Obbligazione Canadian Imperial Bank 0% ( US78015KPE81 ) in USD

Emittente Canadian Imperial Bank
Prezzo di mercato 100 USD  ⇌ 
Paese  Canada
Codice isin  US78015KPE81 ( in USD )
Tasso d'interesse 0%
Scadenza 19/02/2021 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Royal Bank of Canada US78015KPE81 in USD 0%, scaduta


Importo minimo 1 000 USD
Importo totale 2 750 000 USD
Cusip 78015KPE8
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 US78015KPE81, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 19/02/2021







1/10/2020
https://www.sec.gov/Archives/edgar/data/1000275/000114036120000588/form424b2.htm
424B2 1 form424b2.htm PS ERN WITH CAP (SPX) 78015KPE8
RBC Capital Markets®
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-227001




Pricing Supplement
$2,750,000
Buffered Enhanced Return Notes
Dated January 7, 2020
Linked to the S&P 500® Index,
To the Product Prospectus Supplement ERN-EI-1, Prospectus
Due February 19, 2021
Supplement, and Prospectus Each Dated September 7, 2018
Royal Bank of Canada



Royal Bank of Canada is offering the Buffered Enhanced Return Notes (the "Notes") linked to the performance of the S&P 500® Index
(the "Reference Asset").
The CUSIP number for the Notes is 78015KPE8. The Notes do not pay interest. The Notes provide a 150% leveraged positive return if
the level of the Reference Asset increases from the Initial Level to the Final Level, subject to the Maximum Redemption Amount of
110.40% of the principal amount of the Notes. If the Final Level is less than the Initial Level by no more than 10%, investors will receive
the principal amount. However, investors will lose 1% of the principal amount of the Notes for each 1% decrease from the Initial Level to
the Final Level of more than 10%. Any payments on the Notes are subject to our credit risk.
Issue Date: January 10, 2020
Maturity Date: February 19, 2021
The Notes will not be listed on any securities exchange.
Investing in the Notes involves a number of risks. See "Selected Risk Considerations" beginning on page P-6 of this pricing supplement,
"Additional Risk Factors Specific to the Notes" beginning on page PS-4 of the product prospectus supplement dated September 7, 2018,
and "Risk Factors" beginning on page S-1 of the prospectus supplement dated September 7, 2018.
The Notes will not constitute deposits insured by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit Insurance
Corporation or any other Canadian or U.S. government agency or instrumentality.
The Notes are not subject to conversion into our common shares under subsection 39.2(2.3) of the Canada Deposit Insurance
Corporation Act.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities
or determined that this pricing supplement is truthful or complete. Any representation to the contrary is a criminal offense.

Per Note

Total
Price to public(1)
100%

$2,750,000
Underwriting discounts and commissions(1)
0.10%

$2,750
Proceeds to Royal Bank of Canada
99.90%

$2,747,250
(1) We or one of our affiliates may pay varying sel ing concessions of up to $1 per $1,000 in principal amount of the Notes in connection with the
distribution of the notes to other registered broker dealers. See "Supplemental Plan of Distribution (Conflicts of Interest)" below. Certain dealers
who purchased the Notes for sale to certain fee-based advisory accounts may have foregone some or al of their underwriting discount or sel ing
concessions. The public offering price for investors purchasing the Notes in these accounts may be between $999 and $1,000 per $1,000 in
principal amount.
The initial estimated value of the Notes as of the date of this pricing supplement is $997.80 per $1,000 in principal amount, 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 this amount. We describe our determination of the initial estimated value in more detail below.
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SUMMARY
The information in this "Summary" section is qualified by the more detailed information set forth in this pricing supplement,
the product prospectus supplement, the prospectus supplement, and the prospectus.
Issuer:
Royal Bank of Canada ("Royal Bank")
Underwriter:
RBC Capital Markets, LLC ("RBCCM")
Reference Asset:
S&P 500® Index ("SPX")
Currency:
U.S. Dol ars
Minimum Investment: $1,000 and minimum denominations of $1,000 in excess thereof
Trade Date (Pricing
January 7, 2020
Date):
Issue Date:
January 10, 2020
Valuation Date:
February 17, 2021
Maturity Date:
February 19, 2021, subject to extension for market and other disruptions, as described in the
product prospectus supplement dated September 7, 2018.
Payment at Maturity If the Percentage Change is positive, then the investor wil receive an amount per $1,000 principal
(if held to maturity):
amount per Note equal to the lesser of:
1. Principal Amount + (Principal Amount x Percentage Change x Leverage Factor) and
2. the Maximum Redemption Amount
If the Percentage Change is less than or equal to 0%, but not by more than the Buffer
Percentage (that is, the Percentage Change is between zero and -10%), then the investor wil
receive the principal amount only.
If the Percentage Change is negative, by more than the Buffer Percentage (that is, the Percentage
Change is between -10.01% and -100%), then the investor wil receive a cash payment equal to:
Principal Amount + [Principal Amount x (Percentage Change + Buffer Percentage)]
Percentage Change: The Percentage Change, expressed as a percentage, is calculated using the fol owing formula:

Initial Level:
3,237.18, which was the closing level of the Reference Asset on the Trade Date.
Final Level:
The closing level of the Reference Asset on the Valuation Date.
Leverage Factor:
150% (subject to the Maximum Redemption Amount)
Maximum
110.40% multiplied by the principal amount
Redemption
Amount:
Buffer Percentage:
10%
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Buffer Level:
2,913.46, which is 90% of the Initial Level (rounded to two decimal places).
Principal at Risk:
The Notes are NOT principal protected. You may lose a substantial portion of your principal
amount at maturity if the Final Level is less than the Buffer Level.
Calculation Agent:
RBCCM
U.S. Tax Treatment: By purchasing a Note, each holder agrees (in the absence of a change in law, an administrative
determination or a judicial ruling to the contrary) to treat the Notes as a pre-paid cash-settled
derivative contract for U.S. federal income tax purposes. However, the U.S. federal income tax
consequences of your investment in the Notes are uncertain and the Internal Revenue Service could
assert that the Notes should be taxed in a manner that is different from that described in the
preceding sentence. Please see the section below, "Supplemental Discussion of U.S. Federal
Income Tax Consequences," and the discussion (including the opinion of our counsel Morrison &
Foerster LLP) in the product prospectus supplement dated September 7, 2018 under "Supplemental
Discussion of U.S. Federal Income Tax Consequences," which apply to the Notes.
Secondary Market:
RBCCM (or one of its affiliates), though not obligated to do so, may maintain a secondary market in
the Notes after the Issue Date. The amount that you may receive upon sale of your Notes prior
to maturity may be less than the principal amount of your Notes.
Listing:
The Notes wil not be listed on any securities exchange.
Clearance and
DTC global (including through its indirect participants Euroclear and Clearstream, Luxembourg as
Settlement:
described under "Description of Debt Securities--Ownership and Book-Entry Issuance" in the
prospectus dated September 7, 2018).
Terms Incorporated in Al of the terms appearing above the item captioned "Secondary Market" on pages P-2 and P-3 of
the Master Note:
this pricing supplement and the terms appearing under the caption "General Terms of the Notes" in
the product prospectus supplement dated September 7, 2018, as modified by this pricing
supplement.
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ADDITIONAL TERMS OF YOUR NOTES
You should read this pricing supplement together with the prospectus dated September 7, 2018, as supplemented by the
prospectus supplement dated September 7, 2018 and the product prospectus supplement dated September 7, 2018,
relating to our Senior Global Medium-Term Notes, Series H, of which these Notes are a part. Capitalized terms used but
not defined in this pricing supplement wil have the meanings given to them in the product prospectus supplement. In the
event of any conflict, this pricing supplement wil control. The Notes vary from the terms described in the product
prospectus supplement in several important ways. You should read this pricing supplement carefully.
This pricing supplement, together with the documents listed below, contains the terms of the Notes and supersedes al
prior or contemporaneous oral statements as wel as any other written materials including preliminary or indicative pricing
terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational
materials of ours. You should careful y consider, among other things, the matters set forth in "Risk Factors" in the
prospectus supplement dated September 7, 2018 and "Additional Risk Factors Specific to the Notes" in the product
prospectus supplement dated September 7, 2018, as the Notes involve risks not associated with conventional debt
securities. We urge you to consult your investment, legal, tax, accounting and other advisors before you invest in the
Notes. You may access these documents on the Securities and Exchange Commission (the "SEC") website at
www.sec.gov as fol ows (or if that address has changed, by reviewing our filings for the relevant date on the SEC website):
Prospectus dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005973/l96181424b3.htm
Prospectus Supplement dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005975/f97180424b3.htm
Product Prospectus Supplement ERN-EI-1 dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000114036118038044/form424b5.htm
Our Central Index Key, or CIK, on the SEC website is 1000275. As used in this pricing supplement, "we," "us," or "our"
refers to Royal Bank of Canada.
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HYPOTHETICAL RETURNS
The examples set out below are included for il ustration purposes only. The hypothetical Percentage Changes of the
Reference Asset used to il ustrate the calculation of the Payment at Maturity (rounded to two decimal places) are not
estimates or forecasts of the Final Level or the level of the Reference Asset on any trading day prior to the Maturity Date.
Al examples are based on the Buffer Percentage of 10%, resulting in the Buffer Level of 90% of the Initial Level, the
Leverage Factor of 150% and the Maximum Redemption Amount of 110.40% of the principal amount, and assume that a
holder purchased Notes with an aggregate principal amount of $1,000 and that no market disruption event occurs on the
Valuation Date.
Example 1 --
Calculation of the Payment at Maturity where the Percentage Change is positive.

Percentage Change:
5%

Payment at Maturity:
$1,000 + ($1,000 x 5% x 150%) = $1,000 + $75 = $1,075

On a $1,000 investment, a 5% Percentage Change results in a Payment at Maturity of $1,075, a
7.50% return on the Notes.
Example 2 --
Calculation of the Payment at Maturity where the Percentage Change is positive (and the Payment
at Maturity is subject to the Maximum Redemption Amount).

Percentage Change:
25%

Payment at Maturity:
$1,000 + ($1,000 x 25% x 150%) = $1,000 + $375 = $1,375
However, the Maximum Redemption Amount is $1,104.
Accordingly, you wil receive a payment at maturity equal to $1,104 per
$1,000 in principal amount of the Notes.

On a $1,000 investment, a 25% Percentage Change results in a Payment at Maturity of $1,104, a
10.40% return on the Notes.
Example 3 --
Calculation of the Payment at Maturity where the Percentage Change is negative (but not by more
than the Buffer Percentage).

Percentage Change:
-8%

Payment at Maturity:
At maturity, if the Percentage Change is negative BUT not by more than
the Buffer Percentage, then the Payment at Maturity wil equal the
principal amount.

On a $1,000 investment, a -8% Percentage Change results in a Payment at Maturity of $1,000, a
0% return on the Notes.
Example 4 --
Calculation of the Payment at Maturity where the Percentage Change is negative (by more than the

Buffer Percentage).

Percentage Change:
-40%


Payment at Maturity:
$1,000 + [$1,000 x (-40% + 10%)] = $1,000 - $300 = $700

On a $1,000 investment, a -40% Percentage Change results in a Payment at Maturity of $700, a
-30% return on the Notes.
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SELECTED RISK CONSIDERATIONS
An investment in the Notes involves significant risks. Investing in the Notes is not equivalent to investing directly in the
Reference Asset. These risks are explained in more detail in the section "Additional Risk Factors Specific to the Notes,"
beginning on page PS-4 of the product prospectus supplement. In addition to the risks described in the prospectus
supplement and the product prospectus supplement, you should consider the fol owing:
·
Principal at Risk -- Investors in the Notes could lose a substantial portion of their principal amount if there is a
decline in the level of the Reference Asset. You wil lose 1% of the principal amount of the Notes for each 1% that
the Final Level is less than the Initial Level by more than 10%.
·
The Notes Do Not Pay Interest and Your Return May Be Lower than the Return on a Conventional Debt
Security of Comparable Maturity -- There wil be no periodic interest payments on the Notes as there would be
on a conventional fixed-rate or floating-rate debt security having the same maturity. The return that you wil receive
on the Notes, which could be negative, may be less than the return you could earn on other investments. Even if
your return is positive, your return may be less than the return you would earn if you bought a conventional senior
interest bearing debt security of Royal Bank.
·
Your Potential Payment at Maturity Is Limited -- The Notes wil provide less opportunity to participate in the
appreciation of the Reference Asset than an investment in a security linked to the Reference Asset providing ful
participation in the appreciation, because the payment at maturity wil not exceed the Maximum Redemption
Amount. Accordingly, your return on the Notes may be less than your return would be if you made an investment in
a security directly linked to the positive performance of the Reference Asset.
·
Payments on the Notes Are Subject to Our Credit Risk, and Changes in Our Credit Ratings Are Expected
to Affect the Market Value of the Notes -- The Notes are Royal Bank's senior unsecured debt securities. As a
result, your receipt of the amount due on the maturity date is dependent upon Royal Bank's ability to repay its
obligations at that time. This wil be the case even if the level of the Reference Asset increases after the Trade
Date. No assurance can be given as to what our financial condition wil be at the maturity of the Notes.
·
There May Not Be an Active Trading Market for the Notes--Sales in the Secondary Market May Result in
Significant Losses -- There may be little or no secondary market for the Notes. The Notes wil not be listed on
any securities exchange. RBCCM and other affiliates of Royal Bank may make a market for the Notes; however,
they are not required to do so. RBCCM or any other affiliate of Royal Bank may stop any market-making activities
at any time. Even if a secondary market for the Notes develops, it may not provide significant liquidity or trade at
prices advantageous to you. We expect that transaction costs in any secondary market would be high. As a result,
the difference between bid and asked prices for your Notes in any secondary market could be substantial.
·
You Will Not Have Any Rights to the Securities Included in the Reference Asset -- As a holder of the Notes,
you wil not have voting rights or rights to receive cash dividends or other distributions or other rights that holders
of securities included in the Reference Asset would have. The Final Level wil not reflect any dividends paid on the
securities included in the Reference Asset, and accordingly, any positive return on the Notes may be less than the
potential positive return on those securities.
·
The Initial Estimated Value of the Notes Is Less than the Price to the Public -- The initial estimated value set
forth on the cover page of this pricing supplement does not represent a minimum price at which we, RBCCM or
any of our affiliates would be wil ing to purchase the Notes in any secondary market (if any exists) at any time. If
you attempt to sel 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 level of the Reference Asset, the
borrowing rate we pay to issue securities of this kind, and the inclusion in the price to the public of the underwriting
discount and the estimated 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 sel the Notes in any secondary market and wil affect the value of the Notes in complex and
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unpredictable ways. Assuming no change in market conditions or any other relevant factors, the price, if any, at
which you may be able to sel your Notes prior to maturity may be less than your original purchase price, as any
such sale price would not be expected to include the underwriting discount and the hedging costs relating to the
Notes. In addition to bid-ask spreads, the value of the Notes determined for any secondary market price is
expected to be based on the secondary rate rather than the internal funding rate used to price the Notes and
determine the initial estimated value. As a result, the secondary price wil be less than if the internal funding rate
was used. The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and
wil ing to hold your Notes to maturity.
·
The Initial Estimated Value of the Notes on the Cover Page of This Pricing Supplement Is an Estimate Only,
Calculated as of the Time the Terms of the Notes Were Set -- The initial estimated value 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 wil 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 material y from the initial estimated
value of your Notes.
·
Inconsistent Research -- Royal Bank or its affiliates may issue research reports on securities that are, or may
become, components of the Reference Asset. We may also publish research from time to time on financial
markets and other matters that may influence the levels of the Reference Asset or the value of the Notes, or
express opinions or provide recommendations that may be inconsistent with the purchasing or holding the Notes
or with the investment view implicit in the Notes or the Reference Asset. You should make your own independent
investigation of the merits of investing in the Notes and the Reference Asset.
·
Market Disruption Events and Adjustments -- The payment at maturity and the Valuation Date are subject to
adjustment as described in the product prospectus supplement. For a description of what constitutes a market
disruption event as wel as the consequences of that market disruption event, see "General Terms of the Notes--
Market Disruption Events" in the product prospectus supplement.
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INFORMATION REGARDING THE REFERENCE ASSET
Al disclosures contained in this document regarding the Reference Asset, including, without limitation, its make-up,
method of calculation, and changes in its components, have been derived from publicly available sources. The information
reflects the policies of, and is subject to change by, S&P Dow Jones Indices LLC ("S&P"). S&P, which owns the copyright
and al other rights to the Reference Asset, has no obligation to continue to publish, and may discontinue publication of,
the Reference Asset. The consequences of S&P discontinuing publication of the Reference Asset are discussed in the
section of the product prospectus supplement entitled "General Terms of the Notes--Unavailability of the Level of the
Reference Asset." Neither we nor RBCCM accepts any responsibility for the calculation, maintenance or publication of the
Reference Asset or any successor index.
The Reference Asset is intended to provide an indication of the pattern of price movements among U.S. large
capitalization stocks. The calculation of the level of the Reference Asset is based on the relative value of the aggregate
market value of the common stocks of 500 companies as of a particular time compared to the aggregate average market
value of the common stocks of 500 similar companies during the base period of the years 1941 through 1943.
S&P calculates the Reference Asset by reference to the prices of the constituent stocks of the Reference Asset without
taking account of the value of dividends paid on those stocks. As a result, the return on the Notes wil not reflect the return
you would realize if you actual y owned the Reference Asset constituent stocks and received the dividends paid on those
stocks.
Effective with the September 2015 rebalance, consolidated share class lines wil no longer be included in the Reference
Asset. Each share class line wil be subject to public float and liquidity criteria individual y, but the company's total market
capitalization wil be used to evaluate each share class line. This may result in one listed share class line of a company
being included in the Reference Asset while a second listed share class line of the same company is excluded.
Computation of the Reference Asset
While S&P currently employs the fol owing methodology to calculate the Reference Asset, no assurance can be given that
S&P wil not modify or change this methodology in a manner that may affect the Payment at Maturity.
Historical y, the market value of any component stock of the Reference Asset was calculated as the product of the market
price per share and the number of then outstanding shares of such component stock. In March 2005, S&P began shifting
the Reference Asset halfway from a market capitalization weighted formula to a float-adjusted formula, before moving the
Reference Asset to ful float adjustment on September 16, 2005. S&P's criteria for selecting stocks for the Reference Asset
did not change with the shift to float adjustment. However, the adjustment affects each company's weight in the Reference
Asset.
Under float adjustment, the share counts used in calculating the Reference Asset reflect only those shares that are
available to investors, not al of a company's outstanding shares. Float adjustment excludes shares that are closely held by
control groups, other publicly traded companies or government agencies.
In September 2012, al shareholdings representing more than 5% of a stock's outstanding shares, other than holdings by
"block owners," were removed from the float for purposes of calculating the Reference Asset. General y, these "control
holders" wil include officers and directors, private equity, venture capital and special equity firms, other publicly traded
companies that hold shares for control, strategic partners, holders of restricted shares, ESOPs, employee and family
trusts, foundations associated with the company, holders of unlisted share classes of stock, government entities at al
levels (other than government retirement/pension funds) and any individual person who controls a 5% or greater stake in a
company as reported in regulatory filings. However, holdings by block owners, such as depositary banks, pension funds,
mutual funds and ETF providers, 401(k) plans of the company, government retirement/pension funds, investment funds of
insurance companies, asset managers and investment funds, independent foundations and savings and investment plans,
wil ordinarily be considered part of the float.
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Treasury stock, stock options, equity participation units, warrants, preferred stock, convertible stock, and rights are not part
of the float. Shares held in a trust to al ow investors in countries outside the country of domicile, such as depositary shares
and Canadian exchangeable shares are normal y part of the float unless those shares form a control block.
For each stock, an investable weight factor ("IWF") is calculated by dividing the available float shares by the total shares
outstanding. Available float shares are defined as the total shares outstanding less shares held by control holders. This
calculation is subject to a 5% minimum threshold for control blocks. For example, if a company's officers and directors
hold 3% of the company's shares, and no other control group holds 5% of the company's shares, S&P would assign that
company an IWF of 1.00, as no control group meets the 5% threshold. However, if a company's officers and directors hold
3% of the company's shares and another control group holds 20% of the company's shares, S&P would assign an IWF of
0.77, reflecting the fact that 23% of the company's outstanding shares are considered to be held for control. As of July 31,
2017, companies with multiple share class lines are no longer eligible for inclusion in the Reference Asset. Constituents of
the Reference Asset prior to July 31, 2017 with multiple share class lines wil be grandfathered in and continue to be
included in the Reference Asset. If a constituent company of the Reference Asset reorganizes into a multiple share class
line structure, that company wil remain in the Reference Asset at the discretion of the S&P Index Committee in order to
minimize turnover.
The Reference Asset is calculated using a base-weighted aggregate methodology. The level of the Reference Asset
reflects the total market value of al 500 component stocks relative to the base period of the years 1941 through 1943. An
indexed number is used to represent the results of this calculation in order to make the level easier to use and track over
time. The actual total market value of the component stocks during the base period of the years 1941 through 1943 has
been set to an indexed level of 10. This is often indicated by the notation 1941-43 = 10. In practice, the daily calculation of
the Reference Asset is computed by dividing the total market value of the component stocks by the "index divisor." By
itself, the index divisor is an arbitrary number. However, in the context of the calculation of the Reference Asset, it serves
as a link to the original base period level of the Reference Asset. The index divisor keeps the Reference Asset comparable
over time and is the manipulation point for al adjustments to the Reference Asset, which is index maintenance.
Index Maintenance
Index maintenance includes monitoring and completing the adjustments for company additions and deletions, share
changes, stock splits, stock dividends, and stock price adjustments due to company restructuring or spinoffs. Some
corporate actions, such as stock splits and stock dividends, require changes in the common shares outstanding and the
stock prices of the companies in the Reference Asset, and do not require index divisor adjustments.
To prevent the level of the Reference Asset from changing due to corporate actions, corporate actions which affect the
total market value of the Reference Asset require an index divisor adjustment. By adjusting the index divisor for the change
in market value, the level of the Reference Asset remains constant and does not reflect the corporate actions of individual
companies in the Reference Asset. Index divisor adjustments are made after the close of trading and after the calculation
of the Reference Asset closing level.
Changes in a company's total shares outstanding of 5% or more due to public offerings are made as soon as reasonably
possible. Other changes of 5% or more (for example, due to tender offers, Dutch auctions, voluntary exchange offers,
company stock repurchases, private placements, acquisitions of private companies or non-index companies that do not
trade on a major exchange, redemptions, exercise of options, warrants, conversion of preferred stock, notes, debt, equity
participations, at-the-market stock offerings or other recapitalizations) are made weekly, and are general y announced on
Fridays for implementation after the close of trading the fol owing Friday (one week later). If a 5% or more share change
causes a company's IWF to change by five percentage points or more, the IWF is updated at the same time as the share
change. IWF changes resulting from partial tender offers are considered on a case-by-case basis.
License Agreement
S&P® is a registered trademark of Standard & Poor's Financial Services LLC and Dow Jones® is a registered trademark of
Dow Jones Trademark Holdings LLC ("Dow Jones"). These trademarks have been licensed for use by S&P. "Standard &
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Buffered Enhanced Return Notes
Poor's®", "S&P 500®" and "S&P®" are trademarks of Standard & Poor's Financial Services LLC. These trademarks have
been sublicensed for certain purposes by us. The Reference Asset is a product of S&P and/or its affiliates and has been
licensed for use by us.
The Notes are not sponsored, endorsed, sold or promoted by S&P Dow Jones Indices LLC, Standard & Poor's Financial
Services LLC or any of their respective affiliates (col ectively, "S&P Dow Jones Indices"). S&P Dow Jones Indices make
no representation or warranty, express or implied, to the holders of the Notes or any member of the public regarding the
advisability of investing in securities general y or in the Notes particularly or the ability of the Reference Asset to track
general market performance. S&P Dow Jones Indices' only relationship to us with respect to the Reference Asset is the
licensing of the Reference Asset and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices
and/or its third party licensors. The Reference Asset is determined, composed and calculated by S&P Dow Jones Indices
without regard to us or the Notes. S&P Dow Jones Indices have no obligation to take our needs or the needs of holders of
the Notes into consideration in determining, composing or calculating the Reference Asset. S&P Dow Jones Indices are
not responsible for and have not participated in the determination of the prices, and amount of the Notes or the timing of
the issuance or sale of the Notes or in the determination or calculation of the equation by which the Notes are to be
converted into cash. S&P Dow Jones Indices have no obligation or liability in connection with the administration,
marketing or trading of the Notes. There is no assurance that investment products based on the Reference Asset wil
accurately track index performance or provide positive investment returns. S&P Dow Jones Indices LLC and its
subsidiaries are not investment advisors. Inclusion of a security or futures contract within an index is not a
recommendation by S&P Dow Jones Indices to buy, sel , or hold such security or futures contract, nor is it considered to be
investment advice. Notwithstanding the foregoing, CME Group Inc. and its affiliates may independently issue and/or
sponsor financial products unrelated to the Notes currently being issued by us, but which may be similar to and competitive
with the Notes. In addition, CME Group Inc. and its affiliates may trade financial products which are linked to the
performance of the Reference Asset. It is possible that this trading activity wil affect the value of the Notes.
S&P DOW JONES INDICES DO NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE
COMPLETENESS OF THE REFERENCE ASSET OR ANY DATA RELATED THERETO OR ANY COMMUNICATION,
INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC
COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY
DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES
MAKE NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED
BY US, HOLDERS OF THE NOTES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE REFERENCE
ASSET OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN
NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL,
INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS,
TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD
PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND
US, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.
P-10
RBC Capital Markets, LLC
https://www.sec.gov/Archives/edgar/data/1000275/000114036120000588/form424b2.htm
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