redeemable, in whole or in part, at the option of the Company at any time and from time to time at a redemption price equal to the greater of (i) 100% of the principal amount of the 2053 Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the 2053 Notes to be redeemed (not including any portion of any payments of interest accrued to the redemption date), discounted to the redemption date (assuming the 2053 Notes matured on the 2053 Par Call Date) on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the adjusted treasury rate plus 35 basis points, plus accrued and unpaid interest on the principal amount being redeemed, if any, to, but excluding, the redemption date, as more fully described in the Preliminary Prospectus Supplements. |
| |
| | On or after the 2053 Par Call Date, the 2053 Notes will be redeemable, in whole or in part, at the option of the Company at any time and from time to time at a redemption price equal to 100% of the principal amount of the 2053 Notes being redeemed plus accrued and unpaid interest thereon to the redemption date. |
| |
CUSIP Number / ISIN Number: | | 2028 Notes: 67077MBA5 / US67077MBA53 |
| | 2053 Notes: 67077MBB3 / US67077MBB37 |
| |
Joint Book-Running Managers: | | BMO Capital Markets Corp. |
| | Citigroup Global Markets Inc. |
| | Morgan Stanley & Co. LLC |
| | Scotia Capital (USA) Inc. |
| | CIBC World Markets Corp. |
| | HSBC Securities (USA) Inc. |
| | J.P. Morgan Securities LLC |
| | MUFG Securities Americas Inc. |
| | Rabo Securities USA, Inc. |