8 yr: Registration: 144A/Reg S; Comments: USD400m 8yr Fxd. snr unsec 144A/RegS for life. Ba3/B+. GS/JPM. Mixed Price Talk: 4.75% area. Equity clawback up to 40% at 104.875% prior to 12/15/20. MWC T+50bp. Call schedule: 2020 at 103.656%, 2021 at 102.438%, 2022 at 101.219%, 2023 and thereafter at par.;