Obbligazione Canadian Imperial Bank 7.75% ( US78014K3370 ) in USD

Emittente Canadian Imperial Bank
Prezzo di mercato 100 USD  ▼ 
Paese  Canada
Codice isin  US78014K3370 ( in USD )
Tasso d'interesse 7.75% per anno ( pagato 2 volte l'anno)
Scadenza 25/01/2021 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Royal Bank of Canada US78014K3370 in USD 7.75%, scaduta


Importo minimo 1 000 USD
Importo totale 4 625 000 USD
Cusip 78014K337
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Descrizione dettagliata La Royal Bank of Canada (RBC) è una delle più grandi banche del Canada, con attività a livello globale nei settori della gestione patrimoniale, dei servizi finanziari e dell'investimento.

The Obbligazione issued by Canadian Imperial Bank ( Canada ) , in USD, with the ISIN code US78014K3370, pays a coupon of 7.75% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 25/01/2021







424B2 1 form424b2.htm UBS 1Y AAYN (TWTR UAL) 78014K329 - 78014K337
PRICING SUPPLEMENT

Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-227001
Dated January 17, 2020
Royal Bank of Canada Airbag Autocallable Yield Notes
$ 5 ,2 2 4 ,0 0 0 N ot e s Link e d t o t he Com m on St oc k of T w it t e r, I nc . due on J a nua ry 2 5 , 2 0 2 1
$ 4 ,6 2 5 ,0 0 0 N ot e s Link e d t o t he Com m on St oc k of U nit e d Airline s H oldings, I nc . due on J a nua ry 2 5 , 2 0 2 1
I nve st m e nt De sc ript ion
Airbag Autocallable Yield Notes (the "Notes") are unsecured and unsubordinated notes issued by Royal Bank of Canada linked to the performance of a specific company (the "Reference Stock"). The issue price of each Note is $1,000. We will pay you
a monthly coupon regardless of the performance of the Reference Stock. If the closing price of the Reference Stock on any quarterly Observation Date is greater than or equal to the initial underlying price, we will automatically call the Notes and pay
you the principal amount per Note plus the applicable coupon payment for that date and no further amounts will be owed to you. If the Notes are not automatically called, we will pay you on the maturity date either the principal amount per Note or, if
the closing price of the Reference Stock on the final valuation date is below the conversion price, we will deliver to you a number of shares of the applicable Reference Stock equal to the principal amount per Note divided by the conversion price (the
"share delivery amount") for each of your Notes plus accrued and unpaid interest (subject to adjustments in the case of certain corporate events described in the product prospectus supplement no. ABYN-2 under "General Terms of the Notes -- Anti-
dilution Adjustments"). The Notes are not subject to conversion into our common shares under subsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act.
I nve st ing in t he N ot e s involve s signific a nt risk s. Y ou m a y lose som e or your e nt ire princ ipa l a m ount . I n e x c ha nge for re c e iving a c oupon on t he N ot e s, you a re a c c e pt ing t he risk of re c e iving sha re s of t he
Re fe re nc e St oc k a t m a t urit y t ha t a re w ort h le ss t ha n t he princ ipa l a m ount of your N ot e s a nd our c re dit risk for a ll pa ym e nt s unde r t he N ot e s. Ge ne ra lly, t he highe r t he c oupon ra t e on a N ot e , t he gre a t e r t he
risk of loss on t ha t N ot e . T he c ont inge nt re pa ym e nt of princ ipa l only a pplie s if you hold t he N ot e s unt il m a t urit y. Any pa ym e nt on t he N ot e s, inc luding a ny re pa ym e nt of princ ipa l, is subje c t t o our
c re dit w ort hine ss. I f w e w e re t o de fa ult on our pa ym e nt obliga t ions, you m a y not re c e ive a ny a m ount s ow e d t o you unde r t he N ot e s a nd you c ould lose your e nt ire inve st m e nt . T he N ot e s w ill not be list e d on
a ny se c urit ie s e x c ha nge .
Fe a t ure s

K e y Da t e s

I nc om e -- Regardless of the performance of the Reference Stock, we will pay you a monthly coupon. In
Trade Date
January 17, 2020
exchange for receiving the monthly coupon payment on the Notes, you are accepting the risk of receiving shares
Settlement Date
January 23, 2020
N OT I CE T O I N V EST ORS: T H E N OT ES ARE SI GN I FI CAN T LY RI SK I ER T H AN CON V EN T I ON AL DEBT I N ST RU M EN T S. T H E I SSU ER I S N OT N ECESSARI LY OBLI GAT ED T O REPAY T H E FU LL PRI N CI PAL AM OU N T OF
of the Reference Stock at maturity that are worth less than your principal amount and our credit risk for all
T H E N O Observation
T ES AT M Dates
AT U RI T Y , AN D T H E N OT ES CAN H AV E T Quarterly
H E FU LL DOWN SI DE M ARK ET RI SK OF T H E REFEREN CE ST OCK . T H I S M ARK ET RI SK I S I N ADDI T I ON T O T H E CREDI T RI SK I N H EREN T I N
payments under the Notes.
PU RCH AFinal
SI N Valuation
G A DEB Date
T OB 1
LI GAT I ON OF ROY AL BAN K OF C January
AN AD 21,
A. Y 2021
OU SH OU LD N OT PU RCH ASE T H E N OT ES I F Y OU DO N OT U N DERST AN D OR ARE N OT COM FORT ABLE WI T H T H E SI GN I FI CAN T RI SK S

Aut om a t ic a lly Ca lla ble -- If the closing price of the Reference Stock on any quarterly Observation Date is
I N V OLV ED I N I N V EST I N G I N T H E N OT ES.
greater than or equal to the initial underlying price, we will automatically call the Notes and pay you the principal
Maturity Date1
January 25, 2021
Y OU SH OU LD CAREFU LLY CON SI DER T H E RI SK S DESCRI BED U N DER "K EY RI SK S" BEGI N N I N G ON PAGE 6 , T H E RI SK S DESCRI BED U N DER "RI SK FACT ORS" BEGI N N I N G ON PAGE PS -4 OF T H E PRODU CT
amount per Note plus the applicable coupon payment for that date and no further amounts will be owed to you. If
1 Subject to postponement if a market disruption event occurs, as described under "General Terms of the Notes --
PROSPECT U S SU PPLEM EN T N O. ABY N -2 AN D U N DER "RI SK FACT ORS" BEGI N N I N G ON PAGE S -1 OF T H E PROSPECT U S SU PPLEM EN T BEFORE PU RCH ASI N G AN Y N OT ES. EV EN T S RELAT I N G T O AN Y OF
the Notes are not called, you may have downside market exposure to the Reference Stock at maturity.
Payment at Maturity" in the accompanying product prospectus supplement no. ABYN-2.
T H OSE RI SK S, OR OT H ER RI SK S AN D U N CERT AI N T I ES, COU LD ADV ERSELY AFFECT T H E M ARK ET V ALU E OF, AN D T H E RET U RN ON , Y OU R N OT ES. I F T H E N OT ES ARE N OT CALLED, Y OU M AY LOSE SOM E

Cont inge nt Re pa ym e nt of Princ ipa l a t M a t urit y -- If the Notes are not previously called and the price of OR ALL OF YOUR INITIAL INVESTMENT.
the Reference Stock does not close below the conversion price on the final valuation date, we will pay you the
N ot e s Offe rings
principal amount at maturity, and you will not participate in any appreciation or depreciation in the value of the
Reference Stock. If the price of the Reference Stock closes below the conversion price on the final valuation date, This pricing supplement relates to two separate Airbag Autocallable Yield Notes we are offering. Each of the Notes is linked to the
we will deliver to you at maturity the share delivery amount for each of your Notes, which is expected to be worth common equity securities of a different company, and each of the Notes has a different coupon rate, initial underlying price and
less than your principal amount and may have no value at all. The contingent repayment of principal only applies if conversion price, as specified in the table below. Each of the Notes will be issued in minimum denominations of $1,000 per Note
you hold the Notes until maturity. Any payment on the Notes, including any repayment of principal, is subject to
and integral multiples of $1,000 in excess thereof. Coupons will be paid monthly in arrears in 12 equal installments, subject to an
our creditworthiness.
earlier automatic call.
T he pe rform a nc e of e a c h N ot e w ill not de pe nd on t he pe rform a nc e of a ny ot he r N ot e .
Re fe re nc e St oc k
Coupon Ra t e
I nit ia l U nde rlying
Conve rsion Pric e
CU SI P
I SI N
Pric e
Common stock of Twitter, Inc. (TWTR)
9.00% per annum
$34.22
$27.38, which is 80.00% of the initial underlying price (rounded to two
78014K329
US78014K3297
decimal places)
Common stock of United Airlines Holdings, Inc. (UAL)
7.75% per annum
$89.70
$80.73, which is 90.00% of the initial underlying price
78014K337
US78014K3370
Se e "Addit iona l I nform a t ion About Roya l Ba nk of Ca na da a nd t he N ot e s" in t his pric ing supple m e nt . T he N ot e s w ill ha ve t he t e rm s spe c ifie d in t he prospe c t us a nd prospe c t us supple m e nt da t e d Se pt e m be r 7 ,
2 0 1 8 , t he produc t prospe c t us supple m e nt no. ABY N -2 da t e d Oc t obe r 2 6 , 2 0 1 8 a nd t his pric ing supple m e nt .
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the Notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying prospectus, prospectus
supplement and product prospectus supplement no. ABYN-2. Any representation to the contrary is a criminal offense.

Pric e t o Public
Fe e s a nd Com m issions (1)
Proc e e ds t o U s
Offe ring of t he N ot e s
T ot a l
Pe r N ot e
T ot a l
Pe r N ot e
T ot a l
Pe r N ot e
Notes linked to the common stock of Twitter, Inc. (TWTR)
$5,224,000
$1,000
$78,360
$15
$5,145,640
$985
Notes linked to the common stock of United Airlines Holdings, Inc. (UAL)
$4,625,000
$1,000
$69,375
$15
$4,555,625
$985
(1) UBS Financial Services Inc., which we refer to as UBS, will receive a commission of $15.00 per $1,000 principal amount of each Note. See "Supplemental Plan of Distribution (Conflicts of Interest)" below.
The initial estimated value of the Notes as of the date of this document is $983.22 per $1,000 in principal amount for the Notes linked to TWTR and $983.24 per $1,000 in principal amount for the Notes linked to UAL, each of which is less than the
price to public. The actual value of the Notes at any time will reflect many factors, cannot be predicted with accuracy, and may be less than these amounts. We describe our determination of the initial estimated value under "Key Risks," "Supplemental
Plan of Distribution (Conflicts of Interest)" and "Structuring the Notes" below.
The Notes will not constitute deposits insured under the Canada Deposit Insurance Corporation Act or by the United States Federal Deposit Insurance Corporation or any other Canadian or United States government agency or instrumentality.
U BS Fina nc ia l Se rvic e s I nc .
RBC Ca pit a l M a rk e t s, LLC
Addit iona l I nform a t ion About Roya l Ba nk of Ca na da a nd t he N ot e s
You should read this pricing supplement together with the prospectus dated September 7, 2018, as supplemented by the prospectus supplement dated September 7, 2018, relating to our Series H medium-term notes of which
these Notes are a part, and the more detailed information contained in product prospectus supplement no. ABYN-2 dated October 26, 2018. T his pric ing supple m e nt , t oge t he r w it h t he doc um e nt s list e d be low ,
c ont a ins t he t e rm s of t he N ot e s a nd supe rse de s a ll ot he r prior or c ont e m pora ne ous ora l st a t e m e nt s a s w e ll a s a ny ot he r w rit t e n m a t e ria ls inc luding pre lim ina ry or indic a t ive pric ing
t e rm s, c orre sponde nc e , t ra de ide a s, st ruc t ure s for im ple m e nt a t ion, sa m ple st ruc t ure s, fa c t she e t s, broc hure s or ot he r e duc a t iona l m a t e ria ls of ours. You should carefully consider, among other
things, the matters set forth in "Risk Factors" in the accompanying product prospectus supplement no. ABYN-2, as the Notes involve risks not associated with conventional debt securities.
If the terms discussed in this pricing supplement differ from those discussed in the product prospectus supplement no. ABYN-2, the prospectus supplement or the prospectus, the terms discussed herein will control.
Y ou m a y a c c e ss t he se on t he SEC w e bsit e a t w w w .se c .gov a s follow s (or if suc h a ddre ss ha s c ha nge d, by re vie w ing our filing for t he re le va nt da t e on t he SEC w e bsit e ):
?
Product prospectus supplement no. ABYN-2 dated October 26, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000114036118041394/form424b5.htm
?
Prospectus supplement dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005975/f97180424b3.htm
?
Prospectus dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005973/l96181424b3.htm
As used in this pricing supplement, "we," "us" or "our" refers to Royal Bank of Canada.
2
I nve st or Suit a bilit y

T he N ot e s m a y be suit a ble for you if, a m ong ot he r c onside ra t ions:
T he N ot e s m a y not be suit a ble for you if, a m ong ot he r c onside ra t ions:
T he
?
You fully understand the risks inherent in an investment in the Notes, including the risk
?
You do not fully understand the risks inherent in an investment in the Notes, including
of loss of your entire initial investment.
the risk of loss of your entire initial investment.
?
You can tolerate a loss of all or a substantial portion of your investment and are willing
?
You require an investment designed to provide a full return of principal at maturity.
to make an investment that may have the full downside market risk of an investment in
?
You are unwilling to accept the risks of investing in equities in general or in the
the Reference Stock.
applicable Reference Stock in particular.
?
You are willing to accept the risks of investing in equities in general and in the
?
You are not willing to make an investment that may have the full downside market risk
applicable Reference Stock in particular.
of an investment in the Reference Stock.
?
You believe the final underlying price of the Reference Stock is not likely to be below
?
You believe that the final underlying price of the Reference Stock is likely to be below
https://www.sec.gov/Archives/edgar/data/1000275/000114036120001124/form424b2.htm[1/21/2020 11:47:29 AM]


the conversion price and, if it is, you can tolerate receiving shares of the Reference
the conversion price, which could result in a total loss of your initial investment.
Stock at maturity worth less than your principal amount or that may have no value at all.
?
You cannot tolerate receiving shares of the Reference Stock at maturity worth less than
?
You understand and accept that you will not participate in any appreciation in the price
your principal amount or that may have no value at all.
of the Reference Stock and that your return on the Notes is limited to the coupons paid.
?
You seek an investment that participates in the appreciation in the price of the
?
You are willing to forgo dividends or other benefits of owning shares of the Reference
Reference Stock or that has unlimited return potential.
Stock.
?
You want to receive dividends or other distributions paid on the Reference Stock.
?
You can tolerate fluctuations in the price of the Notes prior to maturity that may be
similar to or exceed the downside price fluctuations of the Reference Stock.
?
You cannot tolerate fluctuations in the price of the Notes prior to maturity that may be
similar to or exceed the downside price fluctuations of the Reference Stock.
?
You are willing and able to invest in a security that will be called on any Observation
Date on which the closing price of the Reference Stock is greater than or equal to the
?
You are unwilling to invest in the Notes based on the applicable coupon rate for each
initial underlying price, and you are otherwise able to hold the Notes to maturity.
Note indicated on the cover of this pricing supplement.
?
You are willing to invest in Notes for which there may be little or no secondary market
?
You seek an investment for which there will be an active secondary market.
and you accept that the secondary market will depend in large part on the price, if any,
?
You are unable or unwilling to invest in a security that will be called on any Observation
at which RBC Capital Markets, LLC, which we refer to as "RBCCM," is willing to
Date on which the closing price of the Reference Stock is greater than or equal to the
purchase the Notes.
initial underlying price, or you are otherwise unable or unwilling to hold the Notes to
?
You are willing to invest in the Notes based on the applicable coupon rate for each Note
maturity.
indicated on the cover of this pricing supplement.
?
You are not willing to assume the credit risk of Royal Bank of Canada for all payments
?
You are willing to assume the credit risk of Royal Bank of Canada for all payments
under the Notes, including any repayment of principal.
under the Notes, and understand that if Royal Bank of Canada defaults on its
suit a bilit y c onside ra t ions ide nt ifie d a bove a re not e x ha ust ive . Whe t he r or not t he
obligations, you may not receive any amounts due to you, including any repayment of
N ot e s a re a suit a ble inve st m e nt for you w ill de pe nd on your individua l
principal.
c irc um st a nc e s, a nd you should re a c h a n inve st m e nt de c ision only a ft e r you a nd
your inve st m e nt , le ga l, t a x , a c c ount ing, a nd ot he r a dvise rs ha ve c a re fully c onside re d t he suit a bilit y of a n inve st m e nt in t he N ot e s in light of your pa rt ic ula r
c irc um st a nc e s. Y ou should a lso re vie w c a re fully t he "K e y Risk s" be ginning on pa ge 6 of t his pric ing supple m e nt a nd "Risk Fa c t ors" in t he a c c om pa nying
produc t prospe c t us supple m e nt no. ABY N -2 for risk s re la t e d t o a n inve st m e nt in t he N ot e s. For m ore inform a t ion on t he Re fe re nc e St oc k s, se e "I nform a t ion
About t he Re fe re nc e St oc k s" in t his pric ing supple m e nt .
3
Fina l T e rm s of t he N ot e s 1

Observation Dates:
April 17, 2020, July 17, 2020, October 19, 2020 and January 21, 2021
Issuer:
Royal Bank of Canada
(the final valuation date).

Principal Amount per
$1,000 per Note
Call Settlement Dates:
Two business days following the relevant Observation Date, except that
Note:
the Call Settlement Date for the final valuation date will be the Maturity
Date. Each Call Settlement Date will occur on a Coupon Payment Date
for the Notes.
Term:
Approximately 12 months, if not previously called
Payment at Maturity:
?
Reference Stocks:
The common stock of a specific company, as set forth on the cover
If the Notes are not automatically called prior to maturity, and the
final underlying price of the applicable Reference Stock is not
page of this pricing supplement.
below the conversion price on the final valuation date, we will pay
you at maturity an amount in cash equal to $1,000 for each $1,000
Closing Price:
On any trading day, the last reported sale price of the Reference Stock
principal amount of the Notes, plus accrued and unpaid interest.
on the principal national securities exchange on which it is listed for
trading, as determined by the calculation agent.
? If the Notes are not automatically called prior to maturity, and the
final underlying price of the applicable Reference Stock is below
Initial Underlying Price:
With respect to each Note, the closing price of the applicable
the conversion price on the final valuation date, we will deliver to
Reference Stock on the trade date, as set forth on the cover page of
you at maturity a number of shares of the applicable Reference
this pricing supplement.
Stock equal to the share delivery amount (subject to adjustments)
for each Note you own plus accrued and unpaid interest. The
Final Underlying Price:
The closing price of the applicable Reference Stock on the final
share delivery amount is expected to be worth less than the
valuation date.
principal amount and may have a value equal to $0.
Coupon Payment:
The coupon payments will be made in 12 equal installments regardless
Share Delivery Amount:2
For the Notes linked to the common stock of Twitter, Inc.: 36.5230
of the performance of the Reference Stock, unless the Notes were
shares per Note
earlier called.
For the Notes linked to the common stock of United Airlines Holdings,
The coupon rate per annum is (i) 9.00% for the Notes linked to the
Inc.: 12.3870 shares per Note
common stock of Twitter, Inc. and (ii) 7.75% for the Notes linked to the
common stock of United Airlines Holdings, Inc.
Each of which is the number of shares of the applicable Reference
Stock per $1,000 principal amount Note equal to $1,000 divided by the
1st through 12th
For the Notes linked to the common stock of Twitter, Inc.: 0.75% (or
applicable conversion price (rounded to four decimal places). The share
Installment (if not earlier
$7.50 per Note)
delivery amount is subject to adjustment upon the occurrence of certain
called)
corporate events affecting the Reference Stock. See "General Terms of
For the Notes linked to the common stock of United Airlines Holdings,
the Notes -- Anti-dilution Adjustments" in product prospectus
Inc.: 0.64583% (or $6.4583 per Note)
supplement no. ABYN-2.
Coupon Payment Dates:
Coupons will be paid in arrears in 12 equal monthly installments on the
Conversion Price:
A percentage of the initial underlying price of the Reference Stock, as
Coupon Payment Dates listed below, unless previously called.
specified on the cover page of this pricing supplement (as may be

adjusted in the case of certain adjustment events as described under
February 20, 2020, March 19, 2020, April 21, 2020, May 20, 2020,
"General Terms of the Notes -- Anti-dilution Adjustments" in the
June 19, 2020, July 21, 2020, August 19, 2020, September 21, 2020,
product prospectus supplement).
October 21, 2020, November 19, 2020, December 21, 2020 and
January 25, 2021.

1
Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them
Automatic Call Feature:
The Notes will be automatically called if the closing price of the
in the product prospectus supplement.
2
Reference Stock on any quarterly Observation Date is greater than or
If you receive the share delivery amount at maturity, we will pay cash in lieu of delivering any fractional
equal to the initial underlying price.
shares in an amount equal to that fraction multiplied by the closing price of the Reference Stock on the
final valuation date.
If the Notes are called, we will pay you on the corresponding Coupon
Payment Date (which will be the "Call Settlement Date") a cash
payment per Note equal to the principal amount per Note plus the
applicable coupon payment otherwise due on that day. No further
amounts will be owed to you under the Notes.
4
I nve st m e nt T im e line




https://www.sec.gov/Archives/edgar/data/1000275/000114036120001124/form424b2.htm[1/21/2020 11:47:29 AM]




The closing price of the applicable Reference Stock
T ra de
(initial underlying price) was observed, the applicable
Da t e :
conversion price and share delivery amount were
determined and the applicable coupon rate was set.


M ont hly

We pay the applicable coupon payments.
(inc luding a t
M a t urit y):



The Notes will be automatically called if the closing
price of the applicable Reference Stock on any
Observation Date is greater than or equal to the initial
underlying price. If the Notes are called, we will pay
Qua rt e rly:
you on the applicable Call Settlement Date a cash
payment per Note equal to the principal amount of the
Notes plus the applicable coupon payment otherwise
due on that day and no further amounts will be due to
you under the Notes.



If the Notes have not been previously called, the final
underlying price is determined as of the final valuation
date.
If the final underlying price of the applicable Reference
Stock is not below the conversion price on the final
valuation date, we will pay you an amount in cash
M a t urit y
equal to $1,000 for each $1,000 principal amount of
Da t e :
the Notes plus the final coupon.
If the final underlying price of the applicable Reference
Stock is below the conversion price on the final
valuation date, we will deliver to you a number of
shares of the applicable Reference Stock equal to the
share delivery amount for each Note you own, plus the
final coupon.
I N V EST I N G I N T H E N OT ES I N V OLV ES SI GN I FI CAN T RI SK S. Y OU M AY LOSE SOM E OR
ALL OF Y OU R PRI N CI PAL AM OU N T AS Y OU M AY RECEI V E SH ARES AT M AT U RI T Y T H AT
ARE WORT H LESS T H AN Y OU R PRI N CI PAL AM OU N T OR H AV E N O V ALU E AT ALL. AN Y
PAY M EN T ON T H E N OT ES, I N CLU DI N G AN Y REPAY M EN T OF PRI N CI PAL, I S SU BJ ECT
T O T H E CREDI T WORT H I N ESS OF ROY AL BAN K OF CAN ADA. I F ROY AL BAN K OF
CAN ADA WERE T O DEFAU LT ON I T S PAY M EN T OBLI GAT I ON S, Y OU M AY N OT RECEI V E
AN Y AM OU N T S OWED T O Y OU U N DER T H E N OT ES AN D Y OU COU LD LOSE Y OU R
EN T I RE I N V EST M EN T .
5
K e y Risk s
An investment in the Notes involves significant risks. Investing in the Notes is not equivalent to investing directly in the Reference Stock. These risks are explained in more detail in the "Risk
Factors" section of the accompanying product prospectus supplement no. ABYN-2. We also urge you to consult your investment, legal, tax, accounting and other advisors before investing in the
Notes.
Risk s Re la t ing t o t he N ot e s Ge ne ra lly
?
Y our I nve st m e nt in t he N ot e s M a y Re sult in a Loss -- The Notes differ from ordinary debt securities in that we will not necessarily pay the full principal amount of the Notes at
maturity. At maturity, if the Notes have not been previously called, we will only pay you the principal amount of your Notes if the final underlying price of the Reference Stock is greater than
or equal to the conversion price. If the final underlying price of the Reference Stock is below the conversion price, we will deliver to you a number of shares of the applicable Reference
Stock equal to the share delivery amount for each Note you then own. Therefore, if the Notes are not automatically called and the final underlying price of the Reference Stock is below the
conversion price, the value of the share delivery amount will decline by a proportionately higher percentage for each additional percentage the Reference Stock declines below the
conversion price. For example, if the conversion price is 80% of the initial underlying price and the final underlying price is less than the conversion price, you will lose approximately 1.25%
of your $1,000 principal amount Note at maturity for each additional 1% that the final underlying price is less than the conversion price, as measured from the initial underlying price. If you
receive shares of the applicable Reference Stock at maturity, you will be exposed to any further decrease in the price of the Reference Stock from the final valuation date to the maturity
date, and the value of those shares is expected to be less than the principal amount of the Notes or may have no value at all.
?
T he Coupon Ra t e Pe r Annum Pa ya ble on t he N ot e s Will Re fle c t in Pa rt t he V ola t ilit y of t he Re fe re nc e St oc k , a nd M a y N ot Be Suffic ie nt t o Com pe nsa t e Y ou
for t he Risk of Loss a t M a t urit y -- "Volatility" refers to the frequency and magnitude of changes in the price of the Reference Stock. The greater the volatility of the Reference Stock,
the more likely it is that the price of that stock could close below its conversion price on the final valuation date, which would result in the loss of some or all of your principal. This risk will
generally be reflected in a higher coupon rate per annum payable on the Notes than the interest rate payable on our conventional debt securities with a comparable term and/or a lower
conversion price than on otherwise comparable securities. Therefore a relatively higher coupon rate may indicate an increased risk of loss. Further, a relatively lower conversion price may
not necessarily indicate that the Notes have a greater likelihood of a return of principal at maturity. However, while the coupon rate and the conversion price were set on the trade date, the
Reference Stocks' volatility can change significantly over the term of the Notes, and may increase. The price of the Reference Stock could fall sharply as of the final valuation date, which
could result in a significant loss of principal.
?
T he Cont inge nt Re pa ym e nt of Princ ipa l Applie s Only a t M a t urit y -- If the Notes are not automatically called, you should be willing to hold your Notes to maturity. If you are able
to sell your Notes prior to maturity in the secondary market, if any, you may have to do so at a loss relative to your initial investment, even if the price of the Reference Stock is above the
conversion price.
?
Re inve st m e nt Risk -- If your Notes are automatically called prior to the Maturity Date, no further payments will be owed to you under the Notes. Therefore, because the Notes could be
called as early as the first Observation Date, the holding period over which you would receive the relevant coupon rate as specified on the cover page, could be as little as three months.
There is no guarantee that you would be able to reinvest the proceeds from an investment in the Notes at a comparable return for a similar level of risk in the event the Notes are
automatically called prior to the Maturity Date.
?
An I nve st m e nt in t he N ot e s I s Subje c t t o Our Cre dit Risk -- The Notes are our unsubordinated, unsecured debt obligations, and are not, either directly or indirectly, an obligation
of any third party. Any payments to be made on the Notes, including payments in respect of an automatic call, coupon payments and any repayment of principal provided at maturity,
depends on our ability of to satisfy our obligations as they come due. As a result, our actual and perceived creditworthiness may affect the market value of the Notes and, in the event we
were to default on our obligations, you may not receive any amounts owed to you under the terms of the Notes and you could lose your entire investment.
?
T he N ot e s Will Be Subje c t t o Risk s, I nc luding N on -Pa ym e nt in Full, U nde r Ca na dia n Ba nk Re solut ion Pow e rs -- Under Canadian bank resolution powers, the Canada
Deposit Insurance Corporation ("CDIC") may, in circumstances where we have ceased, or are about to cease, to be viable, assume temporary control or ownership over us and may be
granted broad powers by one or more orders of the Governor in Council (Canada), including the power to sell or dispose of all or a part of our assets, and the power to carry out or cause
us to carry out a transaction or a series of transactions the purpose of which is to restructure our business. See "Description of Debt Securities -- Canadian Bank Resolution Powers" in the
accompanying prospectus for a description of the Canadian bank resolution powers, including the bail-in regime. If the CDIC were to take action under the Canadian bank resolution powers
with respect to us, holders of the Notes could be exposed to losses.
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6
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H olde rs of t he N ot e s Should N ot Ex pe c t t o Pa rt ic ipa t e in a ny Appre c ia t ion of t he Re fe re nc e St oc k , a nd Y our Pot e nt ia l Re t urn on t he N ot e s I s Ex pe c t e d t o
Be Lim it e d t o t he Coupon Pa ym e nt s Pa id on t he N ot e s -- Despite being exposed to the risk of a decline in the price of the Reference Stock, you should not expect to participate
in any appreciation in the price of the applicable Reference Stock. Any positive return on the Notes is expected to be limited to the coupon rate per annum. Accordingly, if the Notes are
called prior to maturity, you will not participate in any of the Reference Stocks' appreciation and your return will be limited to the principal amount plus the Coupons paid up to and including
the Call Settlement Date. Similarly, if the Notes are not called prior to the final valuation date and the final underlying price is greater than the initial underlying price, your return on the
Notes at maturity may be less than your return on a direct investment in the Reference Stock or on a similar security that allows you to participate in the appreciation of the price of the
Reference Stock. In contrast, if the final underlying price is less than the conversion price, you will be exposed to the decline of the Reference Stock and we will deliver to you at maturity for
each Note you own shares of the Reference Stock which are expected to be worth less than the principal amount as of the maturity date, in which case you may lose your entire investment.
As a result, any positive return on the Notes is expected to be limited to the coupon rate per annum. In addition, if the Notes have not been previously called and if the price of the
applicable Reference Stock is less than its initial underlying price, as the maturity date approaches and the remaining number of Observation Dates decreases, the Notes are less likely to be
automatically called, as there will be a shorter period of time remaining for the price of that Reference Stock to increase to its initial underlying price.
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An I nve st m e nt in t he N ot e s I s Subje c t t o Single St oc k Risk -- The price of the Reference Stock can rise or fall sharply due to factors specific to that Reference Stock and its
issuer, such as stock price volatility, earnings, financial conditions, corporate, industry and regulatory developments, management changes and decisions and other events, as well as
general market factors, such as general stock market volatility and levels, interest rates and economic and political conditions. You, as an investor in the Notes, should make your own
investigation into the respective Reference Stock issuer and the Reference Stock for your Notes. For additional information about each Reference Stock and their respective issuers, please
see "Information about the Reference Stocks" in this pricing supplement and the respective Reference Stock issuer's SEC filings referred to in those sections. We urge you t o re vie w
fina nc ia l a nd ot he r inform a t ion file d pe riodic a lly by t he a pplic a ble Re fe re nc e St oc k issue r w it h t he SEC.
?
T he Com m on St oc k of T WT R H a s Lim it e d H ist oric a l I nform a t ion -- This Reference Stock commenced trading only on November 6, 2013. Because it has limited trading history,
and because it has only been a public company for a limited period of time, your investment in the Notes linked to this Reference Stock may involve a greater risk than investing in securities
linked to one or more equity securities with a more established record of performance. For example, the limited available performance history for its securities provides only a small amount
of information about how this Reference Stock may perform under different market and economic conditions.
?
Ow ning t he N ot e s I s N ot t he Sa m e a s Ow ning t he Re fe re nc e St oc k -- The return on your Notes may not reflect the return you would realize if you actually owned the
Reference Stock. For instance, you will not receive or be entitled to receive any dividend payments or other distributions over the term of the Notes. As an owner of the Notes, you will not
have voting rights or any other rights that holders of the Reference Stock may have. Further, the Reference Stock may appreciate over the term of the Notes and you will not participate in
any such appreciation, which could be significant, even though you may be exposed to the decline of the Reference Stock at maturity.
?
T he re I s N o Affilia t ion Be t w e e n t he Re spe c t ive Re fe re nc e St oc k I ssue rs a nd U s, U BS a nd Our Re spe c t ive Affilia t e s, a nd We Are N ot Re sponsible for Any
Disc losure by T hose I ssue rs -- We, UBS and our respective affiliates are not affiliated with any Reference Stock issuer. However, we, UBS and our respective affiliates may currently,
or from time to time in the future engage in business with a Reference Stock issuer. Nevertheless, neither we nor our affiliates assume any responsibilities for the accuracy or the
completeness of any information about the Reference Stocks and the Reference Stock issuers. You, as an investor in the Notes, should make your own investigation into the Reference
Stock and the Reference Stock issuer for your Notes. The Reference Stock issuers are not involved in this offering and have no obligation of any sort with respect to your Notes. The
Reference Stock issuers have no obligation to take your interests into consideration for any reason, including when taking any corporate actions that might affect the value of your Notes.
?
T he re Ca n Be N o Assura nc e t ha t t he I nve st m e nt V ie w I m plic it in t he N ot e s Will Be Suc c e ssful -- It is impossible to predict whether and the extent to which the price of
any Reference Stock will rise or fall. The closing price of each Reference Stock will be influenced by complex and interrelated political, economic, financial and other factors that affect that
Reference Stock. You should be willing to accept the downside risks of owning equities in general and the applicable Reference Stock in particular, and the risk of losing some or all of your
initial investment.
?
T he I nit ia l Est im a t e d V a lue of t he N ot e s I s Le ss t ha n t he Pric e t o t he Public -- The initial estimated value for each of the Notes that is set forth on the cover page of this
pricing supplement, which is less than the public offering price you pay for the Notes, does not represent a minimum price at which we, RBCCM or any of our other affiliates would be willing
to purchase the Notes in any secondary market (if any exists) at any time. If you attempt to sell the Notes prior to maturity, their market value may be lower than the price you paid for them
and the initial estimated value. This is due to, among other things, changes in the price of the Reference Stock, the borrowing rate we pay to issue securities of this
7
kind, and the inclusion in the price to public of the underwriting discount, and our estimated profit and the costs relating to our hedging of the Notes. These factors, together with various
credit, market and economic factors over the term of the Notes, are expected to reduce the price at which you may be able to sell the Notes in any secondary market and will affect the
value of the Notes in complex and unpredictable ways. Assuming no change in market conditions or any other relevant factors, the price, if any, at which you may be able to sell your Notes
prior to maturity may be less than the price to public, as any such sale price would not be expected to include the underwriting discount and our estimated profit and the costs relating to our
hedging of the Notes. In addition, any price at which you may sell the Notes is likely to reflect customary bid-ask spreads for similar trades. In addition to bid-ask spreads, the value of the
Notes determined for any secondary market price is expected to be based on a secondary market rate rather than the internal borrowing rate used to price the Notes and determine the
initial estimated value. As a result, the secondary market price will be less than if the internal borrowing rate was used. The Notes are not designed to be short-term trading instruments.
Accordingly, you should be able and willing to hold your Notes to maturity.
?
Our I nit ia l Est im a t e d V a lue of t he N ot e s I s a n Est im a t e Only, Ca lc ula t e d a s of t he T im e t he T e rm s of t he N ot e s We re Se t -- The initial estimated value of each of
the Notes is based on the value of our obligation to make the payments on the Notes, together with the mid-market value of the derivative embedded in the terms of the Notes. See
"Structuring the Notes" below. Our estimate is based on a variety of assumptions, including our credit spreads, expectations as to dividends, interest rates and volatility, and the expected
term of the Notes. These assumptions are based on certain forecasts about future events, which may prove to be incorrect. Other entities may value the Notes or similar securities at a price
that is significantly different than we do.
The value of the Notes at any time after the trade date will vary based on many factors, including changes in market conditions, and cannot be predicted with accuracy. As a result, the
actual value you would receive if you sold the Notes in any secondary market, if any, should be expected to differ materially from the initial estimated value of your Notes and the amount
that may be paid at maturity.
?
La c k of Liquidit y -- The Notes will not be listed on any securities exchange. RBCCM intends to offer to purchase the Notes in the secondary market, but is not required to do so. Even if
there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the Notes easily. Because other dealers are not likely to make a secondary market for the Notes,
the price at which you may be able to trade your Notes is likely to depend on the price, if any, at which RBCCM is willing to buy the Notes.
?
Pot e nt ia l Conflic t s -- We and our affiliates play a variety of roles in connection with the issuance of the Notes, including hedging our obligations under the Notes. In performing these
duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the Notes.
?
Pot e nt ia lly I nc onsist e nt Re se a rc h, Opinions or Re c om m e nda t ions by RBCCM , U BS or T he ir Re spe c t ive Affilia t e s -- RBCCM, UBS or their respective affiliates may
publish research, express opinions or provide recommendations as to the applicable Reference Stock that are inconsistent with investing in or holding the Notes, and which may be revised
at any time. Any such research, opinions or recommendations could affect the value of the Reference Stock, and therefore, the market value of the Notes.
?
U nc e rt a in T a x T re a t m e nt -- Significant aspects of the tax treatment of an investment in the Notes are uncertain. You should consult your tax adviser about your tax situation.
?
Pot e nt ia l Roya l Ba nk of Ca na da a nd U BS I m pa c t on Pric e -- Trading or other transactions by us, UBS and our respective affiliates in the applicable Reference Stock, or in
futures, options, exchange-traded funds or other derivative products on the Reference Stock may adversely affect the market value of the Reference Stock, the closing price of the
Reference Stock, and, therefore, the market value of the Notes.
?
T he T e rm s of t he N ot e s We re I nflue nc e d a t I ssua nc e a nd T he ir M a rk e t V a lue Prior t o M a t urit y Will Be I nflue nc e d by M a ny U npre dic t a ble Fa c t ors -- Many
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economic and market factors influenced the terms of the Notes at issuance and will affect their value prior to maturity. These factors are similar in some ways to those that could affect the
value of a combination of instruments that might be used to replicate the payments on the Notes, including a combination of a bond with one or more options or other derivative instruments.
For the market value of the Notes, we expect that, generally, the price of the applicable Reference Stock on any day will affect the value of the Notes more than any other single factor.
However, you should not expect the value of the Notes in the secondary market to vary in proportion to changes in the price of the Reference Stock. The value of the Notes will be affected
by a number of other factors that may either offset or magnify each other, including:
?
the actual and expected volatility of the price of the Reference Stock;
?
the time remaining to maturity of the Notes;
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the dividend rate on the Reference Stock;
8
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interest and yield rates in the market generally;
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a variety of economic, financial, political, regulatory or judicial events;
?
the occurrence of certain events relating to the Reference Stock that may or may not require an adjustment to the terms of the Notes; and
?
our creditworthiness, including actual or anticipated downgrades in our credit ratings.
Some or all of these factors influenced the terms of the Notes at issuance and will influence the price you will receive if you choose to sell the Notes prior to maturity. The impact of any of
the factors set forth above may enhance or offset some or all of any change resulting from another factor or factors. You may have to sell the Notes at a substantial discount from the
principal amount if the price of the applicable Reference Stock is at, below or not sufficiently above, its respective conversion price.
?
T he Ant i-Dilut ion Prot e c t ion for t he Re fe re nc e St oc k I s Lim it e d -- The calculation agent will make adjustments to the initial underlying price and the conversion price for certain
events affecting the shares of the applicable Reference Stock. However, the calculation agent will not be required to make an adjustment in response to all events that could affect the
Reference Stock. If an event occurs that does not require the calculation agent to make an adjustment, the value of the Notes and the payments on the Notes may be materially and
adversely affected.
9
H ypot he t ic a l Ex a m ple s
T he se t e rm s a re only hypot he t ic a l. Ple a se se e t he c ove r pa ge for t he e x pe c t e d t e rm s of t he N ot e s.
The following examples are hypothetical and provided for illustrative purposes only. They do not purport to be representative of every possible scenario concerning increases or decreases in the
price of any Reference Stock relative to its initial underlying price. We cannot predict the final underlying price of any Reference Stock. You should not take these examples as an indication or
assurance of the expected performance of any Reference Stock. The numbers appearing in the examples and tables below have been rounded for ease of analysis. The following examples and
tables illustrate the Payment at Maturity or upon an automatic call per Note on a hypothetical offering of the Notes, based on the following hypothetical assumptions (actual terms for the Notes
are specified on the cover page of this pricing supplement):
Principal Amount:
$1,000
Term:
Approximately 12 months
Observation Dates
Quarterly
Hypothetical initial underlying price of the Reference Stock*:
$10.00 per share
Hypothetical conversion price*:
$9.00 (which is 90.00% of the hypothetical initial underlying price)
Hypothetical share delivery amount*:
111.1111 shares per Note ($1,000 / conversion price of $9.00)
Hypothetical coupon rate per annum**:
6.00% ($5.00 per month)
Hypothetical dividend yield on the Reference Stock***:
1.50% over the term of the Notes (1.50% per annum)
* Not the actual coupon rate per annum, initial underlying price, conversion price or share delivery amount applicable to the Notes. The actual initial underlying prices, conversion prices and
share delivery amounts for each of the Notes are set forth in "Final Terms of the Notes" and on the cover hereof.
** Coupon payments will be paid in arrears in equal monthly installments during the term of the Notes unless earlier called.
*** Hypothetical dividend yield holders of the Reference Stock might receive over the term of the Notes. Holders of the Notes will not be entitled to any dividend payments made on the
Reference Stock.
Sc e na rio # 1 : T he N ot e s a re c a lle d on t he first Obse rva t ion Da t e .
Since the Notes are called on the first Observation Date, we will pay you on the applicable Call Settlement Date a cash payment of $1,005.00 per Note, reflecting the principal amount per Note
plus the applicable coupon payment. Taking into account the coupon payments of $10.00 paid in respect of the prior Coupon Payment Dates, we will have paid you a total of $1,015.00 per
Note, representing a 1.50% return on the Notes. No further amounts will be owed to you under the Notes.
Pa ym e nt upon a ut om a t ic c a ll:
$1,000
Coupons:
$15.00 ($5.00 x 3 = $15.00)
T ot a l:
$1,015.00
T ot a l Re t urn on t he N ot e s:
1.50%
Sc e na rio # 2 : T he N ot e s a re c a lle d on t he t hird Obse rva t ion Da t e .
Since the Notes are called on the third Observation Date, we will pay you on the applicable Call Settlement Date a cash payment of $1,005.00 per Note, reflecting the principal amount per Note
plus the applicable coupon payment. Taking into account the coupon payments of $40.00 paid in respect of the prior Coupon Payment Dates, we will have paid you a total of $1,045.00 per
Note, representing a 4.50% return on the Notes. No further amounts will be owed to you under the Notes.
Pa ym e nt upon a ut om a t ic c a ll:
$1,000
Coupons:
$45.00 ($5.00 x 9 = $45.00)
T ot a l:
$1,045.00
T ot a l Re t urn on t he N ot e s:
4.50%
10
Sc e na rio # 3 : T he N ot e s a re not pre viously a ut om a t ic a lly c a lle d a nd t he fina l unde rlying pric e of t he Re fe re nc e St oc k is not be low t he hypot he t ic a l c onve rsion
pric e of $ 9 .0 0 .
Since the final underlying price of the Reference Stock is not below the hypothetical conversion price of $9.00, we will pay you at maturity a cash payment equal to the principal amount of the
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Notes. This investment would outperform an investment in the Reference Stock if the price appreciation of the Reference Stock (plus dividends, if any) is less than 6.00% per annum.
I f t he c losing pric e of t he Re fe re nc e St oc k on t he fina l va lua t ion da t e is $ 1 3 .0 0 (a n inc re a se of 3 0 % )
Pa ym e nt a t M a t urit y:
$1,000
Coupons:
$60.00 ($5.00 x 12 = $60.00)
T ot a l:
$1,060.00
T ot a l Re t urn on t he N ot e s:
6.00%
In this example, the total return on the Notes is 6.00%, while the total return on the Reference Stock is a gain of 31.50% (including dividends).
I f t he c losing pric e of t he Re fe re nc e St oc k on t he fina l va lua t ion da t e is $ 9 .5 0 (a de c line of 5 % )
Pa ym e nt a t M a t urit y:
$1,000
Coupons:
$60.00 ($5.00 x 12 = $60.00)
T ot a l:
$1,060.00
T ot a l Re t urn on t he N ot e s:
6.00%
In this example, the total return on the Notes is 6.00%, while the total return on the Reference Stock is a loss of 3.50% (including dividends).
Sc e na rio # 4 : T he N ot e s a re not a ut om a t ic a lly c a lle d a nd t he fina l unde rlying pric e of t he Re fe re nc e St oc k is be low t he hypot he t ic a l c onve rsion pric e of $ 9 .0 0 .
Since the Notes have not been called and the final underlying price of the Reference Stock is below the hypothetical conversion price of $9.00, we will deliver to you at maturity the number of
shares of the Reference Stock equal to the share delivery amount for every $1,000 principal amount of the Notes you hold and will pay cash at the final underlying price for any fractional shares
included in the share delivery amount. The value of shares received at maturity and the total return on the Notes at that time depends on the closing price of the Reference Stock on the
maturity date, and could result in the loss of some or all of your principal.
If the closing price of the Reference Stock on the maturity date is $4.00 (a decline of 60%)
V a lue of sha re s re c e ive d:
$444.44 (111.1111 shares x $4.00)
Coupons:
$60.00 ($5.00 x 12 = $60.00)
T ot a l:
$504.44
T ot a l Re t urn on t he N ot e s:
-49.56%
In this example, the total return on the Notes is a loss of 49.56%, while the total return on the Reference Stock is a loss of 58.50% (including dividends).
11
H ypot he t ic a l Re t urn T a ble a t M a t urit y
The table below is based on the following assumptions*
Principal Amount:
$1,000
Term:
Approximately 12 months
Observation Dates:
Quarterly
Hypothetical initial underlying price of the Reference Stock*:
$10.00 per share
Hypothetical conversion price*:
$9.00 (which is 90.00% of the hypothetical initial underlying price)
Hypothetical share delivery amount*:
111.1111 shares per Note ($1,000 / conversion price of $9.00)
Hypothetical coupon rate per annum**:
6.00% ($5.00 per month)
Hypothetical dividend yield on the Reference Stock***:
1.50% over the term of the Notes (1.50% per annum)
* Not the actual coupon rate per annum, initial underlying price, conversion price or share delivery amount applicable to the Notes. The actual coupon rate per annum, initial underlying price, conversion price and share delivery
amount for each of the Notes are set forth in "Final Terms of the Notes."
** Coupon payments will be paid in arrears in equal monthly installments during the term of the Notes unless earlier called.
*** Hypothetical dividend yield holders of the Reference Stock might receive over the term of the Notes. Holders of the Notes will not be entitled to any dividend payments made on the Reference Stock.
Re fe re nc e St oc k
Conve rsion Eve nt Doe s N ot Oc c ur (1)
Conve rsion Eve nt Oc c urs(2) a nd T he re Wa s N o Prior
a nd T he re Wa s N o Prior Aut om a t ic
Aut om a t ic Ca ll
Ca ll
Fina l U nde rlying
St oc k Pric e
T ot a l Re t urn on
Pa ym e nt a t
T ot a l Re t urn on
V a lue of t he
Pa ym e nt a t
T ot a l Re t urn on t he
Pric e (3)
Re t urn
t he Re fe re nc e
M a t urit y +
t he N ot e s a t
Sha re De live ry
M a t urit y +
N ot e s a t M a t urit y (6)
St oc k a t
Coupon
M a t urit y (6)
Am ount (7)
Coupon
M a t urit y (4)
Pa ym e nt s (5)
Pa ym e nt s (8)
$15.00
50.00%
51.50%
$1,060.00
6.00%
n/a
n/a
n/a
$14.50
45.00%
46.50%
$1,060.00
6.00%
n/a
n/a
n/a
$14.00
40.00%
41.50%
$1,060.00
6.00%
n/a
n/a
n/a
$13.50
35.00%
36.50%
$1,060.00
6.00%
n/a
n/a
n/a
$12.50
25.00%
26.50%
$1,060.00
6.00%
n/a
n/a
n/a
$12.00
20.00%
21.50%
$1,060.00
6.00%
n/a
n/a
n/a
$11.50
15.00%
16.50%
$1,060.00
6.00%
n/a
n/a
n/a
$11.00
10.00%
11.50%
$1,060.00
6.00%
n/a
n/a
n/a
$10.50
5.00%
6.50%
$1,060.00
6.00%
n/a
n/a
n/a
$ 1 0 .0 0
0 .0 0 %
1 .5 0 %
$ 1 ,0 6 0 .0 0
6 .0 0 %
n/a
n/a
n/a
$9.80
-2.00%
-0.50%
$1,060.00
6.00%
n/a
n/a
n/a
$9.50
-5.00%
-3.50%
$1,060.00
6.00%
n/a
n/a
n/a
$ 9 .0 0
-1 0 .0 0 %
-8 .5 0 %
$ 1 ,0 6 0 .0 0
6 .0 0 %
n/a
n/a
n/a
$8.50
-15.00%
-13.50%
n/a
n/a
$944.44
$1,004.44
0.44%
$8.00
-20.00%
-18.50%
n/a
n/a
$888.89
$948.89
-5.11%
$7.50
-25.00%
-23.50%
n/a
n/a
$833.33
$893.33
-10.67%
$7.00
-30.00%
-28.50%
n/a
n/a
$777.78
$837.78
-16.22%
$6.50
-35.00%
-33.50%
n/a
n/a
$722.22
$782.22
-21.78%
$6.00
-40.00%
-38.50%
n/a
n/a
$666.67
$726.67
-27.33%
$5.50
-45.00%
-43.50%
n/a
n/a
$611.11
$671.11
-32.89%
$5.00
-50.00%
-48.50%
n/a
n/a
$555.56
$615.56
-38.44%
$4.50
-55.00%
-53.50%
n/a
n/a
$500.00
$560.00
-44.00%
$4.00
-60.00%
-58.50%
n/a
n/a
$444.44
$504.44
-49.56%
$3.50
-65.00%
-63.50%
n/a
n/a
$388.89
$448.89
-55.11%
$3.00
-70.00%
-68.50%
n/a
n/a
$333.33
$393.33
-60.67%
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(1) A conversion event does not occur if the final underlying price of the Reference Stock is not below the conversion price.
(2) A conversion event occurs if the final underlying price of the Reference Stock is below the conversion price.
(3) The final underlying price is shown as of the final valuation date, if the final underlying price of the Reference Stock is not below the conversion price. However, if the final underlying price of the Reference Stock is below the
conversion price, the final underlying price is shown as of the final valuation date and the maturity date. The final underlying price range is provided for illustrative purposes only. The actual underlying return may be below -70.00%,
and you therefore may lose up to 100% of your initial investment.
(4) The total return at maturity on the Reference Stock assumes a dividend yield on the Reference Stock of 1.50% over the term of the Notes.
(5) Payment consists of the principal amount plus the coupon payments received during the term of the Notes.
(6) The total return at maturity on the Notes includes coupon payments received during the term of the Notes.
(7) The value of the share delivery amount consists of the total shares included in the share delivery amount multiplied by the closing price of the Reference Stock on the maturity date. If you receive the share delivery amount
at maturity, we will pay cash in lieu of delivering any fractional shares in an amount equal to that fraction multiplied by the closing price of the Reference Stock on the final valuation date.
(8) The actual value of the payment consists of the market value of a number of shares of the Reference Stock equal to the share delivery amount, valued and delivered as of the maturity date with fractional shares paid in
cash at the final underlying price, plus the coupon payments received during the term of the Notes.
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Wha t Are t he T a x Conse que nc e s of t he N ot e s ?
U .S. Fe de ra l I nc om e T a x Conse que nc e s
Set forth below, together with the discussion of U.S. federal income tax in the accompanying product prospectus supplement, prospectus supplement and prospectus, is a summary of the material U.S. federal income tax
consequences relating to an investment in the Notes. The following summary is not complete and is qualified in its entirety by the discussion under the section entitled "Supplemental Discussion of U.S. Federal Income Tax
Consequences" in the accompanying product prospectus supplement, the section entitled "Certain Income Tax Consequences" in the accompanying prospectus supplement and the section entitled "Tax Consequences" in the
accompanying prospectus, which you should carefully review prior to investing in the Notes.
In the opinion of our counsel, Morrison & Foerster LLP, it would generally be reasonable to treat the Notes for U.S. federal income tax purposes as an investment unit consisting of (i) a non-contingent debt instrument issued by us
to you (the "Debt Portion") and (ii) a put option with respect to the Reference Stock written by you and purchased by us (the "Put Option").
De bt Port ion -- Amounts treated as interest on the Debt Portion would be included in income in accordance with your regular method of accounting for U.S. federal income tax purposes.
Put Opt ion -- Amounts treated as payment for the Put Option would generally be deferred and accounted for upon sale or maturity of the Notes. At maturity, the amounts treated as payment for the Put Option (i) would likely
result in short-term capital gain if you were to receive a cash payment of the full principal amount of your Notes, (ii) would reduce the U.S. federal income tax basis of the shares of Reference Stock you receive if we were to
exchange your Notes for shares of the Reference Stock, or (iii) would reduce the amount you are treated as paying us upon settlement of the Put Option if you were to receive a cash payment of less than the full principal amount
of your Notes.
With respect to coupon payments you receive, we intend to treat such payments as consisting of interest on the debt component and a payment with respect to the put option as follows:
Re fe re nc e St oc k
Coupon Ra t e pe r Annum
I nt e re st on De bt Com pone nt pe r
Put Opt ion Com pone nt pe r
Annum
Annum
Twitter, Inc. (TWTR)
9.00%
1.04%
7.96%
United Airlines Holdings, Inc. (UAL)
7.75%
0.97%
6.78%
There is no judicial or administrative authority discussing how the Notes should be treated for U.S. federal income tax purposes. Therefore, other treatments would also be reasonable and the Internal Revenue Service ("IRS") might
assert that treatment other than that described above is more appropriate, in which case the timing and character of any income or loss on the Notes could be significantly and adversely affected. In addition, the IRS has released a
notice that may affect the taxation of holders of "prepaid forward contracts" and similar instruments. According to the notice, the IRS and the U.S. Treasury Department are actively considering whether the holder of such
instruments should be required to accrue ordinary income on a current basis. While it is not clear whether the Notes would be viewed as similar to such instruments, it is possible that any future guidance could materially and
adversely affect the tax consequences of an investment in the Notes, possibly with retroactive effect.
Under Section 871(m) of the Code, a "dividend equivalent" payment is treated as a dividend from sources within the United States. Such payments generally would be subject to a 30% U.S. withholding tax if paid to a non-U.S.
holder. Under U.S. Treasury Department regulations, payments (including deemed payments) with respect to equity-linked instruments ("ELIs") that are "specified ELIs" may be treated as dividend equivalents if such specified ELIs
reference an interest in an "underlying security," which is generally any interest in an entity taxable as a corporation for U.S. federal income tax purposes if a payment with respect to such interest could give rise to a U.S. source
dividend. However, the IRS has issued guidance that states that the U.S. Treasury Department and the IRS intend to amend the effective dates of the U.S. Treasury Department regulations to provide that withholding on dividend
equivalent payments will not apply to specified ELIs that are not delta-one instruments and that are issued before January 1, 2023. Based on our determination that the Notes are not delta-one instruments, non-U.S. holders should
not be subject to withholding on dividend equivalent payments, if any, under the Notes. However, it is possible that the Notes could be treated as deemed reissued for U.S. federal income tax purposes upon the occurrence of
certain events affecting the Reference Stock or the Notes, and following such occurrence the Notes could be treated as subject to withholding on dividend equivalent payments. Non-U.S. holders that enter, or have entered, into
other transactions in respect of the Reference Stock or the Notes should consult their tax advisors as to the application of the dividend equivalent withholding tax in the context of the Notes and their other transactions. If any
payments are treated as dividend equivalents subject to withholding, we (or the applicable withholding agent) would be entitled to withhold taxes without being required to pay any additional amounts with respect to amounts so
withheld.
Individual holders that own "specified foreign financial assets" may be required to include certain information with respect to such assets with their U.S. federal income tax return. You are urged to consult your own tax advisor
regarding such requirements with respect to the Notes. You should consult your tax advisor concerning the U.S. federal income tax and other tax consequences of your investment in the Notes in your particular circumstances,
including the application of state, local or other tax laws and the possible effects of changes in federal or other tax laws.
The accompanying product prospectus supplement notes that FATCA withholding on payments of gross proceeds from a sale or redemption of the Notes will only apply to payments made after December 31, 2018. That discussion
is modified to reflect regulations proposed by the U.S. Treasury Department in December 2018 indicating an intent to eliminate the requirement under FATCA of withholding on gross proceeds of the disposition of financial
instruments. The U.S. Treasury Department has indicated that taxpayers may rely on these proposed regulations pending their finalization. Prospective investors are urged to consult with their own tax advisors regarding the
possible implications of FATCA on their investment in the Notes.
Please see the discussion under the section entitled "Supplemental Discussion of U.S. Federal Income Tax Consequences" in the accompanying product prospectus supplement for a further discussion of the U.S. federal income
tax consequences of an investment in the Notes.
Ca na dia n Fe de ra l I nc om e T a x Conse que nc e s
For a discussion of the material Canadian federal income tax consequences relating to an investment in the Notes, please see the section entitled "Supplemental Discussion of Canadian Federal Income Tax Consequences" in the
accompanying product prospectus supplement, together with the section entitled "Tax Consequences" in the accompanying prospectus, which you should carefully review prior to investing in the Notes.
13
I nform a t ion About t he Re fe re nc e St oc k s
Included on the following pages is a brief description of each Reference Stock. This information has been obtained from publicly available sources. Set forth below are graphs that provide historical closing prices
for each Reference Stock. We obtained the closing price information set forth below from the Bloomberg Professional® service ("Bloomberg") without independent verification. You should not take the historical
prices of any Reference Stock as an indication of future performance.
Each of the Reference Stocks is registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Companies with securities registered under the Exchange Act are required to file financial
and other information specified by the SEC periodically. Information filed by the respective Reference Stock issuers with the SEC can be reviewed electronically through a website maintained by the SEC. The
address of the SEC's website is www.sec.gov. Information filed with the SEC by the respective Reference Stock issuers under the Exchange Act can be located by reference to its SEC Central Index Key ("CIK")
number provided below. Information from outside sources is not incorporated by reference in, and should not be considered part of, this pricing supplement or any accompanying prospectus or prospectus
supplement. We have not independently verified the accuracy or completeness of the information contained in outside sources.
T w it t e r, I nc .
According to publicly available information, Twitter, Inc. provides online social networking and microblogging service. The company offers users the ability to follow other users' activity, read, and post tweets.
Information filed by the company with the SEC under the Exchange Act can be located by reference to its SEC CIK number: 1418091. The company's common stock is listed on the New York Stock Exchange
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("NYSE") under the ticker symbol "TWTR."
H ist oric a l I nform a t ion
T he gra ph be low illust ra t e s t he pe rform a nc e of t his Re fe re nc e St oc k from N ove m be r 6 , 2 0 1 3 * t o J a nua ry 1 7 , 2 0 2 0 , re fle c t ing it s init ia l unde rlying pric e of $ 3 4 .2 2 . T he
gre e n line re pre se nt s t he c onve rsion pric e of $ 2 7 .3 8 , w hic h is e qua l t o 8 0 .0 0 % of t he init ia l unde rlying pric e (rounde d t o t w o de c im a l pla c e s).
¦ conversion price = 80.00% of the initial underlying price
H I ST ORI C PERFORM AN CE I S N OT AN I N DI CAT I ON OF FU T U RE PERFORM AN CE.
Source: Bloomberg L.P. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg Financial Markets.
* The common stock of Twitter, Inc. began trading publicly on November 6, 2013.
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U nit e d Airline s H oldings, I nc .
According to publicly available information, United Airlines Holdings, Inc. operates as a holding company. The company, through its subsidiaries, provides air transportation services. The company owns and
manages airlines that transports people and cargos.
Information filed by the company with the SEC under the Exchange Act can be located by reference to its SEC CIK number: 100517. The company's common stock is listed on the Nasdaq Global Select Market
("Nasdaq") under the ticker symbol "UAL."
H ist oric a l I nform a t ion
T he gra ph be low illust ra t e s t he pe rform a nc e of t his Re fe re nc e St oc k from Oc t obe r 1 , 2 0 1 0 * t o J a nua ry 1 7 , 2 0 2 0 , re fle c t ing it s init ia l unde rlying pric e of $ 8 9 .7 0 . T he gre e n
line re pre se nt s t he c onve rsion pric e of $ 8 0 .7 3 w hic h is e qua l t o 9 0 .0 0 % of t he init ia l unde rlying pric e .
¦ conversion price = 90.00% of the initial underlying price
H I ST ORI C PERFORM AN CE I S N OT AN I N DI CAT I ON OF FU T U RE PERFORM AN CE.
Source: Bloomberg L.P. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg Financial Markets.
* The common stock of United Airlines Holdings, Inc. began trading publicly on October 1, 2010.
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Supple m e nt a l Pla n of Dist ribut ion (Conflic t s of I nt e re st )
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We have agreed to indemnify UBS and RBCCM against liabilities under the Securities Act of 1933, as amended, or to contribute payments that UBS and RBCCM may be required to make
relating to these liabilities as described in the prospectus supplement and the prospectus. We have agreed that UBS may sell all or a part of the Notes that it will purchase from us to investors
at the price to public listed on the cover hereof.
We expect to deliver the Notes on a date that is greater than two business days following the trade date. Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are
required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes more than two business days prior
to the original issue date will be required to specify alternative settlement arrangements to prevent a failed settlement.
Subject to regulatory constraints and market conditions, RBCCM intends to offer to purchase the Notes in the secondary market, but it is not required to do so.
We or our affiliates may enter into swap agreements or related hedge transactions with one of our other affiliates or unaffiliated counterparties in connection with the sale of the Notes and
RBCCM and/or an affiliate may earn additional income as a result of payments pursuant to the swap or related hedge transactions. See "Use of Proceeds and Hedging" in the accompanying
product prospectus supplement no. ABYN-2.
The value of the Notes shown on your account statement may be based on RBCCM's estimate of the value of the Notes if RBCCM or another of our affiliates were to make a market in the
Notes (which it is not obligated to do). That estimate will be based upon the price that RBCCM may pay for the Notes in light of then prevailing market conditions, our creditworthiness and
transaction costs. For a period of approximately 5 months after the issue date of the Notes, the value of the Notes that may be shown on your account statement may be higher than RBCCM's
estimated value of the Notes at that time. This is because the estimated value of the Notes will not include the underwriting discount and our hedging costs and profits; however, the value of
the Notes shown on your account statement during that period may be a higher amount, reflecting the addition of the underwriting discount and our estimated costs and profits from hedging the
Notes. Any such excess is expected to decrease over time until the end of this period. After this period, if RBCCM repurchases your Notes, it expects to do so at prices that reflect their
estimated value. This period may be reduced at RBCCM's discretion based on a variety of factors, including but not limited to, the amount of the Notes that we repurchase and our negotiated
arrangements from time to time with UBS.
For additional information as to the relationship between us and RBCCM, please see the section "Plan of Distribution--Conflicts of Interest" in the prospectus dated September 7, 2018.
Each of RBCCM, UBS and any other broker-dealer offering the Notes have not offered, sold or otherwise made available and will not offer, sell or otherwise make available any of the Notes to,
any retail investor in the European Economic Area ("EEA"). For these purposes, the expression "offer" includes the communication in any form and by any means of sufficient information on the
terms of the offer and the Notes to be offered so as to enable an investor to decide to purchase or subscribe the Notes, and a "retail investor" means a person who is one (or more) of: (a) a
retail client, as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (b) a customer, within the meaning of Directive 2016/97/EU, as amended, where that
customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (c) not a qualified investor as defined in Regulation (EU) (2017/1129) (the "Prospectus
Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making
them available to retail investors in the EEA has been prepared, and therefore, offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation.
St ruc t uring t he N ot e s
The Notes are our debt securities, the return on which is linked to the performance of the applicable Reference Stock. As is the case for all of our debt securities, including our structured notes,
the economic terms of the Notes reflect our actual or perceived creditworthiness at the time of pricing. In addition, because structured notes result in increased operational, funding and liability
management costs to us, we typically borrow the funds under these Notes at a rate that is more favorable to us than the rate that we might pay for a conventional fixed or floating rate debt
security of comparable maturity. Using this relatively lower implied borrowing rate rather than the secondary market rate is a factor that resulted in a higher initial estimated value of the Notes at
the time their terms were set than if the secondary market rate was used. Unlike the estimated value included on the cover page of this pricing supplement, any value of the Notes determined
for purposes of a secondary market transaction may be based on a different borrowing rate, which may result in a lower value for each of the Notes than if our initial internal borrowing rate
were used.
In order to satisfy our payment obligations under the Notes, we may choose to enter into certain hedging arrangements (which may include call options, put options or other derivatives) on the
issue date with RBCCM or one of our other subsidiaries. The terms of these hedging arrangements take into account a number of factors, including our creditworthiness, interest rate
movements, the volatility of the applicable Reference Stock, and the tenor of the Notes. The economic terms of the Notes and their initial estimated value depend in part on the terms of these
hedging arrangements.
The lower implied borrowing rate is a factor that reduced the economic terms of the Notes to you. The initial offering price of each of the Notes also reflects the underwriting commission and our
estimated hedging costs. These factors resulted in the initial estimated value for each of the Notes on the trade date being less than their public offering price. See "Key Risks--The Initial
Estimated Value of the Notes Is Less than the Price to the Public" above.
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T e rm s I nc orpora t e d in M a st e r N ot e
The terms appearing above under the caption "Final Terms of the Notes" and the provisions in the accompanying product prospectus supplement no. ABYN-2 dated October 26, 2018 under the
caption "General Terms of the Notes," are incorporated into the master note issued to DTC, the registered holder of the Notes.
V a lidit y of t he N ot e s
In the opinion of Norton Rose Fulbright Canada LLP, the issue and sale of the Notes has been duly authorized by all necessary corporate action of the Bank in conformity with the Indenture,
and when the Notes have been duly executed, authenticated and issued in accordance with the Indenture and delivered against payment therefor, the Notes will be validly issued and, to the
extent validity of the Notes is a matter governed by the laws of the Province of Ontario or Québec, or the laws of Canada applicable therein, and will be valid obligations of the Bank, subject to
equitable remedies which may only be granted at the discretion of a court of competent authority, subject to applicable bankruptcy, to rights to indemnity and contribution under the Notes or the
Indenture which may be limited by applicable law; to insolvency and other laws of general application affecting creditors' rights, to limitations under applicable limitations statutes, and to
limitations as to the currency in which judgments in Canada may be rendered, as prescribed by the Currency Act (Canada). This opinion is given as of the date hereof and is limited to the laws
of the Provinces of Ontario and Québec and the federal laws of Canada applicable thereto. In addition, this opinion is subject to customary assumptions about the Trustee's authorization,
execution and delivery of the Indenture and the genuineness of signatures and certain factual matters, all as stated in the letter of such counsel dated September 7, 2018, which has been filed
as Exhibit 5.1 to Royal Bank's Form 6-K filed with the SEC dated September 7, 2018.
In the opinion of Morrison & Foerster LLP, when the Notes have been duly completed in accordance with the Indenture and issued and sold as contemplated by the prospectus supplement and
the prospectus, the Notes will be valid, binding and enforceable obligations of Royal Bank, entitled to the benefits of the Indenture, subject to applicable bankruptcy, insolvency and similar laws
affecting creditors' rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of
bad faith). This opinion is given as of the date hereof and is limited to the laws of the State of New York. This opinion is subject to customary assumptions about the Trustee's authorization,
execution and delivery of the Indenture and the genuineness of signatures and to such counsel's reliance on the Bank and other sources as to certain factual matters, all as stated in the legal
opinion dated September 7, 2018, which has been filed as Exhibit 5.2 to the Bank's Form 6-K dated September 7, 2018.
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