Bond Royal Bank of Canada 0% ( US78014K4931 ) in USD

Issuer Royal Bank of Canada
Market price 100 %  ▲ 
Country  Canada
ISIN code  US78014K4931 ( in USD )
Interest rate 0%
Maturity 10/02/2022 - Bond has expired



Prospectus brochure of the bond Royal Bank of Canada US78014K4931 in USD 0%, expired


Minimal amount 1 000 USD
Total amount 20 368 000 USD
Cusip 78014K493
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Detailed description The Royal Bank of Canada (RBC) is a Canadian multinational financial services company offering personal and commercial banking, wealth management, insurance, and investment banking services globally.

The Bond issued by Royal Bank of Canada ( Canada ) , in USD, with the ISIN code US78014K4931, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Bond maturity is 10/02/2022







424B2 1 form424b2.htm UBSELN1131-BSKT 78014K493
PRICING SUPPLEMENT
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333 -227001
Dated February 7, 2020
Royal Bank of Canada Trigger Autocallable Contingent Yield Notes
$ 2 0 ,3 6 8 ,0 0 0 N ot e s Link e d t o t he Le a st Pe rform ing U nde rlying of t he S& P 5 0 0 ® I nde x , t he Russe ll 2 0 0 0 ® I nde x a nd t he N ASDAQ -1 0 0 ® I nde x due on Fe brua ry 1 0 , 2 0 2 2
I nve st m e nt De sc ript ion
Trigger Autocallable Contingent Yield Notes (the "Notes") are unsecured and unsubordinated debt securities issued by Royal Bank of Canada linked to the performance of the least performing of the three indices listed above (each, an "Underlying Index," and
together, the "Underlying Indices"). We will pay a quarterly Contingent Coupon payment if the closing level of each Underlying Index on the applicable Coupon Observation Date is equal to or greater than their respective Coupon Barriers. Otherwise, no coupon will
be paid for that quarter. We will automatically call the Notes early if the closing level of each Underlying Index on any quarterly Call Observation Date (beginning after six months) is equal to or greater than its respective Initial Level. If the Notes are called, we will
pay you the principal amount of your Notes plus the Contingent Coupon for the applicable quarter, and no further amounts will be owed to you under the Notes. If the Notes are not called prior to maturity and the Final Levels of all of the Underlying Indices are
equal to or greater than their respective Downside Thresholds (which are the same levels as their respective Coupon Barriers), we will pay you a cash payment at maturity equal to the principal amount of your Notes plus the Contingent Coupon for the final quarter.
However, if the Final Level of the Underlying Index with the lowest percentage change from its Initial Level (the "Least Performing Underlying Index") is less than its Downside Threshold, we will pay you less than the full principal amount, if anything, resulting in a
loss on your initial investment that is proportionate to the negative performance of the Least Performing Underlying Index over the term of the Notes, and you may lose up to 100% of your initial investment. 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 w ill not re c e ive a c oupon for a ny Coupon Obse rva t ion Da t e on w hic h a ny U nde rlying I nde x c lose s be low it s Coupon Ba rrie r. T he N ot e s w ill not be a ut om a t ic a lly
c a lle d if a ny U nde rlying I nde x c lose s be low it s I nit ia l Le ve l on a qua rt e rly Ca ll Obse rva t ion Da t e . Y ou m a y lose som e or a ll of your princ ipa l a m ount if t he Le a st Pe rform ing U nde rlying I nde x c lose s be low it s Dow nside
T hre shold, re ga rdle ss of t he pe rform a nc e of t he ot he r U nde rlying I ndic e s. 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. Ge ne ra lly, t he highe r t he Cont inge nt Coupon Ra t e on a
se c urit y, t he gre a t e r t he risk of loss. 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
?
Cont inge nt Coupon -- We will pay a quarterly Contingent Coupon payment if the closing levels of all of the Underlying Indices on the
N OT I Trade
CE T Date
O I N V EST ORS: T H E N OT E February
S ARE SI 7,
G 2020
N 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 T H E N OT ES AT M AT U RI T Y , AN D
applicable Coupon Observation Date are equal to or greater than their respective Coupon Barriers. Otherwise, no coupon will be paid for the T H E N OT ES CAN H AV E DOWN SI DE M ARK ET RI SK SI M I LAR T O T H E LEAST PERFORM I N G U N DERLY I N G I N DEX . Y OU M AY BE EX POSED T O T H E M ARK ET RI SK OF EACH U N DERLY I N G I N DEX ON T H E FI N AL V ALU AT I ON DAT E, AN D AN Y
DEC Settlement
LI N E I N T Date
H E LEV EL OF AN Y U N February
DERLY I 12,
N G I 2020
N DEX M AY N EGAT I V ELY AFFECT Y OU R RET U RN AN D WI LL N OT BE OFFSET OR M I T I GAT ED BY A LESSER DECLI N E OR AN Y POT EN T I AL I N CREASE I N T H E LEV ELS OF T H E OT H ER
quarter.
U N DERLY I N G I N DI CES. 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 PU RCH ASI N G ON E OF OU R DEBT OBLI GAT I ON S. Y 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
?
Aut om a t ic a lly Ca lla ble -- We will automatically call the Notes and pay you the principal amount of your Notes plus the Contingent
Coupon Observation Dates1
Quarterly (see page 6)
COM FORT ABLE WI T H T H E SI GN I FI CAN T RI SK S I N V OLV ED I N I N V EST I N G I N T H E N OT ES.
Coupon otherwise due for the applicable quarter if the closing levels of all of the Underlying Indices on any quarterly Call Observation Date
Y OU Call
SH Observation
OU LD CARE Dates1
Quarterly (callable after six months, see page 6)
FU 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 7 OF T H I S PRI CI N G SU PPLEM EN T 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
(beginning after six months) are equal to or greater than their respective Initial Levels. If the Notes are not called, investors will have the
BEFORE PU RCH ASI N G AN Y N OT ES. EV EN T S RELAT I N G T O AN Y OF 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. Y OU M AY LOSE SOM E
potential for downside equity market risk at maturity.
Final Valuation Date1
February 7, 2022
OR ALL OF Y OU R I N I T I AL I N V EST M EN T I N T H E N OT ES.
?
Cont inge nt Re pa ym e nt of Princ ipa l a t M a t urit y -- If by maturity the Notes have not been called and each Underlying Index does
Maturity Date1
February 10, 2022
not close below its Downside Threshold on the Final Valuation Date, we will repay your principal amount per Note at maturity. However, if the N ot e Offe ring
closing level of the Least Performing Underlying Index is less than its Downside Threshold on the Final Valuation Date, we will pay less than This
the principal amount, if anything, resulting in a loss on your initial investment that is proportionate to the decline in the level of the Least
1
Subject to postponement if a market disruption event occurs, as described under "General Terms of the
Performing Underlying Index from the Trade Date to the Final Valuation Date. The contingent repayment of principal only applies if you hold
Notes--Payment at Maturity" below.
the Notes until maturity. Any payment on the Notes, including any repayment of principal, is subject to our creditworthiness.
pricing supplement relates to Trigger Autocallable Contingent Yield Notes we are offering linked to the least performing
underlying of the S&P 500 ® Index, the Russell 2000 ® Index and the NASDAQ -100 ® Index. The Notes will be issued in minimum denominations of $10.00, and integral multiples of $10.00 in excess thereof, with a minimum investment of $1,000.
U nde rlying I ndic e s
Cont inge nt Coupon
I nit ia l
Dow nside
(Least Performing of)
T ic k e rs
Ra t e
Le ve ls

T hre sholds*

Coupon Ba rrie rs*
CU SI P
I SI N
S&P 500® Index (SPX)
SPX
3,327.71
2,329.40, which is 70% of its Initial
2,329.40, which is 70% of its Initial
Level
Level
Russell 2000® Index (RTY)
RTY
1,656.778
6.25% per annum
1,159.745, which is 70% of its Initial
1,159.745, which is 70% of its Initial
78014K493
US78014K4931
Level
Level
NASDAQ-100® Index (NDX)
NDX
9,401.098
6,580.769, which is 70% of its Initial
6,580.769, which is 70% of its Initial
Level
Level
* Rounde d t o t w o de c im a l pla c e s in t he c a se of t he SPX , a nd t hre e de c im a l pla c e s in t he c a se of t he RT Y a nd t he N DX .
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 da t e d Se pt e m be r 7 , 2 0 1 8 , t he prospe c t us supple m e nt da t e d Se pt e m be r 7 ,
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 and prospectus supplement. 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 Least Performing Underlying of the S&P 500 ® Index, the Russell 2000 ® Index and the NASDAQ -
$20,368,000
$10.00
$305,520
$0.15
$20,062,480
$9.85
100 ® Index
(1) UBS Financial Services Inc., which we refer to as UBS, will receive a commission of $0.15 per $10.00 in principal amount of the Notes. See "Supplemental Plan of Distribution (Conflicts of Interest)" below.
The initial estimated value of the Notes as of the Trade Date is $9.7955 per $10 in principal amount, which is less than the price to the 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 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. 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 "Key Risks" below, as the Notes involve risks not associated with conventional debt securities.
If the terms of the prospectus and prospectus supplement are inconsistent with the terms discussed herein, the terms discussed in this pricing supplement 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 ):
?
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 of
?
You do not fully understand the risks inherent in an investment in the Notes, including the
loss of your entire initial investment.
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 to
?
You cannot tolerate a loss on your investment and require an investment designed to provide
make an investment that may have the same downside market risk as an investment in the
a full return of principal at maturity.
securities composing the Least Performing Underlying Index.
?
You are not willing to make an investment that may have the same downside market risk as
?
You believe the closing levels of all of the Underlying Indices will be equal to or greater than
an investment in the equity securities composing the Least Performing Underlying Index.
their respective Coupon Barriers on most or all of the Coupon Observation Dates (including
?
You believe that the level of any Underlying Index will decline during the term of the Notes
the Final Valuation Date).
and is likely to close below its Coupon Barrier on most or all of the Coupon Observation
?
You are willing to make an investment whose return is limited to the applicable Contingent
Dates and below its Downside Threshold on the Final Valuation Date.
Coupon payments, regardless of any potential appreciation of the Underlying Indices, which
?
You seek an investment that participates in the full appreciation in the levels of the
could be significant.
Underlying Indices or that has unlimited return potential.
?
You do not seek guaranteed current income from this investment and are willing to forgo the
?
You cannot tolerate fluctuations in the price of the Notes prior to maturity that may be similar
dividends paid on the equity securities composing the Underlying Indices.
to or exceed the downside fluctuations of the Least Performing Underlying Index.
?
You can tolerate fluctuations in the price of the Notes prior to maturity that may be similar to
?
You are unwilling to invest in the Notes based on the Contingent Coupon Rate set forth on
or exceed the downside fluctuations of the Underlying Indices.
the cover page of this pricing supplement.
?
You are willing to invest in Notes for which there may be little or no secondary market, and
?
You are unwilling to accept individual exposure to each Underlying Index and that the
you accept that the secondary market will depend in large part on the price, if any, at which
performance of the Least Performing Underlying Index will not be offset or mitigated by the
RBC Capital Markets, LLC, which we refer to as "RBCCM," is willing to purchase the Notes.
https://www.sec.gov/Archives/edgar/data/1000275/000114036120002783/form424b2.htm[2/11/2020 10:11:43 AM]


performance of the other Underlying Indices.
?
You are willing to invest in the Notes based on the Contingent Coupon Rate set forth on the
?
You seek guaranteed current income from this investment or prefer to receive the dividends
cover page of this pricing supplement.
paid on the securities composing the Underlying Indices.
?
You are willing to accept individual exposure to each Underlying Index and that the
?
You do not understand or accept the risks associated with the Underlying Indices.
performance of the Least Performing Underlying Index will not be offset or mitigated by the
performance of the other Underlying Indices.
?
You are unable or unwilling to hold securities that may be called early, or you are otherwise
unable or unwilling to hold such securities to maturity, or you seek an investment for which
?
You understand and accept the risks associated with the Underlying Indices.
there will be an active secondary market for the Notes.
?
You are willing to invest in securities that may be called early and you are otherwise willing to
?
You are not willing to assume our credit risk for all payments under the Notes, including any
hold such securities to maturity.
repayment of principal.
?
You are willing to assume our credit risk for all payments under the Notes, and understand
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
that if we default on our obligations, you may not receive any amounts due to you, including Notes are a suitable investment for you w ill depend on your individual circumstances,
any repayment of principal.
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 se c t ion "K e y Risk s" be low for risk s re la t e d t o a n inve st m e nt in t he N ot e s. I n a ddit ion, you should re vie w c a re fully t he se c t ion be low , "I nform a t ion
About t he U nde rlying I ndic e s," for m ore inform a t ion a bout t he se indic e s.
3
Fina l T e rm s of t he N ot e s1
Issuer:

Royal Bank of Canada


further amounts will be owed to you under the Notes.
Principal

$10 per Note
Payment at

If the Notes are not called and the Final Levels of all of the
Amount per
Maturity:
Underlying Indices are equal to or greater than their respective
Note:
Downside Thresholds and the Coupon Barriers, we will pay you a
Term:

Approximately 2 years, if not previously called
cash payment per Note on the maturity date equal to $10 plus the
Contingent Coupon otherwise due on the maturity date.
Underlying

The S&P 500® Index ("SPX"), the Russell 2000® Index ("RTY") and
If the Notes are not called and the Final Level of the Least
Indices:
the NASDAQ-100® Index ("NDX")
Performing Underlying Index is less than its Downside Threshold,
Contingent

I f t he c losing le ve ls of a ll of t he U nde rlying I ndic e s a re
we will pay you a cash payment on the maturity date of less than
Coupon:
e qua l t o or gre a t e r t ha n t he ir re spe c t ive Coupon Ba rrie rs
the principal amount, if anything, resulting in a loss on your initial
on a ny Coupon Obse rva t ion Da t e , we will pay you the
investment that is proportionate to the negative Underlying Index
Contingent Coupon applicable to that Coupon Observation Date.
Return of the Least Performing Underlying Index, equal to:
If the closing level of a ny U nde rlying I nde x is le ss t ha n it s
$10.00 + ($10.00 × Underlying Index Return of the Least Performing
Coupon Ba rrie r on any Coupon Observation Date, the Contingent
Underlying Index)
Coupon applicable to that Coupon Observation Date will not accrue
Least

The Underlying Index with the lowest Underlying Index Return.
or be payable, and we will not make any payment to you on the
Performing
relevant Contingent Coupon Payment Date.
Underlying
The Contingent Coupon will be a fixed amount based upon equal
Index:
quarterly installments at the Contingent Coupon Rate.
Underlying

With respect to each Underlying Index,
Cont inge nt Coupon pa ym e nt s on t he N ot e s a re not gua ra nt e e d. We w ill not pa y
Index Returns:
Final Level ­ Initial Level
you t he Cont inge nt Coupon for a ny Coupon Obse rva t ion Da t e on w hic h t he
Initial Level
c losing le ve l of a ny U nde rlying I nde x is le ss t ha n it s Coupon Ba rrie r.
Downside

With respect to each Underlying Index, 70% of its Initial Level, as set
Contingent

6.25% per annum (or 1.5625% per quarter).
Thresholds:
forth on the cover page of this pricing supplement. The Downside
Coupon Rate:
Each Contingent Coupon will be paid to the holders of record of the
Threshold is equal to the Coupon Barrier.
Notes at the close of business one business day prior to that Coupon

Coupon
With respect to each Underlying Index, 70% of its Initial Level, as set
Payment Date.
Barriers:
forth on the cover page of this pricing supplement. The Coupon
Barrier is equal to the Downside Threshold.
Automatic Call

The Notes will be called automatically if the closing levels of all of
Feature:
the Underlying Indices on any Call Observation Date (beginning after
Initial Levels:

With respect to each Underlying Index, its closing level on the Trade
six months and set forth on page 6) are equal to or greater than their
Date, as set forth on the cover page of this pricing supplement.
respective Initial Levels.
Final Levels:

With respect to each Underlying Index, its closing level on the Final
If the Notes are called, we will pay you on the corresponding
Valuation Date, as determined by the calculation agent.
Coupon Payment Date (which will be the "Call Settlement Date") a
cash payment per Note equal to the principal amount plus the
applicable Contingent Coupon payment otherwise due on that day
(the "Call Settlement Amount"). No
1 Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them
in the prospectus or the prospectus supplement.
4


I nve st m e nt T im e line


T ra de Da t e :
The Initial Level, Downside Threshold and Coupon Barrier of each
Underlying Index was determined.





If the closing levels of all of the Underlying Indices are equal to or
greater than their respective Coupon Barriers on any Coupon
Observation Date, we will pay you a Contingent Coupon payment on
the applicable Coupon Payment Date.
Qua rt e rly (be ginning
a ft e r six
The Notes will be called if the closing levels of all of the Underlying
m ont hs):
Indices on any Call Observation Date (beginning after six months)
are equal to or greater than their respective Initial Levels. If the Notes
are called, we will pay you a cash payment per Note equal to $10.00
plus the Contingent Coupon otherwise due on that date.





M a t urit y

The Final Level of each Underlying Index is observed on the Final
Da t e :
Valuation Date.


If the Notes have not been called and the Final Levels of all of the
Underlying Indices are equal to or greater than their respective
https://www.sec.gov/Archives/edgar/data/1000275/000114036120002783/form424b2.htm[2/11/2020 10:11:43 AM]


Downside Thresholds (and their respective Coupon Barriers), we will
repay the principal amount equal to $10 per Note plus the Contingent
Coupon otherwise due on the maturity date.
If the Notes have not been called and the Final Level of the Least

Performing Underlying Index is less than its Downside Threshold, we
will pay less than the principal amount, if anything, resulting in a loss
on your initial investment proportionate to the decline of the Least
Performing Underlying Index, for an amount equal to:
$10 + ($10 × Underlying Index Return of the Least Performing
Underlying Index) per Note
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 . Y OU WI LL BE EX POSED T O T H E M ARK ET RI SK OF
EACH U N DERLY I N G I N DEX ON EACH COU PON OBSERV AT I ON DAT E AN D ON T H E
FI N AL V ALU AT I ON DAT E, AN D AN Y DECLI N E I N T H E LEV EL OF ON E U N DERLY I N G
I N DEX M AY N EGAT I V ELY AFFECT Y OU R RET U RN AN D WI LL N OT BE OFFSET OR
M I T I GAT ED BY A LESSER DECLI N E OR AN Y POT EN T I AL I N CREASE I N T H E LEV ELS OF
T H E OT H ER U N DERLY I N G I N DI CES. 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 OU R CREDI T WORT H I N ESS. I F WE WERE
T O DEFAU LT ON OU R 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
Coupon Obse rva t ion Da t e s a nd Coupon Pa ym e nt Da t e s*
Coupon Obse rva t ion Da t e s
Coupon Pa ym e nt Da t e s
May 7, 2020
May 11, 2020
August 7, 2020(1)
August 11, 2020(2)
November 9, 2020(1)
November 12, 2020(2)
February 8, 2021(1)
February 10, 2021(2)
May 7, 2021(1)
May 11, 2021(2)
August 9, 2021(1)
August 11, 2021(2)
November 8, 2021(1)
November 10, 2021(2)
February 7, 2022(3)
February 10, 2022(4)
(1)
These Coupon Observation Dates are also Call Observation Dates.
(2)
These Coupon Payment Dates are also Call Settlement Dates.
(3)
This is also the Final Valuation Date.
(4)
This is also the maturity date.
*
Expected. Subject to postponement if a market disruption event occurs, as described below under "General Terms of the Notes--Market Disruption Events."
6
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 securities composing the Underlying Indices. In addition, your investment in the
Notes entails other risks not associated with an investment in conventional debt securities. Y ou should c onside r c a re fully t he follow ing disc ussion of risk s be fore you de c ide t ha t a n
inve st m e nt in t he N ot e s is suit a ble for you. We a lso urge you t o c onsult your inve st m e nt , le ga l, t a x , a c c ount ing a nd ot he r a dvisors be fore inve st ing in t he N ot e s.
Risk s Re la t ing t o t he N ot e s Ge ne ra lly
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Risk of loss a t m a t urit y. The Notes differ from ordinary debt securities in that we will not necessarily repay the full principal amount of the Notes at maturity. If the Notes are not called, we will
repay you the principal amount of your Notes in cash only if the Final Level of each Underlying Index is greater than or equal to its Downside Threshold, and we will only make that payment at
maturity. If the Notes are not called and the Final Level of the Least Performing Underlying Index is less than its Downside Threshold, you will lose some or all of your initial investment in an amount
proportionate to the decline in the level of the Least Performing Underlying Index.
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T he c ont inge nt re pa ym e nt of princ ipa l a pplie 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 levels of all of the Underlying Indices are above their respective
Downside Thresholds.
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Y ou m a y not re c e ive a ny Cont inge nt Coupons . Royal Bank of Canada will not necessarily make periodic Contingent Coupon payments on the Notes. If the closing level of at least one
Underlying Index on a Coupon Observation Date is less than its Coupon Barrier, we will not pay you the Contingent Coupon applicable to that Coupon Observation Date. If the closing level of at least
one Underlying Index is less than its Coupon Barrier on each of the Coupon Observation Dates, we will not pay you any Contingent Coupons during the term of, and you will not receive a positive
return on, your Notes. Generally, this non-payment of the Contingent Coupon coincides with a period of greater risk of principal loss on your Notes. Accordingly, if we do not pay the Contingent
Coupon on the maturity date, you will incur a loss of principal, because the Final Level of the Least Performing Underlying Index will be less than its Downside Threshold.
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T he Ca ll Fe a t ure a nd t he Cont inge nt Coupon Fe a t ure lim it your pot e nt ia l re t urn . The return potential of the Notes is limited to the pre-specified Contingent Coupon Rate, regardless of
the appreciation of the Underlying Indices. In addition, the total return on the Notes will vary based on the number of Coupon Observation Dates on which the Contingent Coupon becomes payable
prior to maturity or an automatic call. Further, if the Notes are called due to the automatic call feature, you will not receive any Contingent Coupons or any other payment in respect of any Coupon
Observation Dates after the applicable Call Settlement Date. Since the Notes could be called as early as the first Call Observation Date, the total return on the Notes could be limited to six months. If
the Notes are not called, you may be subject to the full downside performance of the Least Performing Underlying Index, even though your potential return is limited to the Contingent Coupon Rate.
Generally, the longer the Notes are outstanding, the less likely it is that they will be automatically called due to the decline in the levels of the Underlying Indices and the shorter time remaining for the
levels of the Underlying Indices to recover. As a result, the return on an investment in the Notes could be less than the return on a direct investment in the equity securities composing the Underlying
Indices or on a similar security that allows you to participate in the appreciation of the levels of the Underlying Indices.
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T he Cont inge nt Coupon Ra t e w ill re fle c t in pa rt t he vola t ilit y a nd c orre la t ion of t he U nde rlying I ndic e s a nd m a y not be suffic ie nt t o c om pe nsa t e you for t he risk of
loss a t m a t urit y. "Volatility" refers to the frequency and magnitude of changes in the levels of the Underlying Indices. The greater the volatility of the Underlying Indices, the more likely it is that the
level of any Underlying Index could close below its Downside Threshold on the Final Valuation Date. This risk will generally be reflected in a higher Contingent Coupon Rate for the Notes than the
interest rate payable on our conventional debt securities with a comparable term. In addition, lower correlation between the Underlying Indices can also indicate a greater likelihood of one Underlying
Index closing below its Coupon Barrier or Downside Threshold on a Coupon Observation Date or Final Valuation Date. This greater risk is also reflected in a higher Contingent Coupon Rate than on a
security linked to Underlying Indices with a greater degree of correlation. However, while the Contingent Coupon is a fixed amount, the Underlying Indices' volatility and correlation can change
significantly over the term of the Notes. The levels of one or more of the Underlying Indices could fall sharply as of the Final Valuation Date, which could result in missed Contingent Coupon
payments and a significant loss of your principal amount.
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T he N ot e s m a y be c a lle d e a rly a nd a re subje c t t o re inve st m e nt risk . The Notes will be called automatically if the closing levels of all of the Underlying Indices are equal to or greater
than their respective Initial Levels on any Call Observation Date. In the event that the Notes are called prior to maturity, there is no guarantee that you will be able to reinvest the proceeds from an
investment in the Notes at a comparable rate of return for a similar level of risk. To the
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7
extent you are able to reinvest your proceeds in an investment comparable to the Notes, you will incur transaction costs and the original issue price for such an investment is likely to include certain
built in costs such as dealer discounts and hedging costs.
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T he N ot e s a re subje c t t o our c re dit risk . The Notes are subject to our credit risk, and our credit ratings and credit spreads may adversely affect the market value of the Notes. Investors are
dependent on our ability to pay all amounts due on the Notes, and therefore investors are subject to our credit risk and to changes in the market's view of our creditworthiness. Any decline in our
credit ratings or increase in the credit spreads charged by the market for taking our credit risk is likely to adversely affect the value of the Notes. If we were to default on our payment obligations, you
may not receive any amounts owed to you under the Notes and you could lose your entire investment.
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T he N ot e s w ill be subje c t t o risk s, inc luding non -pa ym e nt in full, unde 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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T he init ia l e st im a t e d va lue of t he N ot e s is le ss t ha n t he pric e t o t he public . The initial estimated value of the Notes that is set forth on the cover page of this pricing supplement is less
than the public offering price you pay for the Notes, and 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 levels of the Underlying Indices, the borrowing rate we pay to issue securities of this 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.
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Our init ia l e st im a t e d va lue of t he N ot e s is a n e st im a t e only, c a 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 w e re se t . 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 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 amounts that may be paid on the
Notes.
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Y ou w ill not pa rt ic ipa t e in a ny a ppre c ia t ion of t he U nde rlying I ndic e s, a nd a ny pot e nt ia l re t urn on t he N ot e s is lim it e d. The return on the Notes is limited to the pre-specified
Contingent Coupon Rate, regardless of the appreciation of the Underlying Indices. As a result, the return on an investment in the Notes could be less than the return on a direct investment in the
Underlying Indices. In addition, the total return on the Notes will vary based on the number of Coupon Observation Dates on which the Contingent Coupon becomes payable prior to maturity or an
automatic call. Further, if the Notes are called due to the automatic call feature, you will not receive any Contingent Coupons or any other payment in respect of any Coupon Observation Dates after
the applicable Call Settlement Date. Since the Notes could be called as early as the second Coupon Observation Date, the total return on the Notes could be limited to six months. On the other hand,
if the Notes have not been previously called and if the level of an Underlying Index is less than its Initial Level, as the maturity date approaches and the remaining number of Coupon
8
Observation Dates decreases, the Notes are less likely to be automatically called, as there will be a shorter period of time remaining for the level of that Underlying Index to increase to its Initial Level.
If the Notes are not called, you will be subject to the Underlying Indices' risk of decline.
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I f you se ll t he N ot e s prior t o m a t urit y, you m a y re c e ive le ss t ha n t he princ ipa l a m ount . If the Notes are not automatically called, you should be willing to hold the Notes until maturity.
If you are able to sell the Notes in the secondary market prior to maturity, you may have to sell them for a loss relative to the principal amount, even if the levels of the Underlying Indices are above
their respective Downside Thresholds. In addition, you will not receive the benefit of any contingent repayment of principal associated with the Downside Thresholds if you sell the Notes before the
maturity date. The potential returns described in this document assume that the Notes, which are not designed to be short-term trading instruments, are held to maturity.
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Y our re t urn on t he N ot e s m a y be low e r t ha n t he re t urn on a c onve nt iona l de bt se c urit y of c om pa ra ble m a t urit y. The return that you will receive on the Notes, which could be
negative, may be less than the return you could earn on other investments. Your investment may not reflect the full opportunity cost to you when you take into account factors that affect the time value
of money, such as inflation.
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Y our re t urn on t he N ot e s w ill not re fle c t divide nds on t he e quit y se c urit ie s c om posing t he U nde rlying I ndic e s. The return on the Notes will not reflect the return you would
realize if you actually owned the equity securities composing the Underlying Indices and received the dividends paid on those equity securities. The Final Levels of the Underlying Indices and the
determination of the amount to be paid at maturity or upon an automatic call will not take into consideration the value of those dividends.
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I f t he le ve ls of t he U nde rlying I ndic e s c ha nge , t he m a rk e t va lue of t he N ot e s m a y not c ha nge in t he sa m e m a nne r. Owning the Notes is not the same as owning the securities
composing the Underlying Indices. Accordingly, changes in the levels of the Underlying Indices may not result in a comparable change of the market value of the Notes. If the levels of the Underlying
Indices on any trading day increase above their respective Initial Levels or Coupon Barriers, the value of the Notes may not increase in a comparable manner, if at all. It is possible for the levels of
the Underlying Indices to increase while the value of the Notes declines.
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T he de t e rm ina t ion of t he pa ym e nt s on t he N ot e s, a nd w he t he r t he y a re subje c t t o a n a ut om a t ic c a ll, doe s not t a k e int o a c c ount a ll de ve lopm e nt s in t he le ve ls of
t he U nde rlying I ndic e s. Changes in the levels of the Underlying Indices during the periods between each Coupon Observation Date may not be reflected in the determination as to whether the
Contingent Coupon is payable to you on any Coupon Payment Date or whether the Notes are subject to an automatic call, or the calculation of the amount payable, if any, at maturity. The calculation
agent will determine whether (i) the Contingent Coupon is payable to you on any quarterly Coupon Payment Date or (ii) the Notes are automatically called on any quarterly Call Observation Date by
observing only the closing levels of the Underlying Indices on each Coupon Observation Date. The calculation agent will calculate the payment at maturity by comparing only the closing level of the
Least Performing Underlying Index on the Final Valuation Date relative to its Initial Level. No other levels will be taken into account. As a result, you may lose some or all of your principal amount
even if the level of the Least Performing Underlying Index has risen at certain times during the term of the Notes before falling to a level below its Downside Threshold on the Final Valuation Date.
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T he N ot e s a re not de signe d t o be short -t e rm t ra ding inst rum e nt s. The price at which you will be able to sell the Notes to us or our affiliates prior to maturity, if at all, may be at a
substantial discount from the principal amount of the Notes, even in cases where the closing levels of the Underlying Indices have appreciated since the Trade Date. In addition, you will not receive
the benefit of any contingent repayment of principal associated with the Downside Thresholds if you sell the Notes before the maturity date. The potential returns described in this document assume
that the Notes, which are not designed to be short-term trading instruments, are held to maturity.
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Y ou m ust re ly on your ow n e va lua t ion of t he m e rit s of a n inve st m e nt link e d t o t he U nde rlying I ndic e s. In the ordinary course of their business, our affiliates, or UBS or its
affiliates, may have expressed views on expected movements in each of the Underlying Indices or the securities included in the Underlying Indices, and may do so in the future. These views or
reports may be communicated to our respective clients and clients of our respective affiliates. However, these views are subject to change from time to time. Moreover, other professionals who transact
business in markets relating to any Underlying Index, may at any time have significantly different views from those of ours, and those of UBS and its affiliates. For these reasons, you are encouraged
to derive information concerning the Underlying Indices from multiple sources, and you should not rely solely on views expressed by us, UBS, or our respective affiliates.
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Y our re t urn on t he N ot e s is not link e d t o a ba sk e t c onsist ing of t he U nde rlying I ndic e s. Ra t he r, it w ill be c ont inge nt upon t he pe rform a nc e of e a c h individua l
U nde rlying I nde x . Unlike an instrument with a return linked to a basket of indices or other underlying assets, in which risk is mitigated and diversified among all of the components of the basket,
you will be exposed equally to the risks related to each of the Underlying Indices. Poor performance by any of the Underlying Indices over the term of the Notes may negatively affect your return and
will not
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be offset or mitigated by a positive performance by the other Underlying Indices. For the Notes to be automatically called or to receive any Contingent Coupon payment or contingent repayment of
principal at maturity from us, all of the Underlying Indices must close above their Initial Levels, Coupon Barriers and Downside Thresholds, respectively, on the applicable Coupon Observation Date. In
addition, if not called prior to maturity, you may incur a loss proportionate to the negative return of the Least Performing Underlying Index. Accordingly, your investment is subject to the market risk of
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each Underlying Index, which results in a higher risk of your not receiving Contingent Coupon payments and incurring a loss at maturity.
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Be c a use t he N ot e s a re link e d t o t he individua l pe rform a nc e of m ore t ha n one U nde rlying I nde x , it is m ore lik e ly t ha t one of t he U nde rlying I ndic e s w ill de c re a se in
va lue be low it s Coupon Ba rrie r a nd it s Dow nside T hre shold, inc re a sing t he proba bilit y t ha t you w ill not re c e ive t he Cont inge nt Coupons a nd t ha t you w ill lose som e
or a ll of your init ia l inve st m e nt . The risk that you will not receive the Contingent Coupons and that you will lose some or all of your initial investment in the Notes is greater if you invest in the
Notes as opposed to securities that are linked to the performance of a single Underlying Index if their terms are otherwise substantially similar. With a greater total number of Underlying Indices, it is
more likely that an Underlying Index will be below its Coupon Barrier or Downside Threshold on a Coupon Observation Date or the Final Valuation Date, and therefore it is more likely that you will not
receive the Contingent Coupons and that at maturity you will receive an amount in cash which is worth less than your principal amount. In addition, the performance of each of the Underlying Indices
may be positively or negatively correlated, or may not be correlated at all. If the Underlying Indices are not correlated to each other or are negatively correlated, there is a greater potential for one of
those Underlying Indices to close below its Coupon Barrier or Downside Threshold or on the Final Valuation Date, respectively, and therefore the risk of missing a Contingent Coupon payment and
that you will lose a portion of your principal at maturity.
It is impossible to predict what the correlations between the Underlying Indices will be over the term of the Notes. The Underlying Indices represent different equity markets and these different equity
markets may not perform similarly over the term of the Notes. Although the correlation of the Underlying Indices' performance may change over the term of the Notes, the Contingent Coupon Rate
was determined, in part, based on the Underlying Indices' performance calculated using our internal models at the time when the terms of the Notes were determined. As stated earlier, a higher
Contingent Coupon Rate is generally associated with lower correlation of the Underlying Indices, which reflects a greater potential for missed Contingent Coupons and for a loss on your investment at
maturity. See "Correlation of the Underlying Indices" below.
Risk s Re la t ing t o Liquidit y a nd Se c onda ry M a rk e t I ssue s
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Se c onda ry t ra ding in t he N ot e s m a y be lim it e d. 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.
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T he t e rm s of t he N ot e s a t issua nc e w e re influe nc e d, a nd t he ir m a rk e t va lue prior t o m a t urit y w ill be influe nc e d, by m a ny unpre dic t a ble fa c t ors. Many economic and
market factors influenced the terms of the Notes at issuance and will influence their value prior to maturity or an automatic call. 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 levels of the Underlying Indices 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 levels of the Underlying Indices. The value of the Notes will be affected by a number of economic and
market factors that may either offset or magnify each other, including:
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the level of the Underlying Indices;
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whether the levels of the Underlying Indices are below their respective Coupon Barriers or the Downside Thresholds;
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the actual and expected volatility of the Underlying Indices;
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the expected correlation of the Underlying Indices;
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the time remaining to maturity of the Notes;
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the dividend rates on the securities composing the Underlying Indices;
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interest and yield rates in the market generally, as well as in the markets of the equity securities composing the Underlying Indices;
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a variety of economic, financial, political, regulatory or judicial events;
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the occurrence of certain events with respect to the Underlying Indices that may or may not require an adjustment to the terms of the Notes; and
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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 also 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,
for example, the level of one or more of the Underlying Indices is at, or not sufficiently above, its Downside Threshold.
Risk s Re la t ing t o t he U nde rlying I ndic e s
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Cha nge s t ha t a ffe c t a n U nde rlying I nde x w ill a ffe c t t he m a rk e t va lue of t he N ot e s a nd t he pa ym e nt s on t he N ot e s. The policies of the applicable index sponsor concerning the
calculation of each Underlying Index, additions, deletions or substitutions of the components of that Underlying Index and the manner in which changes affecting those components, such as stock
dividends, reorganizations or mergers, may be reflected in the Underlying Index and, therefore, could affect the amounts payable on the Notes, and the market value of the Notes prior to maturity. The
amounts payable on the Notes and their market value could also be affected if the index sponsor changes these policies, for example, by changing the manner in which it calculates the applicable
Underlying Index, or if the index sponsor discontinues or suspends calculation or publication of that Underlying Index, in which case it may become difficult to determine the market value of the Notes.
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We ha ve no a ffilia t ion w it h a ny of t he inde x sponsors a nd w ill not be re sponsible for a ny a c t ions t a k e n by a n inde x sponsor. No index sponsor is an affiliate of ours or will
be involved in the offering of the Notes in any way. Consequently, we have no control of the actions of any index sponsor, including any actions of the type that might impact the value of the Notes.
No index sponsor has any obligation of any sort with respect to the Notes. Thus, no index sponsor has any obligation to take your interests into consideration for any reason, including in taking any
actions that might affect the value of the Notes. None of our proceeds from the issuance of the Notes will be delivered to any index sponsor.
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T he hist oric a l pe rform a nc e of t he U nde rlying I ndic e s should not be t a k e n a s a n indic a t ion of t he ir fut ure pe rform a nc e . The levels of the Underlying Indices will determine the
amount to be paid on the Notes. The historical performance of each Underlying Index does not give an indication of its future performance. As a result, it is impossible to predict whether the level of
the Underlying Indices will rise or fall during the term of the Notes. The level of each Underlying Index will be influenced by complex and interrelated political, economic, financial and other factors.
The level of each Underlying Index may decrease such that you may not receive any return on your investment or any Contingent Coupon payments. There can be no assurance that the level of each
Underlying Index will not decrease so that at maturity you will not lose some or all of your investment.
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An inve st m e nt in N ot e s link e d t o t he RT Y is subje c t t o risk s a ssoc ia t e d in inve st ing in st oc k s w it h a sm a ll m a rk e t c a pit a liza t ion. The RTY consists of stocks issued by
companies with relatively small market capitalizations. These companies often have greater stock price volatility, lower trading volume and less liquidity than large-capitalization companies. As a result,
the level of this Underlying Index may be more volatile than that of a market measure that does not track solely small-capitalization stocks. Stock prices of small-capitalization companies are also
often more vulnerable than those of large-capitalization companies to adverse business and economic developments, and the stocks of small-capitalization companies may be thinly traded, and be
less attractive to many investors if they do not pay dividends. In addition, small capitalization companies are often less well-established and less stable financially than large-capitalization companies
and may depend on a small number of key personnel, making them more vulnerable to loss of those individuals. Small capitalization companies tend to have lower revenues, less diverse product
lines, smaller shares of their target markets, fewer financial resources and fewer competitive strengths than large-capitalization companies. These companies may also be more susceptible to adverse
developments related to their products or services.
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T he N ot e s a re subje c t t o non -U .S. se c urit ie s m a rk e t risk . The Notes are subject to risks associated with non-U.S. companies and non-U.S. securities markets because some of the
underlying constituents of the NDX are non-U.S. companies that may be traded on various non-U.S. exchanges. Non-U.S. securities may be more volatile than U.S. securities, and market
developments may affect these companies differently from U.S. companies. Direct or indirect government intervention to stabilize these non-U.S. markets, as well as cross shareholdings in non-U.S.
companies, may affect trading prices and volumes in those markets. Securities prices of non-U.S. companies are subject to political, economic, financial and social factors that may be unique to the
particular country. These factors, which could negatively affect the non-U.S. securities, include the possibility of recent or future changes in the non-U.S.
1 1
government's economic and fiscal policies, the possible imposition of, or changes in, currency exchange laws or other non-U.S. laws or restrictions applicable to non-U.S. companies or investments in
non-U.S. equity securities and the possibility of fluctuations in the rate of exchange between currencies. Moreover, certain aspects of a particular non-U.S. economy may differ favorably or unfavorably
from the U.S. economy in important respects, such as growth of gross national product, rate of inflation, capital reinvestment, resources and self-sufficiency.
Risk s Re la t ing t o H e dging Ac t ivit ie s a nd Conflic t s of I nt e re st
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We , U BS or our re spe c t ive a ffilia t e s m a y ha ve a dve rse e c onom ic int e re st s t o t he holde rs of t he N ot e s. RBCCM, UBS and our respective affiliates trade the securities represented
by the Underlying Indices, and other financial instruments related to the Underlying Indices, on a regular basis, for their accounts and for other accounts under our or their management. UBS, RBCCM
and these affiliates may also issue or underwrite or assist unaffiliated entities in the issuance or underwriting of other securities or financial instruments that relate to the Underlying Indices. To the
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extent that we, UBS or any of our respective affiliates serves as issuer, agent or underwriter for such securities or financial instruments, our or their interests with respect to such products may be
adverse to those of the holders of the Notes. Any of these trading activities could potentially affect the performance of the Underlying Indices and, accordingly, could affect the value of the Notes, and
the amounts, if any, payable on the Notes.
We, UBS or our respective affiliates may currently or from time to time engage in business with the issuers of the securities represented by the Underlying Indices, including extending loans to, or
making equity investments in, or providing advisory services to them, including merger and acquisition advisory services. In the course of this business, we, UBS or our respective affiliates may
acquire non-public information about these companies, and we will not disclose any such information to you. None of us, UBS or our respective affiliates makes any representation or warranty to any
purchaser of the Notes with respect to any matters whatsoever relating to our business with the issuer of any security included in the Underlying Indices or future price movements of any such
security.
Additionally, we, UBS or our respective affiliates may serve as issuer, agent or underwriter for additional issuances of securities with returns linked or related to changes in the level of one or more of
the Underlying Indices. By introducing competing products into the marketplace in this manner, we could adversely affect the value of the Notes.
We may hedge our obligations under the Notes through certain affiliates, who would expect to make a profit on such hedge. We or our affiliates may adjust these hedges by, among other things,
purchasing or selling those assets at any time, including around the time of each Coupon Observation Date, which could have an impact on the return of the Notes. Because hedging our obligations
entails risk and may be influenced by market forces beyond our or our affiliates' control, such hedging may result in a profit that is more or less than expected, or it may result in a loss.
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T he c a lc ula t ion a ge nt w ill ha ve signific a nt disc re t ion w it h re spe c t t o t he N ot e s, w hic h m a y be e x e rc ise d in a m a nne r t ha t is a dve rse t o your int e re st s. Our wholly-
owned subsidiary, RBCCM, will act as the calculation agent. The calculation agent will determine, among other things, the closing levels of the Underlying Indices on each Coupon Observation Date,
if any; whether the Notes are subject to an automatic call; the Final Level for each Underlying Index; the Underlying Index Return for each Underlying Index; and the amounts, if any, that we will pay
to you on the Notes. The calculation agent will also be responsible for determining whether a market disruption event has occurred. The calculation agent may exercise its discretion in a manner
which reduces your return on the Notes. Since these determinations by the calculation agent may affect the payments on the Notes, the calculation agent may have a conflict of interest if it needs to
make a determination of this kind.
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M a rk e t disrupt ions m a y a dve rse ly a ffe c t your re t urn. The calculation agent may, in its sole discretion, determine that the markets have been affected in a manner that prevents it from
properly determining the closing level of one or more of the Underlying Indices on any Coupon Observation Date or calculating the Underlying Index Return for each Underlying Index and the amount,
if any, that we are required to pay you. These events may include disruptions or suspensions of trading in the markets as a whole. If the calculation agent, in its sole discretion, determines that any of
these events prevents us or any of our affiliates from properly hedging our obligations under the Notes, it is possible that one or more of the Coupon Observation Dates and the maturity date will be
postponed, and your return will be adversely affected. See "General Terms of the Notes--Market Disruption Events."
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N on -U .S. inve st ors m a y be subje c t t o c e rt a in a ddit iona l risk s. This document contains a general description of certain U.S. tax considerations relating to the Notes. In the event you are a
non-U.S. investor, you should consult your tax advisors as to the consequences, under the tax laws of the country where you are a resident for tax purposes, of acquiring, holding and disposing of the
Notes and receiving the payments that might be due under the Notes.
For a discussion of the Canadian federal income tax consequences of investing in the Notes, please see the section entitled "Tax Consequences--Canadian Taxation" in the accompanying
prospectus. If you are not a Non-resident Holder (as defined in the section titled "Tax Consequences--Canadian Taxation" in the accompanying prospectus) or if you acquire the Notes in the
secondary market, you should consult your tax advisors as to the consequences of acquiring, holding and disposing of the Notes and receiving the payments that may be due under the Notes.
1 2
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Signific a nt a spe c t s of t he inc om e t a x t re a t m e nt of a n inve st m e nt in t he N ot e s m a y be unc e rt a in. The tax treatment of an investment in the Notes is uncertain. We do not plan to
request a ruling from the Internal Revenue Service (the "IRS") or the Canada Revenue Agency regarding the tax treatment of an investment in the Notes, and the IRS, the Canada Revenue Agency
or a court may not agree with the tax treatment described in this document.
The IRS has issued a notice indicating that it and the Treasury Department are actively considering whether, among other issues, a holder should be required to accrue ordinary income on a current
basis irrespective of any Contingent Coupons. The outcome of this process is uncertain and could apply on a retroactive basis.
Please read carefully the section entitled "U.S. Federal Income Tax Consequences" in this document, the section entitled "Tax Consequences" in the accompanying prospectus and the section entitled
"Certain Income Tax Consequences" in the accompanying prospectus supplement. You should consult your tax advisor about your own tax situation.
1 3
U se of Proc e e ds a nd H e dging
The net proceeds we receive from the sale of the Notes will be used for general corporate purposes and, in part, by us or by one or more of our affiliates in connection with hedging our obligations under
the Notes. The original issue price of the Notes includes the underwriting discount and our estimated cost of hedging our obligations under the Notes.
In anticipation of the sale of the Notes, we expect to enter into hedging transactions with one or more of our affiliates, involving the Underlying Indices or the securities composing the Underlying Indices,
and/or related listed and/or over-the-counter derivative instruments prior to or on the Trade Date. From time to time, including around the time of each Coupon Observation Date and the maturity date, we
and our respective affiliates may enter into additional hedging transactions or unwind those that we or they have entered into. In this regard, we and our respective affiliates may:
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acquire or dispose of investments relating to the Underlying Indices;
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acquire or dispose of long or short positions in listed or over-the-counter derivative instruments related to the Underlying Indices; or
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any combination of the above two.
We and our affiliates may acquire a long or short position in securities similar to the Notes from time to time and may, in our or their sole discretion, hold or resell those similar securities.
We and our affiliates may close out our or their hedges at any time during the term of the Notes, including on or before any Coupon Observation Date. That step may, for example, involve sales or
purchases of over-the-counter derivative instruments linked to the Underlying Indices.
1 4
H ypot he t ic a l Ex a m ple s
H ypot he t ic a l t e rm s only. Ac t ua l t e rm s m a y va ry. Se e t he c ove r pa ge for a c t ua l offe ring t e rm 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 level of any Underlying Index relative to its Initial
Level. We cannot predict the Final Level of any Underlying Index. You should not take these examples as an indication or assurance of the expected performance of any Underlying Index. 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
(the actual terms for the Notes are set forth on the cover page of this pricing supplement):
Principal Amount:
$10.00
Term:
Approximately 2 years
Contingent Coupon Rate:
6.25% per annum (or 1.5625% per quarter)
Contingent Coupon*:
$0.15625 per quarter
Coupon Observation Dates:
Quarterly
Call Observation Dates:
Quarterly (callable after six months)
Hypothetical Initial Levels**:

Underlying Index A:
1,000.00
Underlying Index B:
1,000.00
Underlying Index C:
1,000.00
Hypothetical Coupon Barriers**:

Underlying Index A:
700.00 (which is 70% of its Initial Level)
Underlying Index B:
700.00 (which is 70% of its Initial Level)
Underlying Index C:
700.00 (which is 70% of its Initial Level)
Hypothetical Downside Thresholds**:

Underlying Index A:
700.00 (which is 70% of its Initial Level)
Underlying Index B:
700.00 (which is 70% of its Initial Level)
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Underlying Index C:
700.00 (which is 70% of its Initial Level)
* Contingent Coupon payments, if payable, will be paid quarterly unless the Notes are earlier called.
** Not the actual Initial Levels, Coupon Barriers or Downside Thresholds applicable to the Notes. The actual Initial Level, Coupon Barrier and Downside Threshold of each Underlying Index are set forth on the cover page of this pricing
supplement.
Sc e na rio # 1 : N ot e s Are Ca lle d on t he Se c ond Coupon Obse rva t ion Da t e .
Da t e

Closing Le ve l

Pa ym e nt (pe r N ot e )
First Coupon Observation Date

Underlying Index A: 1,100.00 (at or above Initial Level)

$0.15625 (Contingent Coupon ­ not callable)

Underlying Index B: 1,100.00 (at or above Initial Level)


Underlying Index C: 1,100.00 (at or above Initial Level)

Second Coupon Observation Date

Underlying Index A: 1,100.00 (at or above Initial Level)

$10.15625


Underlying Index B: 1,100.00 (at or above Initial Level)




Underlying Index C: 1,100.00 (at or above Initial Level)




Total Payment:
$10.3125 (3.125% return)
Since the Notes are called on the second Coupon Observation Date, we will pay you on the Call Settlement Date a total of $10.15625 per Note, reflecting your principal amount plus the applicable Contingent Coupon. When added to the
Contingent Coupon payment of $0.15625 received in respect of the prior Coupon Observation Date, we will have paid you a total of $10.3125 per Note, for a 3.125% total return on the Notes. No further amount will be owed to you under the
Notes.
1 5
Sc e na rio # 2 : N ot e s Are N OT Ca lle d a nd t he Fina l Le ve ls of All of t he U nde rlying I ndic e s Are a t or Above T he ir Re spe c t ive Dow nside T hre sholds.
Da t e

Closing Le ve l

Pa ym e nt (pe r N ot e )
First Coupon Observation Date

Underlying Index A: 850.00 (at or above Coupon Barrier; below Initial Level)

$0.15625 (Contingent Coupon ­ not callable)

Underlying Index B: 850.00 (at or above Coupon Barrier; below Initial Level)




Underlying Index C: 850.00 (at or above Coupon Barrier; below Initial Level)


Second Coupon Observation Date

Underlying Index A: 600.00 (below Coupon Barrier)

$0.00 (Notes are not called)


Underlying Index B: 900.00 (at or above Coupon Barrier; below Initial Level)




Underlying Index C: 900.00 (at or above Coupon Barrier; below Initial Level)


Third Coupon Observation Date

Underlying Index A: 900.00 (at or above Coupon Barrier; below Initial Level)

$0.00 (Notes are not called)


Underlying Index B: 500.00 (below Coupon Barrier)




Underlying Index C: 900.00 (at or above Coupon Barrier; below Initial Level)


Fourth Coupon Observation Date

Underlying Index A: 900.00 (at or above Coupon Barrier; below Initial Level)

$0.15625 (Contingent Coupon ­ Notes are not called)


Underlying Index B: 1,100.00 (above Initial Level)



Underlying Index C: 900.00 (at or above Coupon Barrier; below Initial Level)


Fifth through Seventh Coupon Observation

Underlying Index A: Various (above Coupon Barrier)

$0.00 (Notes are not called)
Dates
Underlying Index B: Various (below Coupon Barrier)




Underlying Index C: Various (above Initial Level)


Final Valuation Date

Underlying Index A: 800.00 (above Downside Threshold; below Initial Level)

$10.15625 (Payment at Maturity)




Underlying Index B: 1,100.00 (above Downside Threshold and Initial Level)




Underlying Index C: 1,200 (above Downside Threshold and Initial Level)









Total Payment:
$10.46875 (4.6875% return)
At maturity, we will pay you a total of $10.15625 per Note, reflecting your principal amount plus the applicable Contingent Coupon. When added to the Contingent Coupon payments of $0.3125 received in respect of prior
Coupon Observation Dates on which Contingent Coupons were paid, we will have paid you a total of $10.46875 per Note, for a 4.6875% total return on the Notes.
1 6
Sc e na rio # 3 : N ot e s Are N OT Ca lle d a nd t he Fina l Le ve l of One U nde rlying I nde x I s Be low I t s Dow nside T hre shold
Da t e

Closing Le ve l

Pa ym e nt (pe r N ot e )
First Coupon Observation Date

Underlying Index A: 900.00 (at or above Coupon Barrier; below Initial Level)

$0.15625 (Contingent Coupon ­ not callable)


Underlying Index B: 1,200.00 (above Initial Level)




Underlying Index C: 950.00 (at or above Coupon Barrier; below Initial Level)


Second Coupon Observation Date

Underlying Index A: 900.00 (at or above Coupon Barrier; below Initial Level)

$0.15625 (Contingent Coupon ­ Notes are not called)


Underlying Index B: 850.00 (at or above Coupon Barrier; below Initial Level)




Underlying Index C: 950.00 (at or above Coupon Barrier; below Initial Level)


Third Coupon Observation Date

Underlying Index A: 1,200.00 (above Initial Level)

$0.15625 (Contingent Coupon ­ Notes are not called)


Underlying Index B: 850.00 (at or above Coupon Barrier; below Initial Level)




Underlying Index C: 800.00 (at or above Coupon Barrier; below Initial Level)


Fourth Coupon Observation Date

Underlying Index A: 900.00 (at or above Coupon Barrier; below Initial Level)

$0.00 (Notes are not called)



Underlying Index B: 500.00 (below Coupon Barrier)




Underlying Index C: 950.00 (at or above Coupon Barrier; below Initial Level)


Fifth through Seventh Coupon Observation

Underlying Index A: Various (below Coupon Barrier)

$0.00 (Notes are not called)
Dates


Underlying Index B: Various (above Initial Level)




Underlying Index C: Various (above Initial Level)


Final Valuation Date

Underlying Index A: 400.00 (below Downside Threshold)

$10.00 + [$10.00 × Underlying Index Return] =


Underlying Index B: 1,300.00 (above Initial Level)

$10.00 + [$10.00 × -60%] =


Underlying Index C: 1,200.00 (above Initial Level)

$10.00 - $6.00 =
$4.00 (Payment at Maturity)







Total Payment:
$4.46875 (-55.3125% return)
Since the Notes are not called and the Final Level of the Least Performing Underlying Index is below its Downside Threshold, we will pay you at maturity $4.00 per Note. When added to the Contingent Coupon payments of
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$0.46875 received in respect of prior Coupon Observation Dates, we will have paid you $4.46875 per Note, for a loss on the Notes of 55.3125%.
T he N ot e s diffe r from ordina ry de bt se c urit ie s in t ha t , a m ong ot he r fe a t ure s, w e a re not ne c e ssa rily obliga t e d t o re pa y t he full a m ount of your init ia l inve st m e nt . I f t he N ot e s a re
not c a lle d on a Ca ll Obse rva t ion Da t e , you m a y lose som e or a ll of your init ia l inve st m e nt . Spe c ific a lly, if t he N ot e s a re not c a lle d a nd t he Fina l Le ve l of one or m ore of t he
U nde rlying I ndic e s is le ss t ha n it s Dow nside T hre shold, you w ill lose 1 % (or a fra c t ion t he re of) of your princ ipa l a m ount for e a c h 1 % (or a fra c t ion t he re of) t ha t t he U nde rlying
I nde x Re t urn of t he Le a st Pe rform ing U nde rlying I nde x is le ss t ha n ze ro.
Any pa ym e nt on t he N ot e s, inc luding pa ym e nt s in re spe c t of a n a ut om a t ic c a ll, Cont inge nt Coupon or a ny re pa ym e nt of princ ipa l provide d a t m a t urit y, is de pe nde nt on our a bilit y
t o sa t isfy our obliga t ions w he n t he y c om e due . I f w e a re una ble t o m e e t our obliga t ions, you m a y not re c e ive a ny a m ount s due t o you unde r t he N ot e s.
1 7
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
The following is a general description of the material U.S. tax considerations relating to the Notes. It does not purport to be a complete analysis of all tax considerations relating to the Notes. Prospective purchasers of the Notes should consult
their tax advisors as to the consequences under the tax laws of the country of which they are a resident for tax purposes and the tax laws of Canada and the U.S. of acquiring, holding and disposing of the Notes and receiving payments under
the Notes. This summary is based upon the law as in effect on the date of this document and is subject to any change in law that may take effect after such date.
The following section supplements the discussion of U.S. federal income taxation in the accompanying prospectus and prospectus supplement. It applies only to those holders who are not excluded from the discussion of U.S. federal income
taxation in the accompanying prospectus. It does not apply to holders subject to special rules including accrual method taxpayers subject to special tax accounting rules under Section 451(b) of the Code. This discussion applies only to U.S.
holders and non-U.S. holders that will purchase the Notes upon original issuance and will hold the Notes as capital assets for U.S. federal income tax purposes. In addition, the discussion below assumes that an investor in the Notes will be
subject to a significant risk that it will lose a significant amount of its investment in 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.
NO STATUTORY, JUDICIAL OR ADMINISTRATIVE AUTHORITY DIRECTLY DISCUSSES HOW THE NOTES SHOULD BE TREATED FOR U.S. FEDERAL INCOME TAX PURPOSES. AS A RESULT, THE U.S. FEDERAL INCOME TAX
CONSEQUENCES OF AN INVESTMENT IN THE NOTES ARE UNCERTAIN. BECAUSE OF THE UNCERTAINTY, YOU SHOULD CONSULT YOUR TAX ADVISOR IN DETERMINING THE U.S. FEDERAL INCOME TAX AND OTHER TAX
CONSEQUENCES OF YOUR INVESTMENT IN THE NOTES, INCLUDING THE APPLICATION OF STATE, LOCAL OR OTHER TAX LAWS AND THE POSSIBLE EFFECTS OF CHANGES IN FEDERAL OR OTHER TAX LAWS.
We will not attempt to ascertain whether the issuer of any of the component stocks included in any Underlying Index would be treated as a "passive foreign investment company" within the meaning of Section 1297 of the Internal Revenue
Code or a "U.S. real property holding corporation" within the meaning of Section 897 of the Internal Revenue Code. If the issuer of one or more of such stocks were so treated, certain adverse U.S. federal income tax consequences could
possibly apply. You should refer to any available information filed with the SEC and other authorities by the issuers of the component stock included in any Underlying Index and consult your tax advisor regarding the possible consequences to
you in this regard, if any.
In the opinion of our counsel, Morrison & Foerster LLP, it would generally be reasonable to treat a Note with terms described in this document as a callable pre-paid contingent income-bearing cash-settled derivative contract linked to the
Underlying Indices for U.S. federal income tax purposes, and the terms of the Notes require a holder and us (in the absence of a change in law or an administrative or judicial ruling to the contrary) to treat the Notes for all tax purposes in
accordance with such characterization. If the Notes are so treated, a U.S. holder should generally recognize capital gain or loss upon the sale or maturity of the Notes in an amount equal to the difference between the amount a holder receives
at such time and the holder's tax basis in the Notes. Capital gain recognized by an individual U.S. holder is generally taxed at preferential rates where the property is held for more than one year and is generally taxed at ordinary income rates
where the property is held for one year or less. The deductibility of capital losses is subject to limitations. In addition, we intend to treat the Contingent Coupons as U.S. source income for U.S. federal income tax purposes. The following
discussion assumes that the treatment described in this paragraph is proper and will be respected.
Although the U.S. federal income tax treatment of the Contingent Coupons is uncertain, we intend to take the position, and the following discussion assumes, that such Contingent Coupons (including any coupon paid on or with respect to the
call or maturity date) constitute taxable ordinary income to a U.S. holder at the time received or accrued in accordance with the holder's regular method of accounting. If the Notes are treated as described above, a U.S. holder should generally
recognize capital gain or loss upon the call, sale or maturity of the Notes in an amount equal to the difference between the amount a holder receives at such time (other than amounts properly attributable to any Contingent Coupon, which
would be taxed, as described above, as ordinary income) and the holder's tax basis in the Notes. In general, a U.S. holder's tax basis in the Notes will be equal to the price the holder paid for the Notes. Capital gain recognized by an individual
U.S. holder is generally taxed at preferential rates where the property is held for more than one year and is generally taxed at ordinary income rates where the property is held for one year or less. The ordinary income treatment of the
Contingent Coupons, in conjunction with the capital loss treatment of any loss recognized upon the sale, exchange or maturity of the Notes, could result in adverse tax consequences to a holder because the deductibility of capital losses is
subject to limitations.
Alternative Treatments. Alternative tax treatments of the Notes are also possible and the IRS might assert that a treatment other than that described above is more appropriate. For example, it would also be possible to treat the Notes, and the
IRS might assert that the Notes should be treated, as a single debt instrument.
Because the Notes have a term that exceeds one year, such a debt instrument would be subject to the special tax rules governing contingent payment debt instruments. If the Notes are so treated, a holder would generally be required to
accrue interest income over the term of the Notes based upon the yield at which we would issue a non-contingent fixed-rate debt instrument with other terms and conditions similar to the Notes. In addition, any gain a holder might recognize
upon the call, sale or maturity of the Notes would be ordinary income and any loss recognized by a holder at such time would generally be ordinary loss to the extent of interest that same holder included in income in the current or previous
taxable years in respect of the Notes, and thereafter, would be capital loss.
Because of the absence of authority regarding the appropriate tax characterization of the Notes, it is also possible that the IRS could seek to characterize the Notes in a manner that results in other tax consequences that are different from
those described above. For example, the IRS could possibly assert that any gain or loss that a holder may recognize upon the call, sale or maturity of the Notes should be treated as ordinary gain or loss.
The IRS has released a notice that may affect the taxation of holders of the Notes. According to the notice, the IRS and the U.S. Treasury Department are actively considering whether the holder of an instrument similar to the Notes should be
required to accrue ordinary income on a current basis. It is not possible to determine what guidance they will ultimately issue, if any. It is possible, however, that under such guidance, holders of the Notes will ultimately be required to accrue
income currently and this could be applied on a retroactive basis.
The IRS and the U.S. Treasury Department are also considering other relevant issues, including whether additional gain or loss from such instruments should be treated as ordinary or capital and whether the special "constructive ownership
rules" of Section 1260 of the Internal Revenue Code, which very generally can operate to recharacterize certain long-term capital gains as ordinary income and impose an interest charge, might be applied to such instruments. Holders are
urged to consult their tax advisors concerning the significance, and the potential
1 8
impact, of the above considerations. We intend to treat the Notes for U.S. federal income tax purposes in accordance with the treatment described in this document unless and until such time as the U.S. Treasury Department and IRS
determine that some other treatment is more appropriate.
Backup Withholding and Information Reporting. Payments made with respect to the Notes and proceeds from the sale of the Notes may be subject to a backup withholding tax unless, in general, the holder complies with certain procedures or
is an exempt recipient. Any amounts so withheld generally will be refunded by the IRS or allowed as a credit against the holder's U.S. federal income tax liability, provided the holder makes a timely filing of an appropriate tax return or refund
claim to the IRS.
Reports will be made to the IRS and to holders that are not exempted from the reporting requirements.
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.
Non-U.S. Holders. The following discussion applies to non-U.S. holders of the Notes. A non-U.S. holder is a beneficial owner of the Notes that, for U.S. federal income tax purposes, is a non-resident alien individual, a foreign corporation, or a
foreign estate or trust.
While the U.S. federal income tax treatment of the Notes (including proper characterization of the Contingent Coupons for U.S. federal income tax purposes) is uncertain, U.S. federal income tax at a 30% rate (or at a lower rate under an
applicable income tax treaty) will be withheld in respect of the Contingent Coupons paid to a non-U.S. holder unless such payments are effectively connected with the conduct by the non-U.S. holder of a trade or business in the U.S. (in which
case, to avoid withholding, the non-U.S. holder will be required to provide a Form W-8ECI). We will not pay any additional amounts in respect of such withholding. To claim benefits under an income tax treaty, a non-U.S. holder must obtain a
taxpayer identification number and certify as to its eligibility under the appropriate treaty's limitations on benefits article, if applicable (which certification may generally be made on a Form W-8BEN or Form W-8BEN-E, or a substitute or
successor form). In addition, special rules may apply to claims for treaty benefits made by corporate non-U.S. holders. A non-U.S. holder that is eligible for a reduced rate of U.S. federal withholding tax pursuant to an income tax treaty may
obtain a refund of any excess amounts withheld by filing an appropriate claim for refund with the IRS. The availability of a lower rate of withholding or an exemption from withholding under an applicable income tax treaty will depend on the
proper characterization of the Contingent Coupons under U.S. federal income tax laws and whether such treaty rate or exemption applies to such Contingent Coupon payments. No assurance can be provided on the proper characterization of
the Contingent Coupons for U.S. federal income tax purposes and, accordingly, no assurance can be provided on the availability of benefits under any income tax treaty. Non-U.S. holders must consult their tax advisors in this regard.
Except as discussed below, a non-U.S. holder will generally not be subject to U.S. federal income or withholding tax on any gain (not including for the avoidance of doubt any amounts properly attributable to any Contingent Coupon which
would be subject to the rules discussed in the previous paragraph) upon the call, sale or maturity of the Notes, provided that (i) the holder complies with any applicable certification requirements (which certification may generally be made on a
Form W-8BEN or Form W-8BEN-E, or a substitute or successor form), (ii) the payment is not effectively connected with the conduct by the holder of a U.S. trade or business, and (iii) if the holder is a non-resident alien individual, such holder
is not present in the U.S. for 183 days or more during the taxable year of the call, sale or maturity of the Notes. In the case of (ii) above, the holder generally would be subject to U.S. federal income tax with respect to any income or gain in the
same manner as if the holder were a U.S. holder and, in the case of a holder that is a corporation, the holder may also be subject to a branch profits tax equal to 30% (or such lower rate provided by an applicable U.S. income tax treaty) of a
portion of its earnings and profits for the taxable year that are effectively connected with its conduct of a trade or business in the U.S., subject to certain adjustments. Payments made to a non-U.S. holder may be subject to information reporting
and to backup withholding unless the holder complies with applicable certification and identification requirements as to its foreign status. As discussed above, alternative characterizations of the Notes for U.S. federal income tax purposes are
possible. Should an alternative characterization, by reason of change or clarification of the law, by regulation or otherwise, cause payments as to the Notes to become subject to withholding tax in addition to the withholding tax described
above, we will withhold tax at the applicable statutory rate. The IRS has also indicated that it is considering whether income in respect of instruments such as the Notes should be subject to withholding tax. Prospective investors should consult
their own tax advisors in this regard.
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 Underlying Indices or the Notes (for example, upon an
Underlying Index rebalancing), 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
Underlying Indices 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.
Foreign Account Tax Compliance Act. The Foreign Account Tax Compliance Act ("FATCA") imposes a 30% U.S. withholding tax on certain U.S. source payments of interest (and original issue discount), dividends, or other fixed or
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determinable annual or periodical gain, profits, and income, and on the gross proceeds from a disposition of property of a type which can produce U.S. source interest or dividends ("Withholdable Payments"), if paid to a foreign financial
institution (including amounts paid to a foreign financial institution on behalf of a holder), unless such institution enters into an agreement with the U.S. Treasury Department to collect and provide to the U.S. Treasury Department certain
information regarding U.S. financial account holders, including certain account holders that are foreign entities with U.S. owners, with such institution, or otherwise complies with the legislation. In addition, the Notes may constitute a "financial
account" for these purposes and, thus, be subject to information reporting requirements pursuant to FATCA. FATCA also generally imposes a withholding
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tax of 30% on Withholdable Payments made to a non-financial foreign entity unless such entity provides the withholding agent with a certification that it does not have any substantial U.S. owners or a certification identifying the direct and
indirect substantial U.S. owners of the entity. Under certain circumstances, a holder may be eligible for refunds or credits of such taxes.
Recently proposed regulations eliminate the requirement of withholding on payments of gross proceeds from the sale or disposition of financial instruments. The U.S. Treasury Department has indicated that taxpayers may rely on these
proposed regulations pending their finalization. If we determine withholding is appropriate with respect to the Notes, we will withhold tax at the applicable statutory rate, and we will not pay any additional amounts in respect of such withholding.
Therefore, if such withholding applies, any payments on the Notes will be significantly less than what you would have otherwise received. Foreign financial institutions and non-financial foreign entities located in jurisdictions that have an
intergovernmental agreement with the United States governing FATCA may be subject to different rules. Prospective investors are urged to consult with their own tax advisors regarding the possible implications of FATCA on their 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 "Tax Consequences--Canadian Taxation" in the accompanying prospectus, which you should
carefully review prior to investing in the Notes.
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I nform a t ion About t he U nde rlying I ndic e s
We have derived all information contained in this document regarding each of the Underlying Indices, including, without limitation, its make up, method of calculation, and changes in its components, from publicly available sources. The
information reflects the policies of, and is subject to change by, the applicable index sponsor. Each index sponsor, which owns the copyright and all other rights to the applicable Underlying Index, has no obligation to continue to publish, and
may discontinue publication of, that Underlying Index. The consequences of an index sponsor discontinuing publication of the applicable Underlying Index are discussed below under the heading "General Terms of the Notes--Discontinuation
of an Underlying Index; Alteration of Method of Calculation." None of us, UBS or RBCCM accepts any responsibility for the calculation, maintenance or publication of any Underlying Index or any successor index.
T he S& P 5 0 0 ® I nde x
The SPX is intended to provide an indication of the pattern of common stock price movement in the large capitalization segment of the U.S. equity market. The calculation of the level of the SPX 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.
The index sponsor calculates the SPX by reference to the prices of the constituent stocks of the SPX without taking account of the value of dividends paid on those stocks. As a result, the return on the Notes will not reflect the return you
would realize if you actually owned the SPX constituent stocks and received the dividends paid on those stocks.
Com put a t ion of t he SPX
While the index sponsor currently employs the following methodology to calculate the SPX, no assurance can be given that the index sponsor will not modify or change this methodology in a manner that may affect the Payment at Maturity.
Historically, the market value of any component stock of the SPX 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, the index sponsor began
shifting the SPX halfway from a market capitalization weighted formula to a float-adjusted formula, before moving the SPX to full float adjustment on September 16, 2005. The index sponsor's criteria for selecting stocks for the SPX did not
change with the shift to float adjustment. However, the adjustment affects each company's weight in the SPX.
Under float adjustment, the share counts used in calculating the SPX reflect only those shares that are available to investors, not all 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, all 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 SPX. Generally, these "control holders" will
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 all 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, will ordinarily be considered part of the float.
Treasury stock, stock options, restricted shares, equity participation units, warrants, preferred stock, convertible stock, and rights are not part of the float. Shares held in a trust to allow investors in countries outside the country of domicile, such
as depositary shares and Canadian exchangeable shares are normally 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, the index sponsor 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, the index
sponsor 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 SPX. Constituents of the SPX prior to July 31, 2017 with multiple share class lines will be grandfathered in and continue to be included in the SPX. If a constituent company of the SPX reorganizes into a multiple share class line
structure, that company will remain in the SPX at the discretion of the S&P Index Committee in order to minimize turnover
The SPX is calculated using a base-weighted aggregate methodology. The level of the SPX reflects the total market value of all 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 work with 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 SPX 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 SPX, it serves as a link to the original base period level of the SPX. The index divisor keeps the SPX comparable over time and is the manipulation point for all adjustments to
the SPX, which is index maintenance.
I nde x M a int e na nc e
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 SPX, and do not require index divisor adjustments.
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To prevent the level of the SPX from changing due to corporate actions, corporate actions which affect the total market value of the SPX require an index divisor adjustment. By adjusting the index divisor for the change in market value, the
level of the SPX remains constant and does not reflect the corporate actions of individual companies in the SPX. Index divisor adjustments are made after the close of trading and after the calculation of the index closing level.
Changes in a company's shares outstanding and IWF due to its acquisition of another public company are made as soon as reasonably possible. At S&P's discretion, de minimis merger and acquisition share changes are accumulated and
implemented with the quarterly share rebalancing.
All other changes of less than 5% are accumulated and made quarterly on the third Friday of March, June, September, and December.
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 generally announced on Fridays for implementation after the close of trading the following 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.
Lic e nse Agre e m e nt
S&P® is a registered trademark of Standard & Poor's Financial Services LLC ("S&P") 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
Dow Jones Indices LLC. "Standard & Poor's®," "S&P 500®" and "S&P®" are trademarks of S&P. These trademarks have been sublicensed for certain purposes by us. The SPX is a product of S&P Dow Jones Indices LLC 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, Dow Jones, S&P or any of their respective affiliates (collectively, "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 generally or in the Notes particularly or the ability of the SPX to track general market performance. S&P
Dow Jones Indices' only relationship to us with respect to the SPX is the licensing of the SPX and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its third party licensors. The SPX 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 SPX. 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 SPX will 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, sell, 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 SPX. It is possible that this trading activity will affect the value of the Notes.
S&P DOW JONES INDICES DO NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE SPX 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
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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 SPX 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.
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T he gra ph be low illust ra t e s t he pe rform a nc e of t his U nde rlying I nde x from Fe brua ry 7 , 2 0 1 0 t o Fe brua ry 7 , 2 0 2 0 , re fle c t ing it s I nit ia l Le ve l of 3 ,3 2 7 .7 1 . T he solid line re pre se nt s it s Coupon Ba rrie r
a nd Dow nside T hre shold of 2 ,3 2 9 .4 0 , w hic h is e qua l t o 7 0 % of it s I nit ia l Le ve l (rounde d t o t w o de c im a l pla c e s).
¦ Hypothetical Coupon Barrier / Downside Threshold = 70% of its Initial Level
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 L.P.
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T he Russe ll 2 0 0 0 ® I nde x
The RTY was developed by Russell Investments ("Russell") before FTSE International Limited ("FTSE") and Russell combined in 2015 to create FTSE Russell, which is wholly owned by London Stock Exchange Group. Russell began
dissemination of the RTY (Bloomberg L.P. index symbol "RTY") on January 1, 1984. The RTY was set to 135 as of the close of business on December 31, 1986. FTSE Russell (the "index sponsor") calculates and publishes the RTY. The
RTY is designed to track the performance of the small capitalization segment of the U.S. equity market. As a subset of the Russell 3000® Index, the RTY consists of the smallest 2,000 companies included in the Russell 3000® Index. The
Russell 3000® Index measures the performance of the largest 3,000 U.S. companies, representing approximately 98% of the investable U.S. equity market. The RTY is determined, comprised, and calculated by the index sponsor without
regard to the Notes.
Se le c t ion of St oc k s Com prising t he RT Y
All companies eligible for inclusion in the RTY must be classified as a U.S. company under the index sponsor's country-assignment methodology. If a company is incorporated, has a stated headquarters location, and trades in the same
country (American Depositary Receipts and American Depositary Shares are not eligible), then the company is assigned to its country of incorporation. If any of the three factors are not the same, the index sponsor defines three Home
Country Indicators ("HCIs"): country of incorporation, country of headquarters, and country of the most liquid exchange (as defined by a two-year average daily dollar trading volume) ("ADDTV") from all exchanges within a country. Using the
HCIs, the index sponsor compares the primary location of the company's assets with the three HCIs. If the primary location of its assets matches any of the HCIs, then the company is assigned to the primary location of its assets. If there is
insufficient information to determine the country in which the company's assets are primarily located, the index sponsor will use the primary country from which the company's revenues are primarily derived for the comparison with the three
HCIs in a similar manner. The index sponsor uses the average of two years of assets or revenues data to reduce potential turnover. If conclusive country details cannot be derived from assets or revenues data, the index sponsor will assign
the company to the country of its headquarters, which is defined as the address of the company's principal executive offices, unless that country is a Benefit Driven Incorporation "BDI" country, in which case the company will be assigned to
the country of its most liquid stock exchange. BDI countries include: Anguilla, Antigua and Barbuda, Aruba, Bahamas, Barbados, Belize, Bermuda, Bonaire, British Virgin Islands, Cayman Islands, Channel Islands, Cook Islands, Curacao, Faroe
Islands, Gibraltar, Guernsey, Isle of Man, Jersey, Liberia, Marshall Islands, Panama, Saba, Sint Eustatius, Sint Maarten, and Turks and Caicos Islands. For any companies incorporated or headquartered in a U.S. territory, including countries
such as Puerto Rico, Guam, and U.S. Virgin Islands, a U.S. HCI is assigned. "N-shares" of companies controlled by individuals or entities in Mainland China are not eligible for inclusion.
All securities eligible for inclusion in the RTY must trade on a major U.S. exchange. Stocks must have a closing price at or above $1.00 on their primary exchange on the last trading day in May to be eligible for inclusion during annual
reconstitution. However, in order to reduce unnecessary turnover, if an existing member's closing price is less than $1.00 on the last day of May, it will be considered eligible if the average of the daily closing prices (from its primary exchange)
during the month of May is equal to or greater than $1.00. Initial public offerings are added each quarter and must have a closing price at or above $1.00 on the last day of their eligibility period in order to qualify for index inclusion. If an
existing stock does not trade on the "rank day" (typically the last trading day in May, but a confirmed timetable is announced each Spring) but does have a closing price at or above $1.00 on another eligible U.S. exchange, that stock will be
eligible for inclusion.
An important criterion used to determine the list of securities eligible for the RTY is total market capitalization, which is defined as the market price as of the last trading day in May for those securities being considered at annual reconstitution
times the total number of shares outstanding. Where applicable, common stock, non-restricted exchangeable shares and partnership units/membership interests are used to determine market capitalization. Any other form of shares such as
preferred stock, convertible preferred stock, redeemable shares, participating preferred stock, warrants and rights, installment receipts or trust receipts, are excluded from the calculation. If multiple share classes of common stock exist, they are
combined. In cases where the common stock share classes act independently of each other (e.g., tracking stocks), each class is considered for inclusion separately. If multiple share classes exist, the pricing vehicle will be designated as the
share class with the highest two-year trading volume as of the rank day in May.
Companies with a total market capitalization of less than $30 million are not eligible for the RTY. Similarly, companies with only 5% or less of their shares available in the marketplace are not eligible for the RTY. Royalty trusts, limited liability
companies, closed-end investment companies (companies that are required to report Acquired Fund Fees and Expenses, as defined by the SEC, including business development companies), blank check companies, special-purpose
acquisition companies, and limited partnerships are also not eligible for inclusion in the Russell U.S. Indices. Exchange traded funds and mutual funds are also excluded. Bulletin board, pink-sheets, and over-the-counter ("OTC") traded
securities are not eligible for inclusion.
Annual reconstitution is a process by which the RTY is completely rebuilt. On the rank last trading day of May, all eligible securities are ranked by their total market capitalization. The largest 4,000 become the Russell 3000E Index, and the
other of the index sponsor's indexes are determined from that set of securities. Reconstitution of the RTY occurs on the last Friday in June or, when the last Friday in June is the 29th or 30th, reconstitution occurs on the prior Friday. In
addition, the index sponsor adds initial public offerings to the RTY on a quarterly basis based on total market capitalization guidelines ranking within the market-adjusted capitalization breaks established during the most recent reconstitution.
After membership is determined, a security's shares are adjusted to include only those shares available to the public. This is often referred to as "free float." The purpose of the adjustment is to exclude from market calculations the
capitalization that is not available for purchase and is not part of the investable opportunity set.
Lic e nse Agre e m e nt
FTSE Russell and Royal Bank of Canada have entered into a non-exclusive license agreement providing for the license to Royal Bank of Canada, and certain of its affiliates, in exchange for a fee, of the right to use indices owned and
published by FTSE Russell in connection with some securities, including the Notes.
FTSE Russell does not guarantee the accuracy and/or the completeness of the RTY or any data included in the RTY and has no liability for any errors, omissions, or interruptions in the RTY. FTSE Russell makes no warranty, express or
implied, as to results to be obtained by the calculation agent, holders of the Notes, or any other person or entity from the use of the RTY or any data included in the RTY in connection with the rights licensed under the license agreement
described in this document or for any other use. FTSE Russell makes no express or implied warranties, and hereby expressly disclaims all warranties of merchantability or fitness for a particular purpose with respect to the RTY or any data
included in the RTY. Without limiting any of the above information, in no event will FTSE Russell have any liability for any special, punitive, indirect or consequential damages, including lost profits, even if notified of the possibility of these
damages.
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The Notes are not sponsored, endorsed, sold or promoted by FTSE Russell. FTSE Russell makes no representation or warranty, express or implied, to the owners of the Notes or any member of the public regarding the advisability of investing
in securities generally or in the Notes particularly or the ability of the RTY to track general stock market performance or a segment of the same. FTSE Russell's publication of the RTY in no way suggests or implies an opinion by FTSE Russell
as to the advisability of investment in any or all of the stocks upon which the RTY is based. FTSE Russell's only relationship to Royal Bank of Canada is the licensing of certain trademarks and trade names of FTSE Russell and of the RTY,
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