17% CEG-linked notes from JPMorgan (NYSE: AMJB) detailed
JPMorgan Chase Financial Company LLC is offering $5,828,000 of Auto Callable Contingent Interest Notes linked to the common stock of Constellation Energy Corporation, fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes pay a contingent interest of $42.50 per $1,000 each quarter (a 17.00% per annum rate) only if Constellation’s share price on a review date is at least 65.00% of the initial value of $341.20. The notes may be automatically called as early as March 31, 2026 if the stock closes at or above the initial value, in which case investors receive $1,000 plus the applicable interest and no further payments.
If the notes are not called and the final stock price is below the 65.00% trigger level, repayment of principal is reduced in line with the stock’s loss, and investors can lose more than 35.00% and up to all of their investment. The price to the public is $1,000 per note, including $20 in selling commissions, with net proceeds to the issuer of $980 per note; the estimated value at pricing was $955.60.
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FAQ
What are the key terms of the JPMorgan AMJB Auto Callable Contingent Interest Notes?
The notes are unsecured obligations of JPMorgan Chase Financial Company LLC, guaranteed by JPMorgan Chase & Co., linked to Constellation Energy Corporation stock. They offer a 17.00% per annum contingent interest rate (4.25% per quarter) on $1,000 principal, auto-call features, and mature on January 4, 2029.
How and when can investors receive interest on these JPMorgan AMJB notes?
On each quarterly Review Date, if Constellation’s share price is at least 65.00% of the initial value of $341.20, investors receive a $42.50 Contingent Interest Payment per $1,000 note on the related Interest Payment Date. If the price is below the 65.00% Interest Barrier, no interest is paid for that quarter.
When are the JPMorgan AMJB notes automatically called, and what do investors receive?
If on any Review Date other than the final one the closing price of Constellation’s stock is at or above the Initial Value of $341.20, the notes are automatically called. Investors then receive $1,000 plus the applicable $42.50 contingent interest per note on the Call Settlement Date, and no further payments are made.
What happens at maturity if the JPMorgan AMJB notes are not automatically called?
If the notes are not called and the final stock price is at or above the 65.00% Trigger Value (65.00% of $341.20), investors receive $1,000 plus the final contingent interest per note. If the final price is below the Trigger Value, the payoff is $1,000 + ($1,000 × Stock Return), so losses match the stock’s percentage decline and can reach a total loss of principal.
What are the main risks of investing in the JPMorgan AMJB Constellation-linked notes?
Key risks include possible loss of more than 35.00% and up to 100% of principal if the final stock price is below the Trigger Value, and the possibility of receiving no interest if the stock stays below the 65.00% Interest Barrier on Review Dates. Additional risks are credit risk of JPMorgan Financial and JPMorgan Chase & Co., lack of listing and potentially illiquid secondary markets, and an estimated value of $955.60 per $1,000 note that is below the issue price.
What are the pricing and proceeds details for the JPMorgan AMJB notes?
The price to the public is $1,000 per note, with $20 in selling commissions per note and $980 in proceeds to the issuer. In total, the offering size is $5,828,000, generating $116,560 in fees and commissions and $5,711,440 in proceeds to the issuer.
How are the JPMorgan AMJB notes treated for U.S. federal income tax purposes?
JPMorgan intends to treat the notes as prepaid forward contracts with associated contingent coupons. Contingent Interest Payments are expected to be treated as ordinary income for U.S. holders. The tax treatment is not certain, and non-U.S. holders may face 30% withholding on interest, subject to treaty relief and certification requirements. Investors are urged to consult their tax advisers.