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epositary shares to the public in that Relevant Member State at any time: • to any legal entity which is a qualified investor as defined under the Prospectus Directive; • to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Directive) subject to obtaini
e any separate public trading market for the shares of the Series B Preferred Stock except as represented by the depositary shares. Transfer Agent, Registrar, Dividend Disbursing Agent and Redemption Agent American Stock Transfer & Trust Company. LLC will be the transfer agent. registrar, dividend disburs
y shares may be made to the public in that Relevant Member State other than: A. to any legal entity which is a qualified investor as defined in the Prospectus Directive; B. to fewer than 100 or, if the Relevant Member State has implemented the relevant provision of the 2010 PD Amending Directive, 150, na
A Preference Shares. 5-5 EFTA00618213 Table of Contents Form of Depositary Shares Representing the Series A Preference Shares Transfer Agent, Registrar, Dividend Disbursing Agent and Redemption Agent The depositary shares representing the Series A Preference Shares will be represented by one or m
plement may not be made to the public in that relevant member state other than: to any legal entity which is a qualified investor as defined in the Prospectus Directive; to fewer than 150 natural or legal persons (other than qualified investors as defined in the Prospectus Directive), as permitted under t
red Shares are first issued. Tax Treatment See "Material U.S. Federal Income Tax Considerations" in this prospectus supplement. Transfer Agent, Registrar and Paying Agent American Stock Transfer & Trust Company, LLC. Risk Factors Investing in the Series A Preferred Shares involves risks. Before
Entities connected to both Prospectus and Registrar

Jeffrey Epstein
PERSON
United Kingdom
LOCATION
United States
LOCATION
Eric Holder
PERSONthe District of Columbia
LOCATION
Julie K. Brown
PERSONthe European Economic Area
LOCATION
Morgan Stanley
ORGANIZATIONUBS Investment Bank
ORGANIZATIONMorgan Stanley & Co. LLC
ORGANIZATIONForm S-3
ORGANIZATION
Ontario
LOCATIONthe Securities and Exchange Commission
ORGANIZATIONDebt Securities
ORGANIZATIONthe New York Banking Law
ORGANIZATIONJoint Book-Running Managers
ORGANIZATION
BofA Merrill Lynch
ORGANIZATION
Hong Kong
LOCATION
Bermuda
LOCATIONthe Federal Reserve System
ORGANIZATION