Obbligazione Royal Bank of Canada 0% ( US78014J6608 ) in USD

Emittente Royal Bank of Canada
Prezzo di mercato 100 USD  ▲ 
Paese  Canada
Codice isin  US78014J6608 ( in USD )
Tasso d'interesse 0%
Scadenza 03/11/2022 - Obbligazione è scaduto



Prospetto opuscolo dell'obbligazione Royal Bank of Canada US78014J6608 in USD 0%, scaduta


Importo minimo 1 000 USD
Importo totale 9 923 500 USD
Cusip 78014J660
Standard & Poor's ( S&P ) rating N/A
Moody's rating N/A
Descrizione dettagliata La Royal Bank of Canada (RBC) è una delle più grandi banche del Canada, con attività a livello globale nei settori della gestione patrimoniale, dei servizi finanziari e dell'investimento.

The Obbligazione issued by Royal Bank of Canada ( Canada ) , in USD, with the ISIN code US78014J6608, pays a coupon of 0% per year.
The coupons are paid 2 times per year and the Obbligazione maturity is 03/11/2022







424B2 1 form424b2.htm UBS (C MSFT) 78014J660
PRICING SUPPLEMENT
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-227001
Dated October 29, 2019
Royal Bank of Canada Trigger Autocallable Contingent Yield Notes
$ 9 ,9 2 3 ,5 0 0 N ot e s Link e d t o t he Com m on St oc k of Cit igroup I nc . due on N ove m be r 3 , 2 0 2 2
$ 4 ,9 5 2 ,5 0 0 N ot e s Link e d t o t he Com m on St oc k of M ic rosoft Corpora t ion due on N ove m be r 3 , 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 common stock of a specific company (each, an
"Underlying"). We will pay a quarterly Contingent Coupon payment if the closing price of the Underlying on the applicable Coupon Observation Date is equal to or greater than the Coupon Barrier. Otherwise, no coupon will be paid
for that quarter. We will automatically call the Notes early if the closing price of the Underlying on any Call Observation Date on or after April 29, 2020 is equal to or greater than the Initial Price. If the Notes are called, we will pay
you the principal amount of your Notes plus the Contingent Coupon for that 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 Price of the Underlying is
equal to or greater than the Downside Threshold (which is the same price as the Coupon Barrier), 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. If the Final Price of the Underlying is less than the 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 Underlying 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 m a y lose som e or a ll of your princ ipa l a m ount . 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 t he N ot e s, t he gre a t e r t he risk of loss on t he N ot e s. 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 price of the
Trade Date
October 29, 2019
Underlying on the applicable Coupon Observation Date is equal to or greater than the Coupon Barrier. Otherwise,
no coupon will be paid for the quarter.
Settlement Date
October 31, 2019
?
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
Coupon Observation Dates1
Quarterly (see page 6)
plus the Contingent Coupon otherwise due for that quarter if the closing price of the Underlying on any quarterly
N OT I CE T O I N V EST ORS: T H E N OT ES ARE SI GN I FI CAN T LY RI SK I ER T H AN CON V EN T I ON AL DEBT I N ST RU M EN T S. WE ARE 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
Call Observation Date on or after April 29, 2020 is greater than or equal to the Initial Price. If the Notes are not
N OT ES Call
AT Observation
M AT U RI T Y Dates1
Quarterly, callable after 6 months (see page 6)
, AN D 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 U N DERLY I N G. 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 OU R
called, investors will have the potential for downside equity market risk at maturity.
DEBT OBLI GAT I ON . 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 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.
?
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 the
Final Valuation Date1
October 31, 2022
price of the Underlying does not close below the Downside Threshold on the Final Valuation Date, we will repay
Y OU SH OU LD CAREFU LLY CON SI DER T H E RI SK S DESCRI BED U N DER "K EY RI SK S" BEGI N N I N G ON PAGE 7 OF T H I S PRI CI N G SU PPLEM EN T , U N DER "RI SK FACT ORS" BEGI N N I N G ON PAGE PS -5 OF T H E
your principal amount per Note at maturity. If the price of the Underlying closes below the Downside Threshold on PRODU CT PROSPECT U S SU PPLEM EN T N O. U BS -T ACY N -1 AN D U N DER ``RI SK FACT ORS'' BEGI N N I N G ON PAGE S -1 OF T H E PROSPECT U S SU PPLEM EN T BEFORE PU RCH ASI N G AN Y N OT ES. EV EN T S
Maturity Date1
November 3, 2022
the Final Valuation Date, we will pay less than the principal amount, if anything, resulting in a loss on your initial
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 OR ALL OF
investment that is proportionate to the decline in the price of the Underlying from the Trade Date to the Final
Y OU R I 1
N I Subject
T I AL I to
N V postponement
EST M EN T I if a
N T market
H E N O disruption
T ES.
event occurs, as described under "General Terms of the Notes --
Valuation Date. The contingent repayment of principal only applies if you hold the Notes until maturity. Any
Payment at Maturity" in the accompanying product prospectus supplement no.UBS-TACYN-1.
N ot e s Offe rings
payment on the Notes, including any repayment of principal, is subject to our creditworthiness.
This pricing supplement relates to two separate Trigger Autocallable Contingent Yield Notes we are offering. Each of the Notes is
linked to the common stock of a different company, and each of the Notes has a different Contingent Coupon Rate, as specified in the table below. Each of 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 $1,000.00. T he pe rform a nc e of e a c h N ot e w ill not de pe nd on t he pe rform a nc e of a ny ot he r N ot e .
Cont inge nt
Dow nside
U nde rlying
I nit ia l Pric e
Coupon Ba rrie r*
CU SI P
I SI N
Coupon Ra t e
T hre shold*
$44.58, which is 61% of the
$48.58, which is 61% of the
Common Stock of Citigroup Inc. (C)
8.00% per annum
$73.09
78014J660
US78014J6608
Initial Price
Initial Price
$107.12, which is 75% of the
$107.12, which is 75% of the
Common Stock of Microsoft Corporation (MSFT)
8.00% per annum
$142.83
78014J678
US78014J6780
Initial Price
Initial Price
* Rounded to two decimal places.
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 , produc t prospe c t us supple m e nt no. U BS -T ACY N -1 da t e d Oc t obe r 3 , 2 0 1 8 a nd t his pric ing supple m e nt .
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the Notes or passed upon the accuracy or the adequacy of this pricing supplement or the accompanying prospectus, prospectus
supplement and product prospectus supplement no. UBS-TACYN-1. Any representation to the contrary is a criminal offense.

Pric e t o Public
Fe e s a nd Com m issions (1)
Proc e e ds t o U s
Offe ring of t he N ot e s
T ot a l
Pe r N ot e
T ot a l
Pe r N ot e
T ot a l
Pe r N ot e
Notes Linked to the Common Stock of Citigroup Inc. (C)
$9,923,500
$10.00
$198,470
$0.20
$9,725,030
$9.80
Notes Linked to the Common Stock of Microsoft Corporation (MSFT)
$4,952,500
$10.00
$99,050
$0.20
$4,853,450
$9.80
(1) UBS Financial Services Inc., which we refer to as UBS, will receive a commission of $0.20 per $10.00 principal amount of each 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 $9.7768 per $10 in principal amount for the Notes linked to C and $9.7706 per $10 in principal amount for the Notes linked to MSFT, each of which is less than the price to public. The
actual value of the Notes at any time will reflect many factors, cannot be predicted with accuracy, and may be less than these amounts. We describe our determination of the initial estimated value under "Key Risks," "Supplemental Plan of Distribution
(Conflicts of Interest)" and "Structuring the Notes" below.
The Notes will not constitute deposits insured under the Canada Deposit Insurance Corporation Act or by the United States Federal Deposit Insurance Corporation or any other Canadian or United States government agency or instrumentality.
U BS Fina nc ia l Se rvic e s I nc .
RBC Ca pit a l M a rk e t s, LLC
Addit iona l I nform a t ion About Roya l Ba nk of Ca na da a nd t he N ot e s
You should read this pricing supplement together with the prospectus dated September 7, 2018, as supplemented by the prospectus supplement dated September 7, 2018, relating to our Series H medium-term
notes of which these Notes are a part, and the more detailed information contained in product prospectus supplement no. UBS-TACYN-1 dated October 3, 2018. T his pric ing supple m e nt , t oge t he r w it h
t he doc um e nt s list e d be low , c ont a ins t he t e rm s of t he N ot e s a nd supe rse de s a ll ot he r prior or c ont e m pora ne ous ora l st a t e m e nt s a s w e ll a s a ny ot he r w rit t e n m a t e ria ls
inc luding pre lim ina ry or indic a t ive pric ing t e rm s, c orre sponde nc e , t ra de ide a s, st ruc t ure s for im ple m e nt a t ion, sa m ple st ruc t ure s, fa c t she e t s, broc hure s or ot he r
e duc a t iona l m a t e ria ls of ours. You should carefully consider, among other things, the matters set forth in "Risk Factors" in the accompanying product prospectus supplement no. UBS-TACYN-1, as the
Notes involve risks not associated with conventional debt securities.
If the terms discussed in this pricing supplement differ from those discussed in the product prospectus supplement no. UBS-TACYN-1, the prospectus supplement, or the prospectus, the terms discussed herein will
control.
Y ou m a y a c c e ss t he se on t he SEC w e bsit e a t w w w .se c .gov a s follow s (or if suc h a ddre ss ha s c ha nge d, by re vie w ing our filing for t he re le va nt da t e on t he SEC w e bsit e ):
?
Product prospectus supplement no. UBS-TACYN-1 dated October 3, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000114036118040006/form424b5.htm
?
Prospectus supplement dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005975/f97180424b3.htm
?
Prospectus dated September 7, 2018:
https://www.sec.gov/Archives/edgar/data/1000275/000121465918005973/l96181424b3.htm
As used in this pricing supplement, "we," "us" or "our" refers to Royal Bank of Canada.
2
I nve st or Suit a bilit y
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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:
?
You fully understand the risks inherent in an investment in the Notes, including the risk
?
You do not fully understand the risks inherent in an investment in the Notes, including
of loss of your entire initial investment.
the risk of loss of your entire initial investment.
?
You can tolerate a loss of all or a substantial portion of your investment and are willing
?
You cannot tolerate a loss on your investment and require an investment designed to
to make an investment that may have the same downside market risk as an investment
provide a full return of principal at maturity.
in the applicable Underlying.
?
You are not willing to make an investment that may have the same downside market
?
You believe the closing price of the applicable Underlying will be equal to or greater
risk as an investment in the applicable Underlying.
than the Coupon Barrier on most or all of the Coupon Observation Dates (including the
?
You believe that the price of the applicable Underlying will decline during the term of the
Final Valuation Date).
Notes and is likely to close below the Coupon Barrier on most or all of the Coupon
?
You are willing to make an investment whose return is limited to the Contingent Coupon
Observation Dates and below the Downside Threshold on the Final Valuation Date.
payments, regardless of any potential appreciation of the applicable Underlying, which
?
You seek an investment that participates in the full appreciation in the price of the
could be significant.
applicable Underlying or that has unlimited return potential.
?
You can tolerate fluctuations in the price of the Notes prior to maturity that may be
?
You cannot tolerate fluctuations in the price of the Notes prior to maturity that may be
similar to or exceed the downside price fluctuations of the applicable Underlying.
similar to or exceed the downside price fluctuations of the applicable Underlying.
?
You are willing to invest in Notes for which there may be little or no secondary market
?
You are unwilling to invest in the applicable Notes based on the applicable Downside
and you accept that the secondary market will depend in large part on the price, if any,
Threshold and Coupon Barrier set forth on the cover page of this pricing supplement.
at which RBC Capital Markets, LLC, which we refer to as "RBCCM," is willing to
purchase the Notes.
?
You seek guaranteed current income from this investment or prefer to receive the
dividends paid on the applicable Underlying.
?
You are willing to invest in the applicable Notes based on the applicable Downside
Threshold and Coupon Barrier set forth on the cover page of this pricing supplement.
?
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
?
You do not seek guaranteed current income from this investment and are willing to forgo
investment for which there will be an active secondary market for the Notes.
dividends paid on the applicable Underlying.
?
You are not willing to assume our credit risk for all payments under the Notes, including
?
You are willing to invest in securities that may be called early and you are otherwise
any repayment of principal.
willing to hold such securities to maturity.
?
You are willing to assume our credit risk for all payments under the Notes, and
understand that if we default on our obligations, you may not receive any amounts due
T he 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 N ot e s a re a suit a ble inve st m e nt for you w ill de pe nd on your individua l
to you, including any repayment of principal.
c irc um st a nc e s, a nd you should re a c h a n inve st m e nt de c ision only a ft e r you a nd your inve st m e nt , le ga l, t a x , a c c ount ing, a nd ot he r a dvise rs ha ve c a re fully
c onside re d t he suit a bilit y of a n inve st m e nt in t he N ot e s in light of your pa rt ic ula r c irc um st a nc e s. Y ou should a lso re vie w c a re fully t he "K e y Risk s" be low a nd
"Risk Fa c t ors" in t he a c c om pa nying produc t prospe c t us supple m e nt no. U BS -T ACY N -1 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," for m ore inform a t ion a bout t he U nde rlying.
3
Fina l T e rm s of t he N ot e s1
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
Issuer:

Royal Bank of Canada
not pa y you t he Cont inge nt Coupon for a ny Coupon Obse rva t ion Da t e on
w hic h t he c losing pric e of t he U nde rlying is le ss t ha n t he Coupon Ba rrie r.
Principal

$10.00 per Note
Amount per
Contingent

8% per annum (2% per quarter) for the Notes linked to C.
Note:
Coupon Rate:
8% per annum (2% per quarter) for the Notes linked to
Term:

Approximately 3 years, if not previously called
MSFT.

Underlying:

The common stock of a specific company, as set forth on
Coupon Barrier
As set forth on the cover page, and as may be adjusted in
the cover page of this pricing supplement.
and Downside
the case of certain adjustment events as described under

Threshold:
"General Terms of the Notes--Anti-dilution Adjustments" in
Closing Price:

On any trading day, the last reported sale price of the
the product prospectus supplement. The applicable
Underlying on the principal national securities exchange in
Coupon Barrier for each Note is equal to its Downside
the U.S. on which it is listed for trading, as determined by
Threshold.
the calculation agent.
Automatic Call

The Notes will be called automatically if the closing price of
Initial Price:

The closing price of the Underlying on the Trade Date, as
Feature:
the Underlying on any Call Observation Date beginning on
set forth on the cover page of this pricing supplement.
April 29, 2020 (set forth on page 6) is greater than or equal
to the Initial Price.
Final Price:

The closing price of the Underlying on the Final Valuation
Date.
If the Notes are called, we will pay you on the corresponding
Contingent

If the closing price of the Underlying is equal to or greater
Coupon Payment Date (which will be the "Call Settlement
Coupon:
than the Coupon Barrier on any Coupon Observation Date,
Date") a cash payment per Note equal to the principal
we will pay you the Contingent Coupon applicable to that
amount per Note plus the applicable Contingent Coupon

Coupon Observation Date.
payment otherwise due on that day (the "Call Settlement
If the closing price of the Underlying is less than the Coupon
Amount"). No further amounts will be owed to you under the
Barrier on any Coupon Observation Date, the Contingent
Notes.
Coupon applicable to that Coupon Observation Date will not
Payment at

If the Notes are not called and the Final Price is equal to or
accrue or be payable and we will not make any payment to
Maturity:
greater than the Downside Threshold and the Coupon
you on the relevant Coupon Payment Date.
Barrier, we will pay you a cash payment per Note on the
The Contingent Coupon will be a fixed amount based upon

maturity date equal to $10.00 plus the Contingent Coupon
equal quarterly installments at the Contingent Coupon Rate,
otherwise due on the maturity date.
which is a per annum rate as set forth below.
If the Notes are not called and the Final Price is less than
Each Contingent Coupon will be paid to the holders of record
the Downside Threshold, we will pay you a cash payment
of the Notes at the close of business one business day prior
on the maturity date of less than the principal amount, if
to that Coupon Payment Date whether or not such business
anything, resulting in a loss on your initial investment that is
day is a business day.
proportionate to the negative Underlying Return, equal to:

$10.00 + ($10.00 × Underlying Return)
1 Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to

them in the product prospectus supplement.
Underlying
Final Price ­ Initial Price

Return:
Initial Price
4

I nve st m e nt T im e line
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T ra de Da t e :
The Initial Price of each Underlying was observed. Each
Downside Threshold and Coupon Barrier was determined.





If the closing price of the applicable Underlying is equal to
or greater than the Coupon Barrier on any Coupon
Observation Date, we will pay you a Contingent Coupon
Qua rt e rly
payment on the applicable Coupon Payment Date.
(be ginning
The Notes will be called if the closing price of the applicable
a ft e r six
Underlying on any Call Observation Date beginning on April
m ont hs):
29, 2020 is equal to or greater than the Initial Price. If the
Notes are called, we will pay you a cash payment per Note
equal to $10 plus the Contingent Coupon otherwise due on
that date.


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 . 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 .


The Final Price of the applicable Underlying is observed on
the Final Valuation Date.
If the Notes have not been called and the applicable Final
Price is equal to or greater than the Downside Threshold
(and the Coupon Barrier), we will repay the principal
amount equal to $10 per Note plus the Contingent Coupon
M a t urit y
otherwise due on the maturity date.
Da t e :
If the Notes have not been called and the applicable Final
Price is less than the Downside Threshold, we will repay
less than the principal amount, if anything, resulting in a
loss on your initial investment proportionate to the decline of
the Underlying, for an amount equal to:
$10 + ($10 × Underlying Return) per Note
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
January 29, 2020
January 31, 2020
April 29, 2020(1)
May 1, 2020(2)
July 29, 2020(1)
July 31, 2020(2)
October 29, 2020(1)
November 2, 2020(2)
January 29, 2021(1)
February 2, 2021(2)
April 29, 2021(1)
May 4, 2021(2)
July 29, 2021(1)
August 2, 2021(2)
October 29, 2021(1)
November 2, 2021(2)
January 31, 2022(1)
February 2, 2022(2)
April 29, 2022(1)
May 4, 2022(2)
July 29, 2022(1)
August 2, 2022(2)
October 31, 2022(3)
November 3, 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 under "General Terms of the Notes--Payment at Maturity" in the accompanying product prospectus supplement no. UBS-
TACYN-1.
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 applicable Underlying. These risks are explained in more detail in the
"Risk Factors" section of the accompanying product prospectus supplement no. UBS-TACYN-1. We also urge you to consult your investment, legal, tax, accounting and other advisors before
investing in the Notes.
Risk s Re la t ing t o t he N ot e s Ge ne ra lly
?
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 Price of the applicable Underlying is greater than or equal to the Downside Threshold, and will only
make that payment at maturity. If the Notes are not called and the Final Price is less than the Downside Threshold, you will lose some or all of your initial investment in an amount
proportionate to the decline in the price of the Underlying.
?
T he Cont inge nt Re pa ym e nt of Princ ipa l Applie s Only a t M a t urit y -- If the Notes are not automatically called, you should be willing to hold your Notes to maturity. If you are
able to sell your Notes prior to maturity in the secondary market, if any, you may have to do so at a loss relative to your initial investment, even if the price of the Underlying is above
the Downside Threshold.
?
Y ou M a y N ot Re c e ive a ny Cont inge nt Coupons -- We will not necessarily make periodic Contingent Coupon payments on the Notes. If the closing price of the applicable
Underlying on a Coupon Observation Date is less than the Coupon Barrier, we will not pay you the Contingent Coupon applicable to that Coupon Observation Date. If the closing price
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of the Underlying is less than the 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 Price will be less than the 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 Y our 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 applicable Underlying. 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 Call Observation Date
beginning on April 29, 2020, the total return on the Notes could be minimal. If the Notes are not called, you may be subject to the full downside performance of the Underlying 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 price of the Underlying and the shorter time remaining for the price of the Underlying 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 Underlying or on a similar security that allows you to participate in the appreciation of the price of the Underlying.
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T he Cont inge nt Coupon Ra t e Pe r Annum Pa ya ble on t he N ot e s Will Re fle c t in Pa rt t he V ola t ilit y of t he Applic a ble U nde rlying, a nd M a y N ot Be Suffic ie nt
t o Com pe nsa t e Y ou for t he Risk of Loss a t M a t urit y -- "Volatility" refers to the frequency and magnitude of changes in the price of the applicable Underlying. The greater the
volatility of the Underlying, the more likely it is that the price of that equity could close below the Downside Threshold on the Final Valuation Date. This risk will generally be reflected in
a higher Contingent Coupon Rate for the Notes than the rate payable on our conventional debt securities with a comparable term. However, while the Contingent Coupon Rate was set
on the Trade Date, the Underlying's volatility can change significantly over the term of the Notes, and may increase. The price of the Underlying could fall sharply as of the Final
Valuation Date, which could result in a significant loss of your principal.
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T he N ot e s Are Subje c t t o Re inve st m e nt Risk -- The Notes will be called automatically if the closing price of the applicable Underlying is equal to or greater than the Initial
Price on any Call Observation Date beginning on April 29, 2020. In the event that the applicable Notes are called prior to maturity, there is no guarantee that you will be able to reinvest
the proceeds at a comparable rate of return for a similar level of risk. To the 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 Are Subje c t t o Our Cre 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
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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 Will Be Subje c t t o Risk s, I nc luding N on -Pa ym e nt in Full, U nde r Ca na dia n Ba nk Re solut ion Pow e rs -- Under Canadian bank resolution powers, the
Canada Deposit Insurance Corporation ("CDIC") may, in circumstances where we have ceased, or are about to cease, to be viable, assume temporary control or ownership over us and
may be granted broad powers by one or more orders of the Governor in Council (Canada), including the power to sell or dispose of all or a part of our assets, and the power to carry
out or cause us to carry out a transaction or a series of transactions the purpose of which is to restructure our business. See "Description of Debt Securities ? Canadian Bank Resolution
Powers" in the accompanying prospectus for a description of the Canadian bank resolution powers, including the bail-in regime. If the CDIC were to take action under the Canadian
bank resolution powers with respect to us, holders of the Notes could be exposed to losses.
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An I nve st m e nt in t he N ot e s I s Subje c t t o Single St oc k Risk ­ The price of the applicable Underlying can rise or fall sharply due to factors specific to that Underlying and its
issuer, such as stock price volatility, earnings, financial conditions, corporate, industry and regulatory developments, management changes and decisions and other events, as well as
general market factors, such as general stock market volatility and levels, interest rates and economic and political conditions. You, as an investor in the Notes, should make your own
investigation into the Underlying issuer and the Underlying. For additional information about the Underlying and its issuer, please see "Information about the Underlying" in this pricing
supplement and the Underlying issuer's SEC filings referred to in those sections. We urge you t o re vie w fina nc ia l a nd ot he r inform a t ion file d pe riodic a lly by t he
U nde rlying issue r w it h t he SEC.
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T he I nit ia l Est im a t e d V a lue of t he N ot e s I s Le ss t ha n t he Pric e t o t he Public -- The initial estimated value for 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 price of the Underlying, 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 I nit ia l Est im a t e d V a lue of t he N ot e s I s a n Est im a t e Only, Ca lc ula t e d a s of t he T im e t he T e rm s of t he N ot e s We re Se t -- The initial estimated value of the
Notes is based on the value of our obligation to make the payments on the Notes, together with the mid-market value of the derivative embedded in the terms of the Notes. See
"Structuring the Notes" below. Our estimate is based on a variety of assumptions, including our credit spreads, expectations as to dividends, interest rates and volatility, and the expected
term of the Notes. These assumptions are based on certain forecasts about future events, which may prove to be incorrect. Other entities may value the Notes or similar securities at a
price that is significantly different than we do.
The value of the Notes at any time after the Trade Date will vary based on many factors, including changes in market conditions, and cannot be predicted with accuracy. As a result, the
actual value you would receive if you sold the Notes in any secondary market, if any, should be expected to differ materially from the initial estimated value of your Notes and the amount
that may be paid at maturity.
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Ow ning t he N ot e s I s N ot t he Sa m e a s Ow ning t he Applic a ble U nde rlying -- The return on your Notes may not reflect the return you would realize if you actually owned
the applicable Underlying. As a holder of the Notes, you will not have voting rights or rights to receive dividends or other distributions or other rights that holders of the Underlying, and
any such dividends will not be incorporated in the determination of the Underlying Return.
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Y ou Will N ot H a ve Any Sha re holde r Right s a nd Will H a ve N o Right t o Re c e ive Any Sha re s of t he Applic a ble U nde rlying a t M a t urit y -- Investing in the Notes
will not make you a holder of any shares of the applicable Underlying. Neither you nor any other holder or owner of the Notes will have any voting rights, any right to receive dividends or
other distributions, or any other rights with respect to the Underlying or such other securities.
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T he re I s N o Affilia t ion Be t w e e n t he U nde rlying I ssue r a nd U s, U BS a nd Our Re spe c t ive Affilia t e s, a nd We Are N ot Re sponsible for Any Disc losure by
t ha t I ssue r -- We, UBS and our respective affiliates are not affiliated with any of the Underlying issuers. However, we, UBS and our respective affiliates may currently, or from time to
time in the future engage in business with the Underlying issuer. Nevertheless, neither we nor our affiliates assume any responsibilities for the accuracy or the completeness of any
information about the Reference Stock and the Underlying issuer. You, as an investor in the Notes, should make your own investigation into the Underlying and the Underlying issuer for
your Notes. The Underlying issuer is not involved in this offering and has no obligation of any sort with respect to your Notes. The Underlying issuer has no obligation to take your
interests into consideration for any reason, including when taking any corporate actions that might affect the value of your Notes.
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H ist oric a l Pric e s of t he U nde rlyings Should N ot Be T a k e n a s a n I ndic a t ion of T he ir Fut ure Pric e s During t he T e rm of t he N ot e s -- The trading prices of the
applicable Underlying will determine the value of the Notes at any given time. However, it is impossible to predict whether the price of the applicable Underlying will rise or fall, trading
prices of the Underlyings will be influenced by complex and interrelated political, economic, financial and other factors that can affect the applicable issuer, and therefore, the price of the
applicable Underlying.
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T he re Ca n Be N o Assura nc e t ha t t he I nve st m e nt V ie w I m plic it in t he N ot e s Will Be Suc c e ssful -- It is impossible to predict whether and the extent to which the
price of the applicable Underlying will rise or fall. The closing price of the Underlying will be influenced by complex and interrelated political, economic, financial and other factors that
affect the Underlying. You should be willing to accept the downside risks of owning equities in general and the Underlying in particular, and the risk of losing some or all of your initial
investment.
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La c k of Liquidit y -- The Notes will not be listed on any securities exchange. RBCCM intends to offer to purchase the Notes in the secondary market, but is not required to do so.
Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the Notes easily. Because other dealers are not likely to make a secondary market
for the Notes, the price at which you may be able to trade your Notes is likely to depend on the price, if any, at which RBCCM is willing to buy the Notes.
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Pot e nt ia l Conflic t s -- We and our affiliates play a variety of roles in connection with the issuance of the Notes, including hedging our obligations under the Notes. In performing
these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the Notes.
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Pot e nt ia lly I nc onsist e nt Re se a rc h, Opinions or Re c om m e nda t ions by RBCCM , U BS or T he ir Affilia t e s -- RBCCM, UBS, and our respective affiliates may publish
research, express opinions or provide recommendations as to the applicable Underlying that are inconsistent with investing in or holding the Notes, and which may be revised at any
time. Any such research, opinions or recommendations could affect the value of the Underlying, and therefore, the market value of the Notes.
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U nc e rt a in T a x T re a t m e nt -- Significant aspects of the tax treatment of an investment in the Notes are uncertain. You should consult your tax adviser about your tax situation.
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Pot e nt ia l Roya l Ba nk of Ca na da a nd U BS I m pa c t on Pric e -- Trading or transactions by us, UBS or our respective affiliates in the applicable Underlying, or in futures,
options, exchange-traded funds or other derivative products on the Underlying may adversely affect the market value of the Underlying, the closing price of the Underlying, and,
therefore, the market value of the Notes.
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T he T e rm s of t he N ot e s a t I ssua nc e We re I nflue nc e d, a nd T he ir M a rk e t V a lue Prior t o M a t urit y Will Be I nflue nc e d, by M a ny U npre dic t a ble Fa c t ors --
Many economic and market factors influenced the terms of the Notes at issuance and will influence their value prior to maturity. These factors are similar in some ways to those that
could affect the value of a combination of instruments that might be used to replicate the payments on the Notes, including a combination of a bond with one or more options or other
derivative instruments. For the market value of the Notes, we expect that, generally, the value of the applicable Underlying 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 values of the applicable Underlying. 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 actual and expected volatility of the price of the applicable Underlying;
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the time remaining to maturity of the Notes;
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the dividend rate on the applicable Underlying;
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interest and yield rates in the market generally;
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a variety of economic, financial, political, regulatory or judicial events;
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the occurrence of certain events relating to the Underlying that may or may not require an adjustment to the terms of the Notes; and
9
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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 influence the price you will receive if you choose to sell the Notes prior to maturity. The impact of any
of the factors set forth above may enhance or offset some or all of any change resulting from another factor or factors. You may have to sell the Notes at a substantial discount from the
principal amount if the price of the Underlying is at, below or not sufficiently above, its Downside Threshold.
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T he Ant i-Dilut ion Prot e c t ion for t he U nde rlying I s Lim it e d -- The calculation agent will make adjustments to the Initial Price, Downside Threshold and Coupon Barrier for certain
events affecting the shares of the applicable Underlying. However, the calculation agent will not be required to make an adjustment in response to all events that could affect the Underlying.
If an event occurs that does not require the calculation agent to make an adjustment, the value of the Notes and the payments on the Notes may be materially and adversely affected.
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H ypot he t ic a l Ex a m ple s
T he se t e rm s a re only hypot he t ic a l. Ple a se se e t he c ove r pa ge for t he e x pe c t e d t e rm s of t he N ot e s.
The following examples are hypothetical and provided for illustrative purposes only. They do not purport to be representative of every possible scenario concerning increases or decreases in the price of any
Underlying relative to its Initial Price. We cannot predict the Final Price of any Underlying. You should not take these examples as an indication or assurance of the expected performance of any Underlying. The
numbers appearing in the examples and tables below have been rounded for ease of analysis. The following examples and tables illustrate the Payment at Maturity or upon an automatic call per Note on a
hypothetical offering of the Notes, based on the following hypothetical assumptions (actual terms for the Notes are specified on the cover page of this pricing supplement):
Principal Amount:
$10
Term:
Approximately 3 years
Coupon Observation Dates:
Quarterly
Call Observation Dates:
Quarterly, beginning on April 29, 2020
Hypothetical Initial Price of the Underlying*:
$100.00
Hypothetical Contingent Coupon Rate*:
8.00% per annum (or 2.00% per quarter)
Hypothetical Contingent Coupon**:
$0.20 per quarter
Hypothetical Coupon Barrier*:
$80.00 (which is 80.00% of the hypothetical Initial Price)
Hypothetical Downside Threshold*:
$80.00 (which is 80.00% of the hypothetical Initial Price)
* Not the actual Contingent Coupon Rate per annum, Initial Price, Coupon Barrier or Downside Threshold applicable to each of the Notes. The actual Initial Price, Coupon Barrier and Downside Threshold are set
forth on the cover page of this pricing supplement.
** Contingent Coupon payments, if payable, will be paid in arrears in equal quarterly installments during the term of the Notes unless earlier called.
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 (w hic h is t he first Ca ll Obse rva t ion Da t e ).
Da t e
Closing Pric e
Pa ym e nt (pe r N ot e )
First Coupon Observation Date
$105.00 (at or above Initial Price)
$0.20 (Contingent Coupon ­ Not Callable)
Second Coupon Observation Date
$110.00 (at or above Initial Price)
$10.20 (Call Settlement Amount)

Total Payment:
$10.40 (4.00% return)
Even though the closing price is above the Initial Price on the first Coupon Observation Date, the Notes cannot be called on that date. Since the Notes are called on the second Coupon Observation Date, we will
pay you on the Call Settlement Date a total of $10.20 per Note, reflecting your principal amount plus the applicable Contingent Coupon. When added to the Contingent Coupon payment of $0.20 received in
respect of the first Coupon Observation Date, we will have paid you a total of $10.40 per Note, for a 4.00% total return on the Notes. No further amount will be owed to you under the Notes.
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Sc e na rio # 2 : N ot e s Are Ca lle d on t he T hird Coupon Obse rva t ion Da t e .
Da t e
Closing Pric e
Pa ym e nt (pe r N ot e )
First Coupon Observation Date
$85.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Callable)
Second Coupon Observation Date
$90.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Called)
Third Coupon Observation Date
$105.00 (at or above Initial Price)
$10.20 (Call Settlement Amount)

Total Payment:
$10.60 (6.00% return)
Since the Notes are called on the third Coupon Observation Date, we will pay you on the Call Settlement Date a total of $10.20 per Note, reflecting your principal amount plus the applicable Contingent Coupon.
When added to the Contingent Coupon payments of $0.40 received in respect of prior Coupon Observation Dates, we will have paid you a total of $10.60 per Note, for a 6.00% total return on the Notes. No further
amount will be owed to you under the Notes.
Sc e na rio # 3 : N ot e s Are N OT Ca lle d a nd t he Fina l Pric e of t he U nde rlying I s a t or Above t he Dow nside T hre shold.
Da t e
Closing Pric e
Pa ym e nt (pe r N ot e )
First Coupon Observation Date
$85.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Callable)
Second Coupon Observation Date
$70.00 (below Coupon Barrier)
$0.00 (Not Called)
Third Coupon Observation Date
$65.00 (below Coupon Barrier)
$0.00 (Not Called)
Fourth Coupon Observation Date
$75.00 (below Coupon Barrier)
$0.00 (Not Called)
Fifth through Eleventh Coupon Observation Dates
Various prices (each at or above Coupon Barrier; below Initial Price)
$1.40 (7 Contingent Coupon payments of $0.20 ­ Not Called)
Final Valuation Date
$85.00 (at or above Downside Threshold and Coupon Barrier; below
$10.20 (Payment at Maturity)
Initial Price)

Total Payment:
$11.80 (18.00% return)
At maturity, we will pay you a total of $10.20 per Note, reflecting your principal amount plus the applicable Contingent Coupon. When added to the Contingent Coupon payments of $1.60 received in respect of
prior Coupon Observation Dates, we will have paid you a total of $11.80 per Note, for an 18.00% total return on the Notes.
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Sc e na rio # 4 : N ot e s Are N OT Ca lle d a nd t he Fina l Pric e of t he U nde rlying I s Be low t he Dow nside T hre shold.
Da t e
Closing Pric e
Pa ym e nt (pe r N ot e )
First Coupon Observation Date
$85.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Callable)
Second Coupon Observation Date
$85.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Called)
Third Coupon Observation Date
$90.00 (at or above Coupon Barrier; below Initial Price)
$0.20 (Contingent Coupon ­ Not Called)
Fourth Coupon Observation Date
$75.00 (below Coupon Barrier)
$0.00 (Not Called)
Fifth through Eleventh Coupon Observation Dates
Various prices (each below Coupon Barrier)
$0.00 (Not Called)
Final Valuation Date
$60.00 (below Downside Threshold and Coupon Barrier)
$10 + [$10 × Underlying Return] =
$10 + [$10 × -40.00%] =
$10 - $4.00 =
$6.00 (Payment at Maturity)

Total Payment:
$6.60 (-34.00% return)
Since the Notes are not called and the Final Price of the Underlying is below the Downside Threshold, we will pay you at maturity $6.00 per Note. When added to the Contingent Coupon payments of $0.60
received in respect of prior Coupon Observation Dates, we will have paid you $6.60 per Note, for a loss on the Notes of 34.00%.
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 ny 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 Pric e is le ss
t ha n t he 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 Re t urn 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.
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Wha t Are t he T a x Conse que nc e s of t he N ot e s?
U .S. Fe de ra l I nc om e T a x Conse que nc e s
The following, together with the discussion of U.S. federal income tax in the accompanying product prospectus supplement, prospectus supplement, and prospectus, is a general description of the material U.S.
federal income tax consequences relating to an investment in the Notes. The following summary is not complete and is qualified in its entirety by the discussion under the section entitled "Supplemental Discussion
of U.S. Federal Income Tax Consequences" in the accompanying product prospectus supplement no. UBS-TACYN-1, the section entitled "Certain Income Tax Consequences" in the accompanying prospectus
supplement, and the section entitled "Tax Consequences" in the accompanying prospectus, which you should carefully review prior to investing in the Notes.
In the opinion of our counsel, Morrison & Foerster LLP, it would generally be reasonable to treat the Notes as a callable pre-paid cash-settled contingent income-bearing derivative contract linked to the applicable
Underlying 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. 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, subject to the potential application of the "constructive ownership" rules under Section 1260 of the Internal Revenue
Code, 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. 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.
Alternative tax treatments are also possible and the Internal Revenue Service (the "IRS") might assert that a treatment other than that described above is more appropriate. In addition, the IRS has released a
notice that may affect the taxation of holders of the Notes. According to the notice, the IRS and the Treasury Department are actively considering whether the holder of an instrument such as 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 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 might be applied to such
instruments. Holders are urged to consult their tax advisors concerning the significance, and the potential impact, of the above considerations.
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.
Under Section 871(m) of the Internal Revenue 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
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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, 2021. 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 applicable Underlying or the Notes, and following such
occurrence the Notes could be treated as subject to withholding on dividend equivalent payments. Non-U.S. holders that enter, or have entered, into other transactions in respect of the applicable Underlying 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.
Recently proposed regulations indicate an intent to eliminate the requirement under FATCA of withholding on gross proceeds of the disposition of financial instruments. The U.S. Treasury Department has
indicated that taxpayers may rely on these proposed regulations pending their finalization. Prospective investors are urged to consult with their own tax advisors regarding the possible implications of FATCA on
their investment in the Notes.
The Notes are not intended for purchase by any investor that is not a United States person, as that term is defined for U.S. federal income tax purposes, and the underwriters will not make offers of the Notes to
any such investor.
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 rlyings
Included on the following pages is a brief description of each Underlying. This information has been obtained from publicly available sources. Set forth below is a graph that provides historical closing prices for
each Underlying. We obtained the closing price information set forth below from the Bloomberg Professional® service ("Bloomberg") without independent verification. You should not take the historical prices of any
Underlying as an indication of future performance.
Each Underlying is registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Companies with securities registered under the Exchange Act are required to periodically file financial
and other information specified by the SEC. Information filed by the applicable Underlying with the SEC can be reviewed electronically through a website maintained by the SEC. The address of the SEC's website
is http://www.sec.gov. Information filed with the SEC by the issuer of the applicable Underlying under the Exchange Act can be located by reference to its SEC Central Index Key ("CIK") number provided below.
Information from outside sources is not incorporated by reference in, and should not be considered part of, this pricing supplement or any accompanying prospectus or prospectus supplement. We have not
independently verified the accuracy or completeness of the information contained in outside sources.
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Cit igroup I nc .
According to publicly available information, Citigroup Inc. is a diversified financial services holding company that provides a broad range of financial services to consumer and corporate customers. The company's
services include investment banking, retail brokerage, corporate banking, and cash management products and services.
Information filed by the company with the SEC under the Exchange Act can be located by reference to its SEC CIK number 831001. The company's common stock is listed on the New York Stock Exchange under
the ticker symbol "C."
H ist oric a l I nform a t ion
The graph below illustrates the performance of this Underlying from October 29, 2009 to October 29, 2019, reflecting its Initial Price of $73.09. The solid line represents its Coupon Barrier and Downside Threshold
of $44.58, which is equal to 61% of its Initial Price (rounded to two decimal places).
¦ Hypothetical Coupon Barrier / Downside Threshold = 61% of its Initial Price
H I ST ORI C PERFORM AN CE I S N OT AN I N DI CAT I ON OF FU T U RE PERFORM AN CE.
Source: Bloomberg L.P. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg Financial Markets.
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M ic rosoft Corpora t ion
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According to publicly available information, Microsoft Corporation develops, manufactures, licenses, sells and supports software products. The company offers operating system software, server application
software, business and consumer applications software, software development tools and internet and intranet software. The company also develops video game consoles and digital music entertainment devices.
Information filed by the company with the SEC under the Exchange Act can be located by reference to its SEC CIK number: 0000789019. The company's common stock is listed on the Nasdaq Global Select
Market under the ticker symbol "MSFT."
H ist oric a l I nform a t ion
The graph below illustrates the performance of this Underlying from October 29, 2009 to October 29, 2019, reflecting its Initial Price of $142.83. The solid line represents its Coupon Barrier and Downside Threshold
of $107.12, which is equal to 75% of its Initial Price (rounded to two decimal places).
¦ Hypothetical Coupon Barrier / Downside Threshold = 75% of its Initial Price
H I ST ORI C PERFORM AN CE I S N OT AN I N DI CAT I ON OF FU T U RE PERFORM AN CE.
Source: Bloomberg L.P. We have not independently verified the accuracy or completeness of the information obtained from Bloomberg Financial Markets.
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Supple m e nt a l Pla n of Dist ribut ion (Conflic t s of I nt e re st )
We have agreed to indemnify UBS and RBCCM against liabilities under the Securities Act of 1933, as amended, or to contribute payments that UBS and RBCCM may be required to make
relating to these liabilities as described in the prospectus supplement and the prospectus. We have agreed that UBS Financial Services Inc. may sell all or a part of the Notes that it will
purchase from us to investors or to its affiliates at the price indicated on the cover of this pricing supplement.
Subject to regulatory constraints and market conditions, RBCCM intends to offer to purchase each of the Notes in the secondary market, but it is not required to do so.
We or our affiliates may enter into swap agreements or related hedge transactions with one of our other affiliates or unaffiliated counterparties in connection with the sale of each of the Notes
and RBCCM and/or an affiliate may earn additional income as a result of payments pursuant to the swap or related hedge transactions. See "Use of Proceeds and Hedging" in the
accompanying product prospectus supplement no. UBS-TACYN-1.
The value of the applicable Notes shown on your account statement may be based on RBCCM's estimate of the value of the Notes if RBCCM or another of our affiliates were to make a market
in the Notes (which it is not obligated to do). That estimate will be based upon the price that RBCCM may pay for the Notes in light of then prevailing market conditions, our creditworthiness and
transaction costs. For a period of approximately 7 months after the issue date of the Notes, the value of the Notes that may be shown on your account statement may be higher than RBCCM's
estimated value of the Notes at that time. This is because the estimated value of the Notes will not include the underwriting discount and our hedging costs and profits; however, the value of
the Notes shown on your account statement during that period may be a higher amount, reflecting the addition of the underwriting discount and our estimated costs and profits from hedging the
Notes. Any such excess is expected to decrease over time until the end of this period. After this period, if RBCCM repurchases your Notes, it expects to do so at prices that reflect their
estimated value. This period may be reduced at RBCCM's discretion based on a variety of factors, including but not limited to, the amount of the Notes that we repurchase and our negotiated
arrangements from time to time with UBS.
For additional information as to the relationship between us and RBCCM, please see the section "Plan of Distribution--Conflicts of Interest" in the prospectus dated September 7, 2018.
Each of RBCCM, UBS and any other broker-dealer offering the Notes have not offered, sold or otherwise made available and will not offer, sell or otherwise make available any of the Notes to,
any retail investor in the European Economic Area ("EEA"). For these purposes, the expression "offer" includes the communication in any form and by any means of sufficient information on the
terms of the offer and the Notes to be offered so as to enable an investor to decide to purchase or subscribe the Notes, and a "retail investor" means a person who is one (or more) of: (a) a
retail client, as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (b) a customer, within the meaning of Directive 2016/97/EU, as amended, where that
customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (c) not a qualified investor as defined in Regulation (EU) (2017/1129) (the "Prospectus
Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making
them available to retail investors in the EEA has been prepared, and therefore, offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation.
St ruc t uring t he N ot e s
The Notes are our debt securities, the return on which is linked to the performance of the applicable Underlying. As is the case for all of our debt securities, including our structured notes, the
economic terms of the Notes reflect our actual or perceived creditworthiness at the time of pricing. In addition, because structured notes result in increased operational, funding and liability
management costs to us, we typically borrow the funds under these Notes at a rate that is more favorable to us than the rate that we might pay for a conventional fixed or floating rate debt
security of comparable maturity. Using this relatively lower implied borrowing rate rather than the secondary market rate is a factor that resulted in a higher initial estimated value of the Notes at
the time their terms are set than if the secondary market rate was used. Unlike the estimated value included on the cover page of this document, any value of the Notes determined for
purposes of a secondary market transaction may be based on a different borrowing rate, which may result in a lower value for each of the Notes than if our initial internal borrowing rate were
used.
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In order to satisfy our payment obligations under the Notes, we may choose to enter into certain hedging arrangements (which may include call options, put options or other derivatives) on the
issue date with RBCCM or one of our other subsidiaries. The terms of these hedging arrangements take into account a number of factors, including our creditworthiness, interest rate
movements, the volatility of the applicable Underlying, and the tenor of the Notes. The economic terms of the Notes and their initial estimated value depend in part on the terms of these
hedging arrangements.
The lower implied borrowing rate is a factor that reduced the economic terms of the Notes to you. The initial offering price of the Notes also reflects the underwriting commission and our
estimated hedging costs. These factors resulted in the initial
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estimated value for the Notes on the Trade Date being less than their public offering price. See "Key Risks--The Initial Estimated Value of the Notes Is Less than the Price to the Public" above.
T e rm s I nc orpora t e d in M a st e r N ot e
The terms appearing above under the caption "Final Terms of the Notes" and the provisions in the accompanying product prospectus supplement no. UBS-TACYN-1 dated October 3, 2018
under the caption "General Terms of the Notes" are incorporated into the master note issued to DTC, the registered holder of the Notes.
V a lidit y of t he N ot e s
In the opinion of Norton Rose Fulbright Canada LLP, the issue and sale of the Notes has been duly authorized by all necessary corporate action of the Bank in conformity with the Indenture,
and when the Notes have been duly executed, authenticated and issued in accordance with the Indenture and delivered against payment therefor, the Notes will be validly issued and, to the
extent validity of the Notes is a matter governed by the laws of the Province of Ontario or Québec, or the laws of Canada applicable therein, and will be valid obligations of the Bank, subject to
equitable remedies which may only be granted at the discretion of a court of competent authority, subject to applicable bankruptcy, to rights to indemnity and contribution under the Notes or the
Indenture which may be limited by applicable law; to insolvency and other laws of general application affecting creditors' rights, to limitations under applicable limitations statutes, and to
limitations as to the currency in which judgments in Canada may be rendered, as prescribed by the Currency Act (Canada). This opinion is given as of the date hereof and is limited to the laws
of the Provinces of Ontario and Québec and the federal laws of Canada applicable thereto. In addition, this opinion is subject to customary assumptions about the Trustee's authorization,
execution and delivery of the Indenture and the genuineness of signatures and certain factual matters, all as stated in the letter of such counsel dated September 7, 2018, which has been filed
as Exhibit 5.1 to Royal Bank's Form 6-K filed with the SEC dated September 7, 2018.
In the opinion of Morrison & Foerster LLP, when the Notes have been duly completed in accordance with the Indenture and issued and sold as contemplated by the prospectus supplement and
the prospectus, the Notes will be valid, binding and enforceable obligations of Royal Bank, entitled to the benefits of the Indenture, subject to applicable bankruptcy, insolvency and similar laws
affecting creditors' rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of
bad faith). This opinion is given as of the date hereof and is limited to the laws of the State of New York. This opinion is subject to customary assumptions about the Trustee's authorization,
execution and delivery of the Indenture and the genuineness of signatures and to such counsel's reliance on the Bank and other sources as to certain factual matters, all as stated in the legal
opinion dated September 7, 2018, which has been filed as Exhibit 5.2 to the Bank's Form 6-K dated September 7, 2018.
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