ETRACS Whitney US Critical Techs ETN SEC Filings

UBS AG London Branch plans to issue Contingent Income Auto-Callable Securities maturing on or about 30 June 2028 that are linked to the common stock of Meta Platforms, Inc. (META). Each security has a $1,000 stated principal amount and is expected to price on 27 June 2025 and settle on 2 July 2025. Holders may receive quarterly contingent coupons of $27.00 (10.80% p.a.) provided META’s closing price on the relevant observation date is at or above the 60% downside threshold. If on any quarterly determination date (other than the final one) META closes at or above the 100% call threshold, the notes are automatically redeemed at par plus the coupon.

At maturity, investors receive: (i) par plus the final coupon if META is at or above the downside threshold; or (ii) a cash value equal to META’s final price multiplied by the exchange ratio if the downside threshold is breached, exposing investors to losses of up to 100% of principal. The securities do not participate in any upside above par, are unsecured, unsubordinated obligations of UBS and will not be listed on any exchange. Estimated initial value is expected between $934.70 and $964.70, reflecting embedded fees (2.25% selling concession) and dealer margins.

The preliminary prospectus highlights multiple risks: credit exposure to UBS, limited or no secondary market, potential early redemption, price volatility of a single equity, and uncertain U.S. tax treatment. Investors should review the complete risk factors in the preliminary pricing supplement before purchasing.

UBS AG has filed a Rule 424(b)(2) pricing supplement for $200,000 in Trigger Autocallable Contingent Yield Notes linked to the common stock of Snowflake Inc. (SNOW), maturing 24 June 2027.

Key structural terms:

• Issue price: $10 per note; minimum purchase 100 notes.
• Contingent coupon: 11.34% p.a., paid quarterly only if SNOW’s closing price on the observation date is ≥ the coupon barrier ($106.00, 50% of the initial level).
• Automatic call: If SNOW closes ≥ the initial level ($211.99) on any observation date prior to final valuation, investors receive par plus the current coupon and the notes terminate early.
• Principal protection: contingent only. If not called and the final level ≥ the downside threshold ($106.00), par is repaid. Otherwise, principal is repaid at a loss equal to SNOW’s full percentage decline; a 50%+ drop results in losses, and total loss is possible.
• Estimated initial value: $9.79 per note, reflecting UBS internal models and funding spread (≈2.1% discount to issue price).
• Credit risk: payments depend solely on UBS AG; the notes are unsecured, unsubordinated obligations.
• Liquidity: no exchange listing; secondary market, if any, will be limited and may quote below intrinsic value, especially prior to call dates.
• Key dates: Trade 20 Jun 2025; settlement 24 Jun 2025 (T+2); quarterly observations; final valuation 22 Jun 2027; maturity 24 Jun 2027.

Risk highlights: Investors face (1) full downside exposure below the 50% barrier, (2) coupon cancellation when SNOW trades below the barrier, (3) issuer credit risk, and (4) potential illiquidity. The relatively high coupon compensates for these risks.

Proceeds net of underwriting discount ($0.15 per note) total $197,000. No regulatory approval of the securities’ merits is implied.

Offering overview: UBS AG is issuing $2.334 million of unsubordinated, unsecured Trigger Autocallable Contingent Yield Notes linked to the common stock of Snowflake Inc. (SNOW). The notes price on 20 June 2025, settle on 24 June 2025 and mature on 26 June 2028, unless automatically called earlier.

Key terms:

• Issue price: $10 per note (minimum purchase 100 notes).
• Contingent coupon: 15.01% per annum, paid quarterly only if SNOW’s closing level on the relevant observation date is ≥ the 60% coupon barrier ($127.19).
• Automatic call: Occurs on any quarterly observation date (first observation after six months) when SNOW’s closing level is ≥ the initial level ($211.99). Investor then receives par plus the applicable coupon and the note terminates.
• Downside threshold: 60% of the initial level ($127.19). If the note is not called and the final level is below this threshold, repayment is reduced dollar-for-dollar with the underlying decline, potentially to $0.
• Estimated initial value: $9.76 (2.4% below issue price), reflecting internal models and funding costs.
• Offering economics: Proceeds to UBS of $9.775 per note after a $0.225 underwriting discount handled by UBS Financial Services Inc. and UBS Investment Bank.

Risk highlights: Investors face full market downside below the threshold, contingent rather than guaranteed coupons, liquidity constraints (no exchange listing), secondary-market settlement mismatch (T+2 vs. T+1), and UBS credit risk. The prospectus and product supplement dated 6 Feb 2025 detail additional risks.

Investor profile: Suitable only for investors who can tolerate loss of principal, understand structured products, and hold to maturity or call. The notes are not FDIC-insured and may deliver few or no coupons.

Bank of Montreal (BMO) is marketing a new structured note: Market Linked Securities—Auto-Callable with Leveraged Upside Participation and Contingent Downside Principal-at-Risk Securities linked to the S&P 500 Index. The $1,000-denominated notes price on 25 June 2025, are issued on 30 June 2025, and mature on 29 June 2028 unless called earlier.

Auto-call feature: If on the first and only call date (30 June 2026) the index closes at or above its starting value, investors receive the face amount plus a minimum 9.30 % call premium (final rate to be set on pricing). Once called, investors forgo any further upside.

Upside participation: If not called and the index finishes above the start level on the final calculation day (26 June 2028), payoff equals principal plus 125 % of the index gain, providing leveraged upside exposure.

Contingent protection: Provided the index does not fall below the 80 % threshold, principal is returned in full at maturity. If the index ends below the threshold, holders are fully exposed to the decline and can lose more than 20 %, up to 100 % of principal.

Economics & fees: Estimated initial value is $961.90 per note (at the term-sheet date) versus a $1,000 offering price, reflecting embedded selling commissions of up to 2.575 % (Wells Fargo Securities) and structuring costs. The notes pay no coupons, are unsecured obligations of BMO, and will not be listed; liquidity, if any, will come via BMO or dealers at unfavorable spreads.

Key risks highlighted include reinvestment risk if called, credit risk of the issuer, lack of secondary market, taxation uncertainty, and the prospect of substantial loss below the 80 % barrier. The term sheet directs investors to the preliminary pricing supplement, prospectus, and risk factors for full details.

UBS AG is offering unsubordinated, unsecured Trigger Autocallable Contingent Yield Notes linked to the common stock of Snowflake Inc. (SNOW) that mature on or about 24 June 2027. The notes pay a contingent quarterly coupon of 9.83 %–10.56 % p.a. only if SNOW’s closing price on the relevant observation date is at or above the Coupon Barrier, set at 50 % of the Initial Level. If on any observation date prior to maturity SNOW closes at or above its Initial Level, the notes are automatically called and investors receive par plus the applicable coupon; no further payments are made thereafter.

If the notes are not called, two principal-repayment scenarios apply at maturity: (i) if SNOW’s final level is at or above the Downside Threshold (50 % of Initial Level), investors receive 100 % of principal; (ii) if the final level is below the downside threshold, repayment is reduced one-for-one with the underlying decline, exposing investors to up to a 100 % loss of principal.

Key economic terms: Issue price $10.00; underwriting discount $0.15; proceeds to UBS $9.85. Minimum investment 100 notes ($1,000). Estimated initial value $9.55 – $9.80 (95.5 %–98 % of face), reflecting internal funding and hedging costs. The notes settle T+2 (24 Jun 2025) and will not be listed on any exchange, limiting secondary liquidity. All payments are subject to UBS AG’s credit risk.

Primary risks include: potential loss of all principal if SNOW falls >50 %, non-payment of coupons if the barrier is breached, limited liquidity, and full issuer credit exposure. The product suits investors seeking enhanced yield, willing to accept issuer credit risk, equity downside beyond -50 %, and the possibility of receiving no income.

UBS AG is offering Trigger Autocallable Contingent Yield Notes linked to the common stock of Snowflake Inc. (SNOW). The unsecured, unsubordinated notes mature on or about 26 June 2028 and pay a contingent quarterly coupon of 13.08%–13.72% p.a. only if SNOW’s closing level on the relevant observation date is at or above a coupon barrier set at 60 % of the initial level.

An automatic call is triggered if, on any quarterly observation date starting six months after issuance, SNOW closes at or above the initial level; investors then receive the principal plus the contingent coupon and the notes terminate early. If no call occurs and, at final valuation, SNOW is at or above the downside threshold (also 60 % of initial), investors are repaid par. If the final level is below the threshold, investors incur a loss matching SNOW’s percentage decline, potentially losing their entire investment.

Key terms include a $10 issue price, minimum purchase of 100 notes, underwriting discount of $0.225 per note, and an estimated initial value of $9.47–$9.72. The notes will not be listed on any exchange, and secondary market liquidity is uncertain. All payments depend on UBS AG’s creditworthiness.

• Trade date: 20 June 2025; Settlement: 24 June 2025
• Quarterly observations; T+2 primary settlement versus T+1 market standard
• Product governed by prospectus and product supplement dated 6 Feb 2025

These notes suit investors seeking high contingent yield and willing to accept issuer credit risk, market risk below a 40 % buffer, and uncertain coupon payments.

Brown & Brown, Inc. (NYSE: BRO) disclosed in an 8-K that it completed a $4.2 billion multi-tranche senior notes offering on 23 June 2025.

The company sold six series of unsecured notes: $400 MM 4.600% due 2026, $500 MM 4.700% due 2028, $800 MM 4.900% due 2030, $500 MM 5.250% due 2032, $1.0 BN 5.550% due 2035 and $1.0 BN 6.250% due 2055. Interest is payable semi-annually every 23 June and 23 December, beginning 23 Dec 2025.

Use of proceeds: together with cash and the previously announced equity sale of 43,137,254 shares, the funds will finance the cash consideration for the pending acquisition of RSC Topco, Inc. and related fees. If the merger is not consummated by the contractual outside date, the company must redeem the 2026, 2028, 2030, 2032 and 2055 notes at 101% of par plus accrued interest (the 2035 notes are excluded from this mandatory redemption).

The notes were issued under the company’s existing shelf (S-3 333-271708) and rank pari passu with all other senior unsecured debt. The governing indenture restricts the incurrence of secured debt, significant asset transfers, and contains a change-of-control put. Optional redemption is allowed subject to make-whole premiums defined in the prospectus supplement. Holland & Knight LLP provided the legality opinion.

Completion of this financing secures long-term, fixed-rate capital for the RSC transaction and extends BRO’s debt maturity profile to 2055, albeit at coupons that reflect the current higher-rate environment and will increase the company’s leverage and interest expense.

UBS AG is offering $165,000 in Trigger Autocallable Contingent Yield Notes linked to the ADRs of Arm Holdings plc (ARM). The one-year notes (trade date 20 Jun 2025; maturity 24 Jun 2026) pay a contingent coupon of 17.72% p.a. (approximately 1.4767% monthly) only when the ADR’s closing price on the relevant observation date is at or above the coupon barrier of $87.02 (60% of the initial level). If this barrier is breached, the coupon for that month is skipped and not recaptured.

The notes will be automatically called on any monthly observation date if ARM closes at or above the initial level of $145.04. In that event investors receive par plus the contingent coupon for that period and the instrument terminates early. If not called, principal is protected at maturity only if the final level is ≥ the downside threshold of $87.02. Otherwise, investors suffer a loss matching the full decline in ARM, down to a total loss of principal in a worst-case scenario.

UBS’ estimated initial value is $9.78 per $10 note, reflecting a 2.2% discount to issue price and an underwriting fee of $0.125. The notes are unsecured, unsubordinated obligations of UBS AG; repayment depends on UBS’ creditworthiness. They are not listed on any exchange, may be illiquid, and settle T+2. Minimum purchase is 100 notes ($1,000). The offer uses prospectus and product-supplement dated 6 Feb 2025 and is filed under SEC Registration No. 333-283672 (Rule 424(b)(2) filing).

UBS AG is offering $220,000 of Trigger Autocallable Contingent Yield Notes linked to the common stock of Royal Caribbean Cruises Ltd. (RCL). The notes price at $10.00 each, settle on 24 Jun 2025 and mature (unless earlier called) on 24 Jun 2027.

Income potential: investors may receive a 12.79% p.a. contingent coupon paid quarterly if RCL’s closing level on the relevant observation date is at or above the coupon barrier of $163.43 (60 % of the initial level). Miss the barrier and no coupon is paid for that quarter.

Automatic call: if on any observation date before maturity RCL closes at or above the initial level of $272.39, UBS redeems the notes early at par plus the contingent coupon for that quarter; no further payments follow.

Principal repayment: at maturity, if the notes were not called and RCL is at or above the downside threshold of $163.43, holders receive 100 % of principal. Otherwise, repayment is reduced one-for-one with RCL’s decline, exposing investors to full downside risk and potential total loss.

Credit & valuation considerations: the notes are unsecured, unsubordinated obligations of UBS AG; payments depend on UBS’s ability to pay. The estimated initial value is $9.78 per note, 2.2 % below the $10.00 issue price, reflecting internal funding costs and dealer discount of $0.15. The notes will not be listed on any exchange, which may limit liquidity. Minimum investment is 100 notes ($1,000).