BANK OF NOVA SCOTIA SEC Filings

The Bank of Nova Scotia (BNS) has filed a preliminary 424(b)(2) pricing supplement for the issuance of Capped Buffered Enhanced Participation Notes linked to the S&P 500® Index. The structured notes are unsecured, unsubordinated senior obligations of the Bank and do not pay periodic interest. Investors’ total return will be determined solely at maturity, expected 16-18 months after the trade date (T+5 settlement).

• Upside: 200% participation in any positive price return of the S&P 500, subject to a maximum payment amount of 112.84%-115.06% of principal (cap reached when the index rises ~6.42%-7.53%).
• Downside Buffer: Principal is protected only for index declines up to 10%. If the index falls more than 10%, losses accelerate at roughly 111.11% of the excess decline, exposing investors to up to 100% loss of principal.
• Issue economics: Original issue price is 100% of principal; underwriting commission 1.34% ($13.40 per $1,000). The initial estimated value is $951.20-$981.20, reflecting dealer margin, internal funding rate and hedge costs.
• Key terms: Principal amount $1,000 per note; minimum investment $1,000; currency USD; CUSIP 06419DBB8; calculation agent – Scotia Capital Inc.; no exchange listing; secondary market making, if any, only by affiliates and GS&Co.
• Credit & liquidity risk: Payments depend on BNS’s creditworthiness; notes are not insured by CDIC or FDIC and may be difficult to sell before maturity.
• Investor profile: Suitable for investors willing to cap upside, accept potential full principal loss, forgo dividends and hold to maturity; not suitable for those needing principal protection or liquidity.

The document lists extensive risk factors, including valuation uncertainty, conflicts of interest, hedging impact, tax considerations and a lack of secondary market. Final economic terms—initial level, maximum payment amount and trade/valuation dates—will be fixed on the trade date.

The Bank of Nova Scotia (BNS) is offering unsecured Autocallable Contingent Coupon Notes due August 3, 2028 that are linked to the common stock of Palantir Technologies Inc. (PLTR). The preliminary pricing supplement outlines a three-year product (trade date: July 31 2025; settlement: Aug 5 2025) with quarterly observation dates. Investors purchase in $1,000 denominations and face the full credit risk of BNS; the notes rank pari passu with the Bank’s other senior unsecured debt and are not CDIC/FDIC insured.

Return mechanics

• Contingent coupon: at least $59.375 per note per quarter (≥ 23.75% p.a.) if, on an observation date, PLTR’s closing value is ≥ 60 % of the initial value (the “Contingent Coupon Barrier”). Coupons are not guaranteed.
• Automatic call: the notes redeem early at $1,000 plus the applicable coupon if PLTR closes ≥ its initial value on any observation date. Early redemption can occur as soon as the first quarter.
• Principal protection: none. If not called and PLTR’s final value is < 60 % of initial, repayment is $1,000 + ($1,000 × return), exposing the investor to up to 100 % loss.

Key risk-return features

• Initial estimated value: $924.60 – $954.60 (92.46 % – 95.46 % of issue price) due to distribution costs, hedging and the Bank’s internal funding rate.
• Liquidity: the notes will not be listed; secondary trading, if any, will rely on Scotia Capital (USA) Inc. and may be at materially discounted prices.
• Barrier and coupon thresholds are set at 60 % of initial value, giving a 40 % downside cushion but concentrating risk in a single equity with high volatility.
• Complex tax treatment with uncertain U.S. tax characterisation; Section 871(m) and FATCA considerations highlighted.
• Conflicts of interest: Scotia Capital is both underwriter and calculation agent; hedging activities may affect PLTR’s price.

The product appeals to investors seeking elevated income and willing to accept equity, issuer credit, liquidity and structural risks, as well as potential loss of principal. Suitability requires the ability to hold to maturity and comfort with PLTR’s volatility and BNS’s credit profile.

The Bank of Nova Scotia (BNS) is offering US$2.961 million of senior unsecured Digital Notes linked to the EURO STOXX 50® Index, maturing on 21 May 2027 (approx. 22-month tenor from 16 Jul 2025 issue date).

Key economic terms

• Principal per note: US$1,000; minimum investment US$1,000.
• Initial index level: 5,445.65 (9 Jul 2025 close).
• Downside buffer: Investors are fully protected down to 85% of the initial level; below that, losses accelerate at 117.65% of any decline beyond -15%.
• Upside payoff: If the final index level is ≥85% of the initial level, the investor receives a fixed threshold settlement amount of US$1,156.20 (15.62% gross return, equivalent to ~8.5% annualised).
• Cap level: 115.62% of the initial index level; any index appreciation above this level does not increase the payout.
• No periodic coupons; payment occurs only at maturity.
• Initial estimated value: US$988.70 per US$1,000 (1.13% below issue price) due to internal funding rate and hedging costs.
• No underwriting commissions; Scotia Capital (USA) Inc. distributes on a principal basis and may act as market-maker.
• Not listed on any exchange; secondary liquidity solely dependent on dealer interest.

Risk highlights

• Investors may lose up to 100% of principal if the index falls more than 15%.
• Return is capped at 15.62%; investors forego all dividends and any upside beyond the cap.
• Credit exposure to BNS; notes are unsubordinated, unsecured, and not CDIC/FDIC insured.
• Estimated value < issue price; secondary market likely at a discount, especially before 9 Oct 2025 when dealer premium amortises to zero.
• Eurozone equity and FX risks (index components priced in euros, payout in USD).

Strategic use: Suitable only for investors seeking short-dated, buffered access to European equities with a defined maximum return, who can tolerate credit risk, illiquidity and a potential full loss of capital.