4.700% Senior Notes due 2032
1. The title of the Securities shall be the 4.700% Senior Notes due 2032 (the Notes).
2. The aggregate principal amount of the Notes which may be authenticated and delivered under the Indenture is initially limited to $300,000,000 (except for such Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 2.8, 2.9, 2.11 or 12.3 of the Indenture). Additional Notes ranking equally with the Notes in all respects (or in all respects other than the payment of interest accruing prior to the issue date of such further Notes or except for the first payment of interest following the issue date of such further Notes) may be authenticated and delivered under the Indenture from time to time, without notice to or the consent of the registered Holders of the Notes, provided that if such further Notes are not fully fungible with the Notes for U.S. federal income tax purposes, the Company will cause such further Notes to be issued under a CUSIP number that is different from the CUSIP number printed on the Notes. Such further Notes may be consolidated and form a single series with the Notes and have the same terms as to status, redemption or otherwise as the Notes.
3. The Notes shall be offered at an offering price equal to 99.061% of their principal amount, plus accrued interest, if any, from May 4, 2022 to the date of delivery, and in payment for which the Company shall receive 98.611% of their principal amount, plus accrued interest, if any, from May 4, 2022 to the date of delivery, after a discount to the underwriters of the Notes of 0.450% of their principal amount.
4. The stated maturity of the principal of the Notes shall be May 14, 2032.
5. The Notes will bear interest at a fixed rate of 4.700% per annum.
Interest on the Notes will accrue from May 4, 2022, or from the most recent interest payment date to which interest has been paid or provided for, but excluding the relevant interest payment date. The Company will make interest payments on the Notes semiannually in arrears on May 14 and November 14 of each year, beginning on November 14, 2022, to the person in whose name such Notes are registered at the close of business on the immediately preceding April 30 or October 31, as applicable. Interest on the Notes will be computed on the basis of a 360-day year of twelve 30-day months.
If an interest payment date for the Notes falls on a day that is not a Business Day, the interest payment shall be postponed to the next succeeding Business Day, and no interest on such payment shall accrue for the period from and after such interest payment date.
6. The Notes will be redeemable at the option of the Company on the terms described in the body of the Note. Other than with respect to a Change of Control Repurchase Event (as defined in the body of the Note), the Notes will not be repayable at the option of the Holders prior to its stated maturity date. The Notes will not be subject to any sinking fund.
7. The Notes will be issued in registered, book-entry form only without interest coupons in denominations of $2,000 and integral multiples of $1,000 in excess thereof.