[Form of Reverse of Note]
This Note is one of a duly authorized issue of securities of the Company (herein called the Notes), issued and to be issued in one or more series under an Indenture, dated as of June 5, 2020 (herein called the Base Indenture, which term shall have the meaning assigned to it in such instrument), as supplemented through a First Supplemental Indenture, dated as of June 5, 2020 (herein called the First Supplemental Indenture, and together with the Base Indenture, the Indenture), between the Company and U.S. Bank National Association, as Trustee (herein called the Trustee, which term includes any successor trustee under the Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, obligations, duties and immunities thereunder of the Company, the Trustee and the Holders of the Notes and of the terms upon which the Notes are, and are to be, authenticated and delivered. This Note is one of the series designated on the face hereof, initially limited in aggregate principal amount to $350,000,000. The Company may at any time issue other debt securities under the Indenture. The Company may at any time issue additional securities under the Indenture in unlimited amounts having the same terms (except for the issue date, issue price and, in some cases, the first Interest Payment Date) as the Notes (except as otherwise provided in the Indenture) so that such additional securities shall be consolidated with the Notes, including for purposes of voting and redemption; provided, however, that the Company will use a separate CUSIP for any such additional securities that are not fungible with the original Notes for U.S. federal income tax purposes. Any such additional securities shall, together with the outstanding Notes, constitute a single series of debt securities under the Indenture.
Optional Redemption of Notes
The Notes of this series are subject to redemption, at the option of the Company, from time to time in whole or in part, at any time prior to March 15, 2030 (three months prior to the Maturity Date), at a Redemption Price equal to the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 40 basis points, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.
In addition, at any time on or after March 15, 2030 (three months prior to the Maturity Date), the Notes of this series are subject to redemption, at the option of the Company, from time to time in whole or in part, at a Redemption Price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon, if any, to, but not including, the Redemption Date.
Comparable Treasury Issue means the United States Treasury security or securities selected by an Independent Investment Banker as having an actual or interpolated maturity comparable to the remaining term of the Notes to be redeemed 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 a comparable maturity to the remaining term of the Notes.
Comparable Treasury Price means, with respect to any Redemption Date, (A) the arithmetic average of the Reference Treasury Dealer Quotations for such Redemption Date obtained by the Company or (B) if the Company obtains only one Reference Treasury Dealer Quotation, such Reference Treasury Dealer Quotation.