| To: |
Bank of Montreal, London Branch
|
|
c/o
|
The Bank of Nova Scotia, London Branch
|
|
cc:
|
Citibank, N.A. (Agent)
|
| 1 |
This Agreement appoints each Joint Lead Manager which is not a party to the Programme Agreement (each a “New Dealer”) as a Dealer under the Programme Agreement for the purposes of the issue of the
Notes.
|
| (i) |
a copy of the Programme Agreement; and
|
| (ii) |
a copy of such of the documents referred to in Appendix A of the Programme Agreement as the Joint Lead Managers (on behalf of the New Dealers) have requested,
|
|
Citigroup Global Markets Limited
|
||
|
Citigroup Centre, Canada Square
|
||
|
Canary Wharf
|
||
|
London E14 5LB
|
||
|
United Kingdom
|
||
|
Tel:
|
+44 20 7986 1984
|
|
|
Email:
|
mtndesk@citi.com
|
|
|
Attn:
|
MTN Desk
|
|
|
Bank of Montreal, London Branch
|
||
|
6th Floor, 100 Liverpool Street
|
||
|
London EC2M 2AT
|
||
|
United Kingdom
|
||
|
Tel:
|
+44 207 664 8062
|
|
|
Email:
|
BMODebt.IssuanceTMG@bmo.com
|
|
|
Attn:
|
DCM Syndicate
|
|
|
The Bank of Nova Scotia, London Branch
|
||
|
201 Bishopsgate, 6th Floor
|
||
|
London EC2M 3NS
|
||
|
United Kingdom
|
||
|
Tel:
|
+44 20 7826 5932
|
|
|
Email:
|
ssadcm@scotiabank.com
|
|
|
Attn:
|
Origination & Syndicate Desk
|
|
| 2 |
In order to permit the Issuer to file with the U.S. Securities and Exchange Commission the report required by 17 C.F.R. § 290.3 no later than the date of this Agreement, the Joint Lead Managers confirm that the Notes are expected to be
offered and sold in the United States.
|
| 4 |
The Joint Lead Managers agree as between themselves that they will be bound by and will comply with the International Capital Market Association Standard Form Agreement Among Managers version 1 (the “Agreement
Among Managers”) with respect to the Notes and further agree that references in the Agreement Among Managers to the “Lead Manager” shall mean the Joint Lead Managers.
|
| 5 |
Solely for the purposes of the requirements of 3.2.7R of the FCA Handbook Product Intervention and Product Governance Sourcebook (the “UK MiFIR Product Governance Rules”) regarding the mutual
responsibilities of manufacturers under the UK MiFIR Product Governance Rules, each of the Joint Lead Managers (each a “UK Manufacturer” and together the “UK
Manufacturers”) acknowledges to each other UK Manufacturer that it understands the responsibilities conferred upon it under the UK MiFIR Product Governance Rules relating to each of the product approval process, the target market
and the proposed distribution channels as applying to the Notes and the related information set out in the Pricing Supplement in connection with the Notes.
|
| 6 |
The settlement procedures set out in Part 2 of Annex A of the Procedures Memorandum shall apply as if set out in this Agreement provided that, for the purposes of this Agreement:
|
| (i) |
the sum payable on the Issue Date shall be U.S.$701,813,000 (representing the Purchase Price) which should be paid to the account of the Issuer with Citibank, New York, CITIUS33, account number 36125585, in favour of European Bank for
Reconstruction and Development, London, SWIFT: EBRDGB2L;
|
| (ii) |
“Issue Date” means 14:30 hours (London time) on 11 December 2025, or at such other time and/or date as the Issuer and the Joint Lead Managers may agree; and
|
| (iii) |
“Payment Instruction Date” means the Issue Date unless there is to be a pre-closing for the issue in which case it means the business day (being a day on which banks and foreign exchange markets
are open for business in London) prior to the Issue Date.
|
| 7 |
The Joint Lead Managers shall bear and pay all costs and expenses (including legal expenses) incurred by themselves in or in connection with the initial printing of the Notes, this Agreement and the Pricing Supplement prepared in
connection with the issue of the Notes, the upfront fees and expenses of Citibank, N.A. as agent, the legal expenses incurred in relation to the initial listing of the Notes on the Official List of the UK Financial Conduct Authority and the
admission of the Notes to trading on the London Stock Exchange’s Regulated Market, and making initial delivery of the Notes. The Issuer shall bear the cost of its own legal expenses and the listing fees for the initial listing of the Notes
on the Official List of the UK Financial Conduct Authority and the admission of the Notes to trading on the London Stock Exchange’s Regulated Market. For the avoidance of doubt, the Joint Lead Managers shall only bear the costs and expenses
listed above relating to the initial issue of the Notes, and shall not be liable for any further costs and expenses.
|
| 8 |
The obligation of the Joint Lead Managers to purchase the Notes is conditional upon:
|
| 8.1 |
the conditions set out in Clause 3.2 (other than that set out in Clause 3.2.6) of the Programme Agreement being satisfied as of the Payment Instruction Date; and
|
| 8.2 |
the delivery to the Joint Lead Managers on the Payment Instruction Date of (i) legal opinions addressed to the Joint Lead Managers dated the Payment Instruction Date in such form and with such contents as the Joint Lead Managers may
reasonably require from the General Counsel, a Deputy General Counsel or an Assistant General Counsel of the Issuer, from Linklaters LLP, legal advisers to the Joint Lead Managers in England; (ii) a certificate dated as at the Payment
Instruction Date signed by a duly authorised officer of the Issuer to the effect stated in sub-paragraph 8.1 of this Clause with regard to the Issuer and further to the effect that the Offering Circular dated 3 July 2012 and the
Supplementary Offering Circulars dated 22 July 2019 and 13 June 2024 (together, the “Offering Circular”) (when read together with the Pricing Supplement) contains all material information relating to
the Notes and to the assets and liabilities, financial position and profits and losses of the Issuer and nothing has happened or is expected to happen which would require the Offering Circular to be further supplemented or updated; and
(iii) such other conditions precedent as the Joint Lead Managers reasonably may require.
|
| 9 |
Termination and Notice
|
| 9.1 |
The Joint Lead Managers, may, by notice to the Issuer, and the Issuer may, by notice to the Joint Lead Managers, terminate this Agreement at any time prior to payment of the net subscription moneys to the Issuer if in the opinion of the
Joint Lead Managers or the Issuer, as the case may be, there shall have been such a change in national or international financial, political or economic conditions or currency exchange rates or exchange controls as would in the view of the
Joint Lead Managers or the Issuer, as the case may be, be likely to prejudice materially the success of the distribution of the Notes or dealings in the Notes in the secondary market.
|
| 9.2 |
Upon such notice being given, this Agreement shall terminate and no party shall be under any liability to any other in respect thereof except for the obligations of the Joint Lead Managers under Clause 8 of the Programme Agreement and
the respective obligations of the parties under Clause 6 of the Programme Agreement.
|
| 10 |
Covered Entity and Default Rights
|
| 10.1 |
In the event that any Joint Lead Manager that is a Covered Entity becomes subject to a proceeding under a U.S. Special Resolution Regime, the transfer from the Joint Lead Manager of this Agreement, and any interest and obligation in or
under this Agreement, will be effective to the same extent as the transfer would be effective under the U.S. Special Resolution Regime if this Agreement, and any such interest and obligation, were governed by the laws of the United States
or a state of the United States.
|
| 10.2 |
In the event that any Joint Lead Manager that is a Covered Entity or a Covered Affiliate of such Joint Lead Manager becomes subject to a proceeding under a U.S. Special Resolution Regime, Default Rights under this Agreement that may be
exercised against such Joint Lead Manager are permitted to be exercised to no greater extent than such Default Rights could be exercised under the U.S. Special Resolution Regime if this Agreement were governed by the laws of the United
States or a state of the United States.
|
| 10.3 |
As used in this Clause 10:
|
| 11 |
Clause 16 of the Programme Agreement shall also apply to this Agreement as if expressly incorporated herein.
|
| 12 |
This Agreement may be executed in any number of counterparts, all of which, taken together, shall constitute one and the same agreement and any party may enter into this Agreement by executing a counterpart.
|
| 13 |
A person who is not party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.
|
|
1
|
Specified Currency:
|
United States Dollar (“U.S.$”)
|
|
|
2
|
Nominal Amount:
|
U.S.$700,000,000
|
|
|
3
|
Type of Note:
|
Floating Rate
|
|
|
4
|
Issue Date:
|
11 December 2025
|
|
|
5
|
Issue Price:
|
100.002 per cent. of the Nominal Amount plus 24 days’ accrued interest (U.S.$ 2.87 per Specified Denomination to give U.S.$2,009,000 calculated on the Nominal Amount) from and including 16 November 2025 to
but excluding the Issue Date
|
|
|
6
|
Maturity Date:
|
16 February 2029
|
|
|
7
|
Fungible with existing Notes:
|
Yes. The Notes will be consolidated and form a single series with the Issuer’s U.S.$800,000,000 Floating Rate Global Notes due 16 February 2029 issued on 16 February 2022, the Issuer’s U.S.$125,000,000
Floating Rate Global Notes due 16 February 2029 issued on 24 February 2022, the Issuer’s U.S.$55,000,000 Floating Rate Global Notes due 16 February 2029 issued on 28 February 2022, the Issuer’s U.S.$70,000,000 Floating Rate Global Notes due
16 February 2029 issued on 3 August 2023, the Issuer’s U.S.$100,000,000 Floating Rate Global Notes due 16 February 2029 issued on 7 February 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 21
February 2024, the Issuer’s U.S.$150,000,000 Floating Rate Global Notes due 16 February 2029 issued on 26 February 2024, the Issuer’s U.S.$40,000,000 Floating Rate Global Notes due 16 February 2029 issued on 6 March 2024, the Issuer’s
U.S.$85,000,000 Floating Rate Global Notes due 16 February 2029 issued on 11 March 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 19 March 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global
Notes due 16 February 2029 issued on 10 May 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 11 September 2024, the Issuer’s U.S.$90,000,000 Floating Rate Global Notes due 16 February 2029 issued
on 22 October 2024, the Issuer’s U.S.$25,000,000 Floating Rate Global Notes due 16 February 2029 issued on 30 October 2024, the Issuer’s U.S.$150,000,000 Floating Rate Global Notes due 16 February 2029 issued on 14 February 2025, the
Issuer’s U.S.$30,000,000 Floating Rate Global Notes due 16 February 2029 issued on 21 March 2025, the Issuer’s U.S.$80,000,000 Floating Rate Global Notes due 16 February 2029 issued on 25 June 2025 and, the Issuer’s U.S.$25,000,000 Floating
Rate Global Notes due 16 February 2029 issued on 30 September 2025, as at the Issue Date.
|
|
|
FORM OF THE NOTES
|
|||
|
8
|
Form of Note:
|
Registered
|
|
|
9
|
New Global Note:
|
No
|
|
|
10
|
Specified Denomination(s):
|
U.S.$1,000
|
|
|
11
|
Exchange of Bearer Notes:
|
Not Applicable
|
|
|
12
|
(a) Talons for future Coupons to be attached to definitive Bearer Notes:
|
Not Applicable
|
|
|
(b) Date(s) on which the Talons mature:
|
Not Applicable
|
||
|
13
|
(a) Depositary for and registered holder of Registered Global Note:
|
Registered Global Note to be deposited with, or on behalf of, DTC and registered in the name of Cede and Co. as nominee for DTC.
|
|
|
(b) Exchange of Registered Global Note:
|
Registered Global Note will only be exchangeable for definitive Registered Notes upon 45 days’ written notice in the limited circumstances described on page 42 of the Offering Circular.
|
||
|
PROVISIONS RELATING TO INITIAL PAYMENT
|
|||
|
14
|
Partly Paid Notes:
|
No
|
|
| PROVISIONS RELATING TO INTEREST | |||
|
15
|
Interest Commencement Date:
|
16 November 2025, subject to adjustment in accordance with the Business Day Convention
|
|
|
16
|
Fixed Rate Notes:
|
Not Applicable
|
|
|
17
|
Zero Coupon Notes:
|
Not Applicable
|
|
|
18
|
Floating Rate Notes and Indexed Notes:
|
Applicable
|
|
|
(a) Manner in which Rate of Interest is to be determined:
|
As set out in the Annex
|
||
|
(b) Margin(s):
|
Plus 0.30 per cent. per annum
|
||
|
(c) Minimum Rate of Interest (if any):
|
Zero per cent. per annum
|
||
|
(d) Maximum Rate of Interest (if any):
|
Not Applicable
|
||
|
(e) Floating Day Count Fraction
|
Actual/360
|
||
|
19
|
If ISDA Determination:
|
Not Applicable
|
|
|
20
|
If Screen Rate Determination:
|
Applicable, subject as provided in the Annex
|
|
|
(a) Reference Rate:
|
Compounded SOFR – see the Annex
|
||
|
(b) Relevant Screen Page:
|
The website of the Federal Reserve Bank of New York at https://apps.newyorkfed.org/markets/autorates/sofr-avg-ind or any successor or replacement page on the website of the Federal Reserve Bank of New York or
successor administrator
|
||
|
(c) Interest Determination Date:
|
Two U.S. Government Securities Business Days (as defined in the Annex) prior to the end of each Interest Period
|
||
|
21
|
If Indexed:
|
Not Applicable
|
|
|
22
|
If Rate of Interest not to be determined by ISDA or Screen Rate Determination or by reference to an Index or Formula:
|
Not Applicable
|
|
|
23
|
General Provisions for Floating Rate Notes and Indexed Notes:
|
||
|
(a) Specified Period (or, in the case of Notes where the Interest Payment Date(s) are fixed, the Interest Payment Date(s):
|
Interest Payment Dates shall be 16 February, 16 May, 16 August and 16 November of each year from and including 16 February 2026 up to and including the Maturity Date, subject to adjustment in accordance with
the Business Day Convention.
|
||
|
(b) Business Day Convention:
|
Modified Following Business Day
|
||
|
(c) Business Day definition if different from that in Condition 4(b)(i):
|
Condition 4(b)(i) applies and for the avoidance of doubt New York shall be the principal financial centre and London shall be the additional business centre.
|
||
|
(d) Calculation of interest to be adjusted in accordance with Business Day Convention specified above:
|
Yes
|
|
(e) Terms relating to calculation of Interest Amount:
|
Condition 4(b)(v) applies
|
||
|
(f) Party responsible for calculation of the Interest Amount:
|
Citibank, N.A., London Branch (the “Calculation Agent”)
|
||
|
(g) Party responsible for making any determinations ancillary to or in connection with the calculation of the Interest Amount, including Rate of Interest (if applicable):
|
The Calculation Agent – see the Annex
|
||
|
(h) Any amendment to the definition in Condition 4(b)(iii) of Euro-zone:
|
Not Applicable
|
||
|
PROVISIONS REGARDING PAYMENTS/DELIVERIES
|
|||
|
24
|
Definition of “Payment Day” for the purpose of Condition 6(e) if different to that set out in Condition 6:
|
Condition 6(e) applies and for the avoidance of doubt New York shall be the principal financial centre and London shall be the additional business centre.
|
|
|
25
|
Dual Currency Notes:
|
Not Applicable
|
|
|
26
|
Physically Settled Notes:
|
Not Applicable
|
|
|
PROVISIONS REGARDING REDEMPTION/MATURITY
|
|||
|
27
|
(a) Redemption at Issuer’s option:
|
No
|
|
|
(b) Redemption at Noteholder’s option:
|
No
|
||
|
28
|
(a) Final Redemption Amount for each Note (other than an Indexed or Formula Note where the index or formula applies to the redemption
amount):
|
100.00 per cent. per Specified Denomination
|
|
|
(b) Final Redemption Amount for each Indexed Note where the Index or Formula applies to the Final Redemption Amount:
|
Not Applicable
|
||
|
29
|
Instalment Note:
|
Not Applicable
|
|
|
30
|
Early Redemption Amount for each Note payable on an event of default:
|
Condition 5(d) applies
|
|
| DISTRIBUTION, CLEARING AND SETTLEMENT PROVISIONS | |||
|
31
|
Method of distribution:
|
Syndicated
|
|
|
32
|
If Syndicated, names and addresses of Managers or, if Non-Syndicated name and address of Dealer:
|
Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom
Bank of Montreal, London Branch
6th Floor, 100 Liverpool Street
London EC2M 2AT
United Kingdom
The Bank of Nova Scotia, London Branch
201 Bishopsgate, 6th Floor
London EC2M 3NS
United Kingdom
|
|
|
33
|
Date of Syndication Agreement:
|
9 December 2025
|
|
|
34
|
Stabilising Manager:
|
Not Applicable
|
|
|
35
|
Additional selling restrictions:
|
Not Applicable
|
|
|
36
|
Details of additional/alternative clearing system approved by the Issuer and the Agent:
|
Not Applicable
|
|
|
37
|
Intended to be held in a manner which would allow Eurosystem eligibility:
|
No
|
|
|
38
|
Common Code:
|
244608736
|
|
|
ISIN Code:
|
US29874QEU40
|
||
|
CUSIP Number:
|
29874QEU4
|
||
|
39
|
Listing:
|
Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to the Official List of the UK Financial Conduct Authority and to trading on the Regulated Market of the London Stock
Exchange plc
|
|
40
|
In the case of Notes denominated in the currency of a country that subsequently adopts the euro in accordance with the Treaty establishing the European Community, as amended by the Treaty on European Union,
whether the Notes will include a redenomination clause providing for the redenomination of the Specified Currency in euro (a “Redenomination Clause”), and, if so specified, the wording of the Redenomination Clause in full and any wording in
respect of redenominalisation and/or consolidation (provided they are fungible) with other Notes denominated in euro.
|
Not Applicable
|
|
|
41
|
Additional Information:
|
The provisions set out in the Annex shall apply to the Terms and Conditions in accordance herewith.
|
|
|
42
|
Total Commissions:
|
0.03 per cent. of the Nominal Amount of the Notes.
|
|
By:
|
_________________ |
|
Authorised signatory
|
|
PART B – OTHER INFORMATION
|
||
|
1
|
LISTING
|
Application will be made by the Issuer (or on its behalf) for the Notes to be admitted to the Official List of the UK Financial Conduct Authority and to trading on the Regulated Market of the London Stock
Exchange plc with effect from 11 December 2025 or as soon as practicable thereafter. No assurance can be given that such listing and admission to trading will be obtained on such date, or, if obtained, that it will be maintained.
The Notes will be consolidated and form a single series with the Issuer's U.S.$800,000,000 Floating Rate Global Notes due 16 February 2029 issued on 16 February 2022, the Issuer’s U.S.$125,000,000 Floating
Rate Global Notes due 16 February 2029 issued on 24 February 2022, the Issuer’s U.S.$55,000,000 Floating Rate Global Notes due 16 February 2029 issued on 28 February 2022, the Issuer’s U.S.$70,000,000
Floating Rate Global Notes due 16 February 2029 issued on 3 August 2023, the Issuer’s U.S.$100,000,000 Floating Rate Global Notes due 16 February 2029 issued on 7 February 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16
February 2029 issued on 21 February 2024, the Issuer’s U.S.$150,000,000 Floating Rate Global Notes due 16 February 2029 issued on 26 February 2024, the Issuer’s U.S.$40,000,000 Floating Rate Global Notes due 16 February 2029 issued on 6
March 2024, the Issuer’s U.S.$85,000,000 Floating Rate Global Notes due 16 February 2029 issued on 11 March 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 19 March 2024, the Issuer’s
U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 10 May 2024, the Issuer’s U.S.$50,000,000 Floating Rate Global Notes due 16 February 2029 issued on 11 September 2024, the Issuer’s U.S.$90,000,000 Floating Rate
Global Notes due 16 February 2029 issued on 22 October 2024, the Issuer's U.S.$25,000,000 Floating Rate Global Notes due 16 February 2029 issued on 30 October 2024, the Issuer’s U.S.$150,000,000 Floating Rate Global Notes due 16 February
2029 issued on 14 February 2025, the Issuer’s U.S.$30,000,000 Floating Rate Global Notes due 16 February 2029 issued on 21 March 2025, the Issuer’s U.S.$80,000,000 Floating Rate Global Notes due 16 February 2029 issued on 25 June 2025 and
the Issuer’s U.S.$25,000,000 Floating Rate Global Notes due 16 February 2029 issued on 30 September 2025 which are admitted to trading on the Regulated Market of the London Stock Exchange plc.
|
|
2
|
RATINGS
|
The Issuer and/or its debt obligations have been assigned an AAA credit rating from S&P Global Ratings Europe Limited (“S&P”), an Aaa credit rating from Moody’s
Investors Service Limited (“Moody’s”) and an AAA credit rating from Fitch Ratings Ltd (“Fitch”). As defined by S&P, an “AAA” rating means that the ability
of the Issuer to meet its financial commitment on its obligations is extremely strong. As defined by Moody’s, an “Aaa” rating means that the Issuer’s ability to meet its financial obligations is judged to be of the highest quality, with
minimal credit risk. As defined by Fitch, an “AAA” rating denotes the lowest expectation of credit risk and means that the Issuer has an exceptionally strong capacity for timely payment of its financial commitments.
|
|
3
|
NOTIFICATION
|
|
|
Not Applicable
|
||
|
4
|
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
|
|
|
Save as discussed in the section headed “Subscription and Sale” in the Offering Circular, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the offer.
|
||
|
5
|
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES
|
|
|
(i) Reasons for the offer:
|
The net proceeds of the issue of the Notes will be included in the ordinary capital resources of the Issuer and used in its ordinary operations.
|
|
|
(ii) Estimated net proceeds:
|
U.S.$ 701,813,000
|
|
|
(iii) Estimated total expenses:
|
£12,000
|
|
|
6
|
YIELD
|
|
|
Indication of yield:
|
Not Applicable
|
|
|
7
|
HISTORIC INTEREST RATES
|
|
|
Not Applicable
|
||
|
8
|
PERFORMANCE OF INDEX/FORMULA/OTHER VARIABLE, EXPLANATION OF EFFECT ON VALUE OF INVESTMENT AND ASSOCIATED RISKS AND OTHER INFORMATION CONCERNING THE UNDERLYING
|
|
|
Not Applicable
|
||
|
9
|
PERFORMANCE OF RATES OF EXCHANGE AND EXPLANATION OF EFFECT ON VALUE OF INVESTMENT
|
|
|
Not Applicable
|
||


| a) |
(i) the daily Overnight Bank Funding Rate (the “OBFR”) prevailing at close of business on or about 9:00 a.m. (New York City time) on the relevant U.S. Government Securities Business Day; plus (ii)
the mean of the spread of the SOFR Reference Rate to the OBFR over the previous five days on which a SOFR Reference Rate has been published, excluding the highest spread (or, if there is more than one highest spread, one only of those
highest spreads) and lowest spread (or, if there is more than one lowest spread, one only of those lowest spreads) to the OBFR;
|
| b) |
if the OBFR is not published by the Federal Reserve Bank of New York at close of business on the relevant US Government Securities Business Day, such SOFR Reference Rate shall be (i) the Effective Federal Funds Rate (the “EFFR”) prevailing at close of business on the relevant US Government Securities Business Day; plus (ii) the mean of the spread of the SOFR Reference Rate to the EFFR over the previous five days on which a
SOFR Reference Rate has been published, excluding the highest spread (or, if there is more than one highest spread, one only of those highest spreads) and lowest spread (or, if there is more than one lowest spread, one only of those lowest
spreads) to the EFFR; or
|
| c) |
if neither the OBFR nor the EFFR nor SOFR are published by the Federal Reserve Bank of New York (or successor administrator) at close of business on the relevant US Government Securities Business Day, the SOFR Reference Rate shall be the
SOFR Reference Rate published on the Relevant Screen Page (or otherwise published by the relevant authorised distributors) for the first preceding US Government Securities Business Day on which the SOFR Reference Rate was published on the
website of the Federal Reserve Bank of New York or the Relevant Screen Page (or otherwise published by the relevant authorised distributors).
|