Bank Nova Scotia SEC Filings

The Bank of Nova Scotia (BNS) is marketing unsecured, senior, Capped Buffered Enhanced Participation Basket-Linked Notes, Series A. The preliminary pricing supplement (Rule 424(b)(2) filing) details a short-dated structured product (≈23–26 months) whose payoff is tied to a weighted basket of five equity indices:

• EURO STOXX 50 (38%)
• TOPIX (26%)
• FTSE 100 (17%)
• Swiss Market Index (11%)
• S&P/ASX 200 (8%)

Key economic terms

• Principal: $1,000 per note (minimum purchase $1,000).
• Participation: 200% of positive basket return, capped at a Maximum Payment Amount of $1,285.60–$1,336.00 (28.56%–33.60% gross gain).
• Buffer: 15% downside buffer; if the basket falls >15%, losses accelerate by ≈117.65% of the decline below the buffer.
• No periodic coupons; payment only at maturity (T + 2 after valuation date).
• Initial estimated value: $943.60–$973.60 (94.36%–97.36% of issue price) due to internal funding rate and hedging costs.
• Settlement: T + 5; the notes will not be listed and may lack liquidity.
• Credit: Direct, unsubordinated, unsecured claim on BNS; not insured by CDIC or FDIC.

Investor economics

• Full principal is returned only if the basket is flat or down ≤15%.
• Maximum upside of ≈29%–34% limits participation if the basket rises >14.28%–16.80%.
• Potential loss of up to 100% if the basket declines sharply; a 30% basket drop would cut principal by ≈17.6% beyond the buffer.
• No dividend exposure because indices are price-return only.

Distribution & costs

• Sold through Scotia Capital (USA) Inc.; original issue price 100%, with stated underwriting commission 0% (costs embedded in pricing).
• BNS or affiliates may engage in hedging and market-making that could affect secondary prices.

Risk disclosures highlight credit risk of BNS, valuation uncertainty, liquidity constraints, currency translation exposure (non-USD indices), and potential conflicts of interest in hedging.

This filing is preliminary; final terms (trade date, maturity date, initial levels, maximum payment) will be fixed on pricing.

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.