FORM OF REVERSE OF SECURITY
Indenture. This Security is one of a duly authorized issue of securities of the Company (herein called the Securities), issued and to be issued in one or more series under an Indenture, dated as of March 6, 2019, as supplemented by a First Supplemental Indenture dated as of March 6, 2019 (as so supplemented, herein called the Indenture), between the Company and Wells Fargo Bank, National Association, as Trustee (herein called the Trustee, which term includes any successor trustee under the Indenture), to which Indenture reference is hereby made for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the holders of the Securities and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is initially limited in aggregate principal amount to $400,000,000.
Optional Redemption. At any time and from time to time prior to December 15, 2028 the Company may redeem the Securities, at its option, in whole or in part, upon not less than 10 nor more than 60 days notice at a redemption price equal to the greater of: (i) 100% of the principal amount of the Securities to be redeemed; and (ii) the sum of (a) the present values of the Remaining Scheduled Payments (as defined below) of the Securities to be redeemed, discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus (b) 25 basis points; in each case, plus accrued and unpaid interest, if any, thereon to, but excluding, the date of redemption. Furthermore, at any time and from time to time on or after December 15, 2028, the Company may redeem the Securities, at its option, in whole or in part, upon not less than 10 nor more than 60 days notice, at a redemption price equal to 100% of the principal amount of the Securities to be redeemed, plus accrued interest, if any, thereon to, but excluding, the date of redemption. Notwithstanding the foregoing, the principal amount of a Security remaining outstanding after redemption in part will be $2,000 or an integral multiple of $1,000 in excess thereof. If the date of redemption is on or after an interest record date and on or before the related interest payment date, the accrued and unpaid interest, if any, will be paid to the Person in whose name the Security is registered at the close of business on such interest record date, and no additional interest is payable to holders whose Securities will be subject to redemption by the Company. Unless the Company defaults in payment of the redemption price, on and after the date of redemption, interest shall cease to accrue on the Securities or the portions thereof called for redemption.
For purposes of determining the optional redemption price, the following definitions are applicable:
Business Day means any day that is not a Saturday, a Sunday or a day on which banking institutions are not required to be open in the State of New York.
Comparable Treasury Issue means the United States Treasury security selected by an Independent Investment Banker as having a maturity comparable to the remaining term of the Securities to be redeemed that would be used, at the time of selection and in accordance with customary financial practice, in pricing new issues of corporate debt securities of comparable maturity to the remaining term of the Securities.