BP » Topics » Redemption and Repayment

These excerpts taken from the BP 424B5 filed Aug 7, 2009.

Redemption and Repayment

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

17


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15 under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

 

We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

 

We or our affiliates may purchase debt securities from investors who are willing to sell from time to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

Redemption and Repayment

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will
not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a
redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or
repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which
the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies
a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


17







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus
supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be
redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15
under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the
holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right
must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for
accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 








 

SIZE="2">We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

STYLE="font-size:2px;margin-top:0px;margin-bottom:1px"> 

We or our affiliates may purchase debt securities from investors who are willing to sell from time
to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Payment of Additional Amounts

SIZE="2">The government of any jurisdiction where BP or BP Capital U.K. is incorporated may require BP or BP Capital U.K. to withhold or deduct amounts from payments on the principal or interest on a debt security or any amounts to be paid under the
guarantees for or on account of taxes or any other governmental charges. If the jurisdiction requires a withholding or deduction of this type, BP or BP Capital U.K., as the case may be, may be required to pay you an additional amount so that the net
amount you receive will be the amount specified in the debt security to which you are entitled. However, in order for you to be entitled to receive the additional amount, you must not be resident in the jurisdiction that requires the withholding or
deduction.

BP or BP Capital U.K., as the case may be, will not have to pay additional amounts under any of the following
circumstances:

 







  

The U.S. government or any political subdivision of the U.S. government is the entity that is imposing the tax or governmental charge.


 







  

The tax or governmental charge is imposed due to the presentation of a debt security, if presentation is required, for payment on a date more than 30 days after the
security became due or after the payment was provided for.

 







  

The tax or governmental charge is on account of an estate, inheritance, gift, sale, transfer, personal property or similar tax or other governmental charge.

 







  

The tax or governmental charge is for a tax or governmental charge that is payable in a manner that does not involve withholdings.

STYLE="margin-top:0px;margin-bottom:0px"> 


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The tax or governmental charge is imposed or withheld because the holder or beneficial owner failed:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to provide information about the nationality, residence or identity of the holder or beneficial owner, or

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to make a declaration or satisfy any information requirements,

FACE="Times New Roman" SIZE="2">that the statutes, treaties, regulations or administrative practices of the taxing jurisdiction require as a precondition to exemption from all or part of such tax or governmental charge.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

The withholding or deduction is imposed pursuant to the European Union Directive approved on June 3, 2003, regarding taxation of, and information exchange
among member states of the European Union with respect to, interest income, or any law implementing such directive.

 







  

The withholding or deduction is imposed on a holder or beneficial owner who could have avoided such withholding or deduction by presenting its debt securities to
another paying agent.

 







  

The holder is a fiduciary or partnership or an entity that is not the sole beneficial owner of the payment of the principal of, or any interest on, any security,
and the laws of the jurisdiction require the payment to be included in the income of a beneficiary or settlor for tax purposes with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to
such additional amounts had it been the holder of such security.

These provisions will also apply to any taxes or
governmental charges imposed by any jurisdiction in which a successor to BP is organized. The prospectus supplement relating to the debt securities may describe additional circumstances in which BP would not be required to pay additional amounts.
(Section 1010)

These excerpts taken from the BP 424B5 filed May 5, 2009.

Redemption and Repayment

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

17


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15 under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

 

We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

 

We or our affiliates may purchase debt securities from investors who are willing to sell from time to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

Redemption and Repayment

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will
not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a
redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or
repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which
the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies
a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


17







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus
supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be
redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15
under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the
holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right
must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for
accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 








 

SIZE="2">We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

STYLE="font-size:2px;margin-top:0px;margin-bottom:1px"> 

We or our affiliates may purchase debt securities from investors who are willing to sell from time
to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Payment of Additional Amounts

SIZE="2">The government of any jurisdiction where BP or BP Capital U.K. is incorporated may require BP or BP Capital U.K. to withhold or deduct amounts from payments on the principal or interest on a debt security or any amounts to be paid under the
guarantees for or on account of taxes or any other governmental charges. If the jurisdiction requires a withholding or deduction of this type, BP or BP Capital U.K., as the case may be, may be required to pay you an additional amount so that the net
amount you receive will be the amount specified in the debt security to which you are entitled. However, in order for you to be entitled to receive the additional amount, you must not be resident in the jurisdiction that requires the withholding or
deduction.

BP or BP Capital U.K., as the case may be, will not have to pay additional amounts under any of the following
circumstances:

 







  

The U.S. government or any political subdivision of the U.S. government is the entity that is imposing the tax or governmental charge.


 







  

The tax or governmental charge is imposed due to the presentation of a debt security, if presentation is required, for payment on a date more than 30 days after the
security became due or after the payment was provided for.

 







  

The tax or governmental charge is on account of an estate, inheritance, gift, sale, transfer, personal property or similar tax or other governmental charge.

 







  

The tax or governmental charge is for a tax or governmental charge that is payable in a manner that does not involve withholdings.

STYLE="margin-top:0px;margin-bottom:0px"> 


18







Table of Contents








  

The tax or governmental charge is imposed or withheld because the holder or beneficial owner failed:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to provide information about the nationality, residence or identity of the holder or beneficial owner, or

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to make a declaration or satisfy any information requirements,

FACE="Times New Roman" SIZE="2">that the statutes, treaties, regulations or administrative practices of the taxing jurisdiction require as a precondition to exemption from all or part of such tax or governmental charge.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

The withholding or deduction is imposed pursuant to the European Union Directive approved on June 3, 2003, regarding taxation of, and information exchange
among member states of the European Union with respect to, interest income, or any law implementing such directive.

 







  

The withholding or deduction is imposed on a holder or beneficial owner who could have avoided such withholding or deduction by presenting its debt securities to
another paying agent.

 







  

The holder is a fiduciary or partnership or an entity that is not the sole beneficial owner of the payment of the principal of, or any interest on, any security,
and the laws of the jurisdiction require the payment to be included in the income of a beneficiary or settlor for tax purposes with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to
such additional amounts had it been the holder of such security.

These provisions will also apply to any taxes or
governmental charges imposed by any jurisdiction in which a successor to BP is organized. The prospectus supplement relating to the debt securities may describe additional circumstances in which BP would not be required to pay additional amounts.
(Section 1010)

These excerpts taken from the BP F-3ASR filed Mar 13, 2009.

Redemption and Repayment

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

17


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15 under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

 

We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

 

We or our affiliates may purchase debt securities from investors who are willing to sell from time to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

Redemption and Repayment

STYLE="margin-top:6px;margin-bottom:0px; text-indent:4%">Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will
not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a
redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or
repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which
the redemption prices relating to a redemption of debt securities during those periods will apply.

If the prospectus supplement specifies
a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


17







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

If the prospectus
supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be
redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 15
under “Additional Mechanics—Notices”.

If a debt security represented by a global security is subject to repayment at the
holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right
must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for
accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 








 

SIZE="2">We urge street name and other indirect holders to contact their banks or brokers for information about how to exercise a repayment right in a timely manner.

STYLE="font-size:2px;margin-top:0px;margin-bottom:1px"> 

We or our affiliates may purchase debt securities from investors who are willing to sell from time
to time, either in the open market at prevailing prices or in private transactions at negotiated prices. Debt securities that we or they purchase may, in our discretion, be held, resold or canceled.

STYLE="margin-top:18px;margin-bottom:0px; margin-left:2%">Payment of Additional Amounts

SIZE="2">The government of any jurisdiction where BP or BP Capital U.K. is incorporated may require BP or BP Capital U.K. to withhold or deduct amounts from payments on the principal or interest on a debt security or any amounts to be paid under the
guarantees for or on account of taxes or any other governmental charges. If the jurisdiction requires a withholding or deduction of this type, BP or BP Capital U.K., as the case may be, may be required to pay you an additional amount so that the net
amount you receive will be the amount specified in the debt security to which you are entitled. However, in order for you to be entitled to receive the additional amount, you must not be resident in the jurisdiction that requires the withholding or
deduction.

BP or BP Capital U.K., as the case may be, will not have to pay additional amounts under any of the following
circumstances:

 







  

The U.S. government or any political subdivision of the U.S. government is the entity that is imposing the tax or governmental charge.


 







  

The tax or governmental charge is imposed due to the presentation of a debt security, if presentation is required, for payment on a date more than 30 days after the
security became due or after the payment was provided for.

 







  

The tax or governmental charge is on account of an estate, inheritance, gift, sale, transfer, personal property or similar tax or other governmental charge.

 







  

The tax or governmental charge is for a tax or governmental charge that is payable in a manner that does not involve withholdings.

STYLE="margin-top:0px;margin-bottom:0px"> 


18







Table of Contents








  

The tax or governmental charge is imposed or withheld because the holder or beneficial owner failed:

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to provide information about the nationality, residence or identity of the holder or beneficial owner, or

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

to make a declaration or satisfy any information requirements,

FACE="Times New Roman" SIZE="2">that the statutes, treaties, regulations or administrative practices of the taxing jurisdiction require as a precondition to exemption from all or part of such tax or governmental charge.

STYLE="font-size:6px;margin-top:0px;margin-bottom:0px"> 







  

The withholding or deduction is imposed pursuant to the European Union Directive approved on June 3, 2003, regarding taxation of, and information exchange
among member states of the European Union with respect to, interest income, or any law implementing such directive.

 







  

The withholding or deduction is imposed on a holder or beneficial owner who could have avoided such withholding or deduction by presenting its debt securities to
another paying agent.

 







  

The holder is a fiduciary or partnership or an entity that is not the sole beneficial owner of the payment of the principal of, or any interest on, any security,
and the laws of the jurisdiction require the payment to be included in the income of a beneficiary or settlor for tax purposes with respect to such fiduciary or a member of such partnership or a beneficial owner who would not have been entitled to
such additional amounts had it been the holder of such security.

These provisions will also apply to any taxes or
governmental charges imposed by any jurisdiction in which a successor to BP is organized. The prospectus supplement relating to the debt securities may describe additional circumstances in which BP would not be required to pay additional amounts.
(Section 1010)

These excerpts taken from the BP 424B5 filed Mar 13, 2009.

Redemption and Repayment

 

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

 

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

 

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

16


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

 

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

 

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

Redemption and Repayment

 

Unless otherwise indicated in the prospectus
supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled
to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the
related prospectus supplement specifies one or more repayment dates.

 

SIZE="2">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt
security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will
apply.

 

If the prospectus supplement specifies a redemption
commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


16







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at
the specified repayment price(s), together with interest accrued to the repayment date.

 

FACE="Times New Roman" SIZE="2">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable
redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

STYLE="margin-top:0px;margin-bottom:0px"> 

If a debt security represented by a global security is subject to repayment
at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment
right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines
for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="margin-top:0px;margin-bottom:0px"> 

These excerpts taken from the BP 424B5 filed Mar 6, 2009.

Redemption and Repayment

 

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

 

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

 

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

16


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

 

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

 

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

Redemption and Repayment

 

Unless otherwise indicated in the prospectus
supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled
to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the
related prospectus supplement specifies one or more repayment dates.

 

SIZE="2">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt
security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will
apply.

 

If the prospectus supplement specifies a redemption
commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


16







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at
the specified repayment price(s), together with interest accrued to the repayment date.

 

FACE="Times New Roman" SIZE="2">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable
redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

STYLE="margin-top:0px;margin-bottom:0px"> 

If a debt security represented by a global security is subject to repayment
at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment
right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines
for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="margin-top:0px;margin-bottom:0px"> 

These excerpts taken from the BP 424B5 filed Nov 5, 2008.

Redemption and Repayment

 

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

 

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

 

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

16


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

 

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

 

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

Redemption and Repayment

 

Unless otherwise indicated in the prospectus
supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled
to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the
related prospectus supplement specifies one or more repayment dates.

 

SIZE="2">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt
security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will
apply.

 

If the prospectus supplement specifies a redemption
commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


16







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at
the specified repayment price(s), together with interest accrued to the repayment date.

 

FACE="Times New Roman" SIZE="2">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable
redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

STYLE="margin-top:0px;margin-bottom:0px"> 

If a debt security represented by a global security is subject to repayment
at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment
right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines
for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="margin-top:0px;margin-bottom:0px"> 

These excerpts taken from the BP 424B5 filed Mar 13, 2008.

Redemption and Repayment

 

Unless otherwise indicated in the prospectus supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the related prospectus supplement specifies one or more repayment dates.

 

If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will apply.

 

If the prospectus supplement specifies a redemption commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 

16


Table of Contents

specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at the specified repayment price(s), together with interest accrued to the repayment date.

 

In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

 

If a debt security represented by a global security is subject to repayment at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

 

Redemption and Repayment

 

Unless otherwise indicated in the prospectus
supplement, your debt security will not be entitled to the benefit of any sinking fund—that is, we will not deposit money on a regular basis into any separate custodial account to repay your debt securities. In addition, we will not be entitled
to redeem your debt security before its stated maturity unless the prospectus supplement specifies a redemption commencement date. You will not be entitled to require us to buy your debt security from you, before its stated maturity, unless the
related prospectus supplement specifies one or more repayment dates.

 

SIZE="2">If the prospectus supplement specifies a redemption commencement date or a repayment date, it will also specify one or more redemption prices or repayment prices, which may be expressed as a percentage of the principal amount of your debt
security or by reference to one or more formulae used to determine the redemption price(s). It may also specify one or more redemption periods during which the redemption prices relating to a redemption of debt securities during those periods will
apply.

 

If the prospectus supplement specifies a redemption
commencement date, we may redeem your debt security at our option at any time on or after that date. If we redeem your debt security, we will do so at the

 


16







Table of Contents



specified redemption price, together with interest accrued to the redemption date. If different prices are specified for different redemption periods, the
price we pay will be the price that applies to the redemption period during which your debt security is redeemed.

 

STYLE="margin-top:0px;margin-bottom:0px; text-indent:4%">If the prospectus supplement specifies a repayment date, your debt security will be repayable by us at your option on the specified repayment date(s) at
the specified repayment price(s), together with interest accrued to the repayment date.

 

FACE="Times New Roman" SIZE="2">In the event that we exercise an option to redeem any debt security, we will give written notice of the principal amount of the debt security to be redeemed to the trustee at least 45 days before the applicable
redemption date and to the holder not less than 30 days nor more than 60 days before the applicable redemption date. We will give the notice in the manner described above on page 14 under “Additional Mechanics—Notices”.

STYLE="margin-top:0px;margin-bottom:0px"> 

If a debt security represented by a global security is subject to repayment
at the holder’s option, the depositary or its nominee, as the holder, will be the only person that can exercise the right to repayment. Any indirect holders who own beneficial interests in the global security and wish to exercise a repayment
right must give proper and timely instructions to their banks or brokers through which they hold their interests, requesting that they notify the depositary to exercise the repayment right on their behalf. Different firms have different deadlines
for accepting instructions from their customers; we urge you to take care to act promptly enough to ensure that your request is given effect by the depositary before the applicable deadline for exercise.

STYLE="margin-top:0px;margin-bottom:0px"> 

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