Free Writing Prospectus – Form FWP
Subject to Completion Preliminary Term Sheet Dated |
Filed Pursuant to Rule 433 |
Units |
Pricing Date* |
December , 2024 December , 2024 December , 2030 |
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*Subject to change based on the actual date the notes are priced for initial sale to the public (the "pricing date") |
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Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® ļæMaturity of approximately 6 years ļæ [101.00% to 111.00%] leveraged upside exposure to increases in the Index ļæ1-to-1 downside exposure to decreases in the Index beyond a 20.00% decline, with up to 80.00% of your principal at risk ļæAll payments occur at maturity and are subject to the credit risk of ļæNo periodic interest payments ļæIn addition to the underwriting discount set forth below, the notes include a hedging-related charge of ļæLimited secondary market liquidity, with no exchange listing ļæThe notes are unsecured debt securities and are not savings accounts or insured deposits of a bank. The notes are not insured or guaranteed by the |
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The notes are being issued by
The initial estimated value of the notes as of the pricing date is expected to be between
_________________________
None of the
_________________________
Per Unit |
Total |
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Public offering price(1) |
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$ |
Underwriting discount(1) |
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$ |
Proceeds, before expenses, to BNS |
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$ |
(1) For any purchase of 300,000 units or more in a single transaction by an individual investor or in combined transactions with the investor's household in this offering, the public offering price and the underwriting discount will be
The notes:
Are Not FDIC Insured |
Are Not Bank Guaranteed |
May Lose Value |
December , 2024
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Summary
The Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 (the "notes") are our senior unsecured debt securities. The notes are not guaranteed or insured by the CDIC or the
The economic terms of the notes (including the Participation Rate) are based on our internal funding rate, which is the rate we would pay to borrow funds through the issuance of market-linked notes, and the economic terms of certain related hedging arrangements. Our internal funding rate is typically lower than the rate we would pay when we issue conventional fixed rate debt securities. This difference in funding rate, as well as the underwriting discount and the hedging related charge described below, will reduce the economic terms of the notes to you and the initial estimated value of the notes on the pricing date. Due to these factors, the public offering price you pay to purchase the notes will be greater than the initial estimated value of the notes.
On the cover page of this term sheet, we have provided the initial estimated value range for the notes. This range of estimated values was determined by reference to our internal pricing models, which take into consideration certain factors, such as our internal funding rate on the pricing date and our assumptions about market parameters. For more information about the initial estimated value and the structuring of the notes, see "Structuring the Notes" on page TS-12.
Terms of the Notes |
Redemption Amount Determination |
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Issuer: |
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On the maturity date, you will receive a cash payment per unit determined as follows: |
Principal Amount: |
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Term: |
Approximately 6 years |
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Market Measure: |
The Dow Jones Industrial AverageĀ® (Bloomberg symbol: "INDU"), a price retuindex |
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Starting Value: |
The closing level of the Market Measure on the pricing date |
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Ending Value: |
The average of the closing levels of the Market Measure on each calculation day occurring during the Maturity Valuation Period. The scheduled calculation days are subject to postponement in the event of Market Disruption Events, as described beginning on page PS-27 of product supplement EQUITY LIRN-1. |
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Threshold Value: |
80.00% of the Starting Value. |
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Participation Rate: |
[101.00% to 111.00%]. The actual Participation Rate will be determined on the pricing date. |
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Maturity Valuation Period: |
Five scheduled calculation days shortly before the maturity date. |
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Fees and Charges: |
The underwriting discount of |
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Calculation Agent: |
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Leveraged Index RetuNotesĀ® TS-2
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
The terms and risks of the notes are contained in this term sheet and in the following:
ļæProduct supplement EQUITY LIRN-1 dated
http://www.sec.gov/Archives/edgar/data/9631/000183988224038306/bns_424b2-21308.htm
ļæProspectus supplement dated
http://www.sec.gov/Archives/edgar/data/9631/000183988224038303/bns_424b3-21311.htm
ļæProspectus dated
http://www.sec.gov/Archives/edgar/data/9631/000119312524253771/d875135d424b3.htm
These documents (together, the "Note Prospectus") have been filed as part of a registration statement with the
Investor Considerations
You may wish to consider an investment in the notes if: |
The notes may not be an appropriate investment for you if: |
ļæYou anticipate that the Index will increase from the Starting Value to the Ending Value. ļæYou are willing to risk a substantial loss of principal if the Index decreases from the Starting Value to an Ending Value that is below the Threshold Value. ļæYou are willing to forgo interest payments that are paid on conventional interest-bearing debt securities. ļæYou are willing to forgo dividends or other benefits of owning the stocks included in the Index. ļæYou are willing to accept a limited or no market for sales prior to maturity, and understand that the market prices for the notes, if any, will be affected by various factors, including our actual and perceived creditworthiness, our internal funding rate and fees and charges on the notes. ļæYou are willing to assume our credit risk, as issuer of the notes, for all payments under the notes, including the Redemption Amount. |
ļæYou believe that the Index will decrease from the Starting Value to the Ending Value or that it will not increase sufficiently over the term of the notes to provide you with your desired return. ļæYou seek 100% principal repayment or preservation of capital. ļæYou seek interest payments or other current income on your investment. ļæYou want to receive dividends or other distributions paid on the stocks included in the Index. ļæYou seek an investment for which there will be a liquid secondary market. ļæYou are unwilling or are unable to take market risk on the notes or to take our credit risk as issuer of the notes. |
We urge you to consult your investment, legal, tax, accounting, and other advisors concerning an investment in the notes.
Leveraged Index RetuNotesĀ® TS-3
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Hypothetical Payout Profile and Examples of Payments at Maturity
The graph below is based on hypothetical numbers and values.
Leveraged Index RetuNotesĀ® |
This graph reflects the returns on the notes, based on a hypothetical Participation Rate of 106.00% (the midpoint of the Participation Rate range of [101.00% to 111.00%]) and the Threshold Value of 80.00% of the Starting Value. The green line reflects the returns on the notes, while the dotted gray line reflects the returns of a direct investment in the stocks included in the Index, excluding dividends. This graph has been prepared for purposes of illustration only. |
The following table and examples are for purposes of illustration only. They are based on hypothetical values and show hypothetical returns on the notes. They illustrate the calculation of the Redemption Amount and total rate of retubased on a hypothetical Starting Value of 100.00, a hypothetical Threshold Value of 80.00, a hypothetical Participation Rate of 106.00% and a range of hypothetical Ending Values. The actual amount you receive and the resulting total rate of retuwill depend on the actual Starting Value, Threshold Value, Participation Rate, Ending Value and whether you hold the notes to maturity. The following examples do not take into account any tax consequences from investing in the notes.
For recent actual levels of the Index, see "The Index" section below. The Index is a price retuindex and as such the Ending Value will not include any income generated by dividends paid on the stocks included in the Index, which you would otherwise be entitled to receive if you invested in those stocks directly. In addition, all payments on the notes are subject to issuer credit risk.
Ending Value |
Percentage Change from the Starting Value to the Ending Value |
Redemption Amount per Unit(1) |
Total Rate of Retuon the Notes |
0.00 |
-100.00% |
|
-80.00% |
25.00 |
-75.00% |
|
-55.00% |
50.00 |
-50.00% |
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-30.00% |
60.00 |
-40.00% |
|
-20.00% |
70.00 |
-30.00% |
|
-10.00% |
80.00(2) |
-20.00% |
|
0.00% |
90.00 |
-10.00% |
|
0.00% |
95.00 |
-5.00% |
|
0.00% |
100.00(3) |
0.00% |
|
0.00% |
110.00 |
10.00% |
|
10.60% |
120.00 |
20.00% |
|
21.20% |
130.00 |
30.00% |
|
31.80% |
140.00 |
40.00% |
|
42.40% |
150.00 |
50.00% |
|
53.00% |
(1)The Redemption Amount per unit is based on the hypothetical Participation Rate.
(2)This is the hypothetical Threshold Value.
(3)The hypothetical Starting Value of 100.00 used in these examples has been chosen for illustrative purposes only and does not represent a likely actual Starting Value of the Index.
Leveraged Index RetuNotesĀ® TS-4
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Redemption Amount Calculation Examples
Example 1 |
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The Ending Value is 60.00, or 60.00% of the Starting Value: |
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Starting Value: 100.00 |
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Threshold Value: 80.00 |
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Ending Value: 60.00 |
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= |
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Example 2 |
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The Ending Value is 90.00, or 90.00% of the Starting Value: |
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Starting Value: 100.00 |
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Threshold Value: 80.00 |
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Ending Value: 90.00 |
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Redemption Amount per unit = |
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Example 3 |
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The Ending Value is 110.00, or 110.00% of the Starting Value: |
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Starting Value: 100.00 |
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Ending Value: 110.00 |
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= |
Leveraged Index RetuNotesĀ® TS-5
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Risk Factors
There are important differences between the notes and a conventional debt security. An investment in the notes involves significant risks, including those listed below. You should carefully review the more detailed explanation of risks relating to the notes in the "Risk Factors" sections beginning on page PS-7 of product supplement EQUITY LIRN-1, page S-2 of the prospectus supplement, and page 8 of the prospectus identified above. We also urge you to consult your investment, legal, tax, accounting, and other advisors concerning an investment in the notes.
Structure-Related Risks
ļæDepending on the performance of the Index as measured shortly before the maturity date, your investment may result in a loss; there is no guaranteed retuof principal.
ļæYour retuon the notes may be less than the yield you could eaby owning a conventional fixed or floating rate debt security of comparable maturity.
ļæYour investment retumay be less than a comparable investment directly in the stocks included in the Index.
Market Measure-Related Risks
ļæThe Index sponsor may adjust the Index in a way that may adversely affect its level and your interests, and the Index sponsor has no obligation to consider your interests.
ļæYou will have no rights of a holder of the securities included in the Index, and you will not be entitled to receive securities or dividends or other distributions by the issuers of those securities.
ļæWhile we, MLPF&S, BofAS or our respective affiliates may from time to time own securities of companies included in the Index, none of us, MLPF&S, BofAS or our respective affiliates control any company included in the Index, and have not verified any disclosure made by any other company.
Valuation-and Market-Related Risks
ļæOur initial estimated value of the notes will be lower than the public offering price of the notes. Our initial estimated value of the notes is only an estimate. The public offering price of the notes will exceed our initial estimated value because it includes costs associated with selling and structuring the notes, as well as hedging our obligations under the notes with a third party, which may include BofAS or one of its affiliates. These costs include the underwriting discount and an expected hedging related charge, as further described in "Structuring the Notes" on page TS-12.
ļæOur initial estimated value of the notes does not represent future values of the notes and may differ from others' estimates. Our initial estimated value of the notes is determined by reference to our internal pricing models when the terms of the notes are set. These pricing models consider certain factors, such as our internal funding rate on the pricing date, the expected term of the notes, market conditions and other relevant factors existing at that time, and our assumptions about market parameters, which can include volatility, dividend rates, interest rates and other factors. Different pricing models and assumptions could provide valuations for the notes that are different from our initial estimated value. In addition, market conditions and other relevant factors in the future may change, and any of our assumptions may prove to be incorrect. On future dates, the market value of the notes could change significantly based on, among other things, the performance of the Index, changes in market conditions, our creditworthiness, interest rate movements and other relevant factors. 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. Our initial estimated value does not represent a minimum price at which we or any agents would be willing to buy your notes in any secondary market (if any exists) at any time.
ļæOur initial estimated value is not determined by reference to credit spreads or the borrowing rate we would pay for our conventional fixed-rate debt securities. The internal funding rate used in the determination of our initial estimated value of the notes generally represents a discount from the credit spreads for our conventional fixed-rate debt securities and the borrowing rate we would pay for our conventional fixed-rate debt securities. If we were to use the interest rate implied by the credit spreads for our conventional fixed-rate debt securities, or the borrowing rate we would pay for our conventional fixed-rate debt securities, we would expect the economic terms of the notes to be more favorable to you. Consequently, our use of an internal funding rate for the notes would have an adverse effect on the economic terms of the notes, the initial estimated value of the notes on the pricing date, and the price at which you may be able to sell the notes in any secondary market.
ļæA trading market is not expected to develop for the notes. None of us, MLPF&S or BofAS is obligated to make a market for, or to repurchase, the notes. There is no assurance that any party will be willing to purchase your notes at any price in any secondary market.
Conflict-Related Risks
ļæOur business, hedging and trading activities, and those of MLPF&S, BofAS and our and their respective affiliates (including trades in shares of companies included in the Index), and any hedging and trading activities we, MLPF&S, BofAS or our or their respective affiliates engage in for our clients' accounts, may affect the market value of, and retuon, the notes and may create conflicts of interest with you.
Leveraged Index RetuNotesĀ® TS-6
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
ļæThere may be potential conflicts of interest involving the calculation agent, which is BofAS. We have the right to appoint and remove the calculation agent.
ļæPayments on the notes are subject to our credit risk, and actual or perceived changes in our creditworthiness are expected to affect the value of the notes. If we become insolvent or are unable to pay our obligations, you may lose your entire investment.
Tax-Related Risks
ļæThe
ļæThe conclusion that no portion of the interest paid or credited or deemed to be paid or credited on a note will be "Participating Debt Interest" subject to Canadian withholding tax is based in part on the current published administrative position of the CRA. There cannot be any assurance that CRA's current published administrative practice will not be subject to change, including potential expansion in the current administrative interpretation of Participating Debt Interest subject to Canadian withholding tax. If, at any time, the interest paid or credited or deemed to be paid or credited on a note is subject to Canadian withholding tax, you will receive an amount that is less than the Redemption Amount. You should consult your own adviser as to the potential for such withholding and the potential for reduction or refund of part or all of such withholding, including under any bilateral Canadian tax treaty the benefits of which you may be entitled. For a discussion of the Canadian federal income tax consequences of investing in the notes, see "Summary of Canadian Federal Income Tax Consequences" below, "
Leveraged Index RetuNotesĀ® TS-7
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
The Index
All disclosures contained in this term sheet regarding the Index, including, without limitation, its make-up, method of calculation, and changes in its components, have been derived from publicly available sources, without independent verification. The information reflects the policies of, and is subject to change by,
TheDow Jones Industrial AverageĀ®
Publication of the Index
Unless otherwise stated, all information on the Index provided in this term sheet is derived from
The Index is maintained by an Averages Committee comprised of three representatives of
Unlike most other indices, which are reconstituted according to a fixed review schedule, constituents of the Index are reviewed on an as-needed basis. Changes to the common stocks included in the Index tend to be made infrequently, and the underlying stocks of the Index may be changed at any time.
The Index initially consisted of 12 common stocks and was first published in the WSJ in 1896. The Index was increased to include 20 common stocks in 1916 and to 30 common stocks in 1928. The number of common stocks in the Index has remained at 30 since 1928, and, in an effort to maintain continuity, the constituent corporations represented in the Index have been changed on a relatively infrequent basis.
Computation of the Index
The level of the Index is the sum of the primary exchange prices of each of the 30 component stocks included in the Index, divided by a divisor that is designed to provide a meaningful continuity in the level of the Index. Because the Index is price-weighted, stock splits or changes in the component stocks could result in distortions in the Index level. In order to prevent these distortions related to extrinsic factors, the divisor is periodically changed in accordance with a mathematical formula that reflects adjusted proportions within the Index. The current divisor of the Index is published daily in the WSJ and other publications. In addition, other statistics based on the Index may be found in a variety of publicly available sources.
Leveraged Index RetuNotesĀ® TS-8
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Historical Data
The following graph shows the daily historical performance of the Index in the period from
Historical Performance of the Index
This historical data on the Index is not necessarily indicative of the future performance of the Index or what the value of the notes may be. Any historical upward or downward trend in the level of the Index during any period set forth above is not an indication that the level of the Index is more or less likely to increase or decrease at any time over the term of the notes.
Before investing in the notes, you should consult publicly available sources for the levels of the Index.
License Agreement
S&PĀ® is a registered trademark of
The notes are not sponsored, endorsed, sold or promoted by
S&P DOW JONES INDICES DO NOT GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKE NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY US, MLPF&S, BOFAS, HOLDERS OF THE NOTES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE INDEX OR WITH
Leveraged Index RetuNotesĀ® TS-9
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. THERE ARE NO THIRD PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND US, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.
Leveraged Index RetuNotesĀ® TS-10
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Supplement to the Plan of Distribution
Under our distribution agreement with BofAS, BofAS will purchase the notes from us as principal at the public offering price indicated on the cover of this term sheet, less the indicated underwriting discount.
MLPF&S will purchase the notes from BofAS for resale, and will receive a selling concession in connection with the sale of the notes in an amount up to the full amount of the underwriting discount set forth on the cover of this term sheet.
We will pay a fee to
We may deliver the notes against payment therefor in
The notes will not be listed on any securities exchange. In the original offering of the notes, the notes will be sold in minimum investment amounts of 100 units. If you place an order to purchase the notes, you are consenting to MLPF&S and/or one of its affiliates acting as a principal in effecting the transaction for your account.
MLPF&S and BofAS may repurchase and resell the notes, with repurchases and resales being made at prices related to then-prevailing market prices or at negotiated prices, and these prices will include MLPF&S's and BofAS's trading commissions and mark-ups or mark-downs. MLPF&S and BofAS may act as principal or agent in these market-making transactions; however, neither is obligated to engage in any such transactions. At their discretion, for a short, undetermined initial period after the issuance of the notes, MLPF&S and BofAS may offer to buy the notes in the secondary market at a price that may exceed the initial estimated value of the notes. Any price offered by MLPF&S or BofAS for the notes will be based on then-prevailing market conditions and other considerations, including the performance of the Index and the remaining term of the notes. However, none of us, MLPF&S, BofAS or any of our respective affiliates is obligated to purchase your notes at any price or at any time, and we cannot assure you that we, MLPF&S, BofAS or any of our respective affiliates will purchase your notes at a price that equals or exceeds the initial estimated value of the notes.
The value of the notes shown on your account statement produced by MLPF&S will be based on BofAS's estimate of the value of the notes if BofAS or another of its 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 BofAS may pay for the notes in light of then-prevailing market conditions, and other considerations, as mentioned above, and will include transaction costs. At certain times, this price may be higher than or lower than the initial estimated value of the notes.
The distribution of the Note Prospectus in connection with these offers or sales will be solely for the purpose of providing investors with the description of the terms of the notes that was made available to investors in connection with their initial offering. Secondary market investors should not, and will not be authorized to, rely on the Note Prospectus for information regarding BNS or for any purpose other than that described in the immediately preceding sentence.
An investor's household, as referenced on the cover of this term sheet, will generally include accounts held by any of the following, as determined by MLPF&S in its discretion and acting in good faith based upon information then available to MLPF&S:
āthe investor's spouse (including a domestic partner), siblings, parents, grandparents, spouse's parents, children and grandchildren, but excluding accounts held by aunts, uncles, cousins, nieces, nephews or any other family relationship not directly above or below the individual investor;
āa family investment vehicle, including foundations, limited partnerships and personal holding companies, but only if the beneficial owners of the vehicle consist solely of the investor or members of the investor's household as described above; and
āa trust where the grantors and/or beneficiaries of the trust consist solely of the investor or members of the investor's household as described above; provided that, purchases of the notes by a trust generally cannot be aggregated together with any purchases made by a trustee's personal account.
Purchases in retirement accounts will not be considered part of the same household as an individual investor's personal or other non-retirement account, except for individual retirement accounts ("IRAs"), simplified employee pension plans ("SEPs"), savings incentive match plan for employees ("SIMPLEs"), and single-participant or owners only accounts (i.e., retirement accounts held by self-employed individuals, business owners or partners with no employees other than their spouses).
Please contact your Merrill financial advisor if you have any questions about the application of these provisions to your specific circumstances or think you are eligible.
Leveraged Index RetuNotesĀ® TS-11
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Structuring the Notes
The notes are our unsecured senior debt securities, the retuon which is linked to the performance of the Index. As is the case for all of our debt securities, including our market-linked notes, the economic terms of the notes reflect our actual or perceived creditworthiness at the time of pricing. The internal funding rate we use in pricing the market-linked note is typically lower than the rate we would pay when we issue conventional fixed-rate debt securities of comparable maturity. This generally relatively lower internal funding rate, which is reflected in the economic terms of the notes, along with the fees and charges associated with market-linked notes, typically results in the initial estimated value of the notes on the pricing date being less than their public offering price.
At maturity, we are required to pay the Redemption Amount to holders of the notes, which will be calculated based on the performance of the Index and the
BofAS has advised us that the hedging arrangements will include a hedging related charge of approximately
For further information, see "Risk Factors - Conflict-Related Risks" beginning on page PS-18 and "Use of Proceeds and Hedging" on page PS-22 of product supplement EQUITY LIRN-1.
Leveraged Index RetuNotesĀ® TS-12
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
Summary of Canadian Federal Income Tax Consequences
See "Supplemental Discussion of Canadian Federal Income Tax Consequences" in product supplement EQUITY LIRN-1. In addition to the assumptions, limitations and conditions described therein, such discussion assumes that no amount paid or payable to a Non-Resident Holder will be the deduction component of a "hybrid mismatch arrangement" under which the payment arises within the meaning of paragraph 18.4(3)(b) of the Act.
Summary of
The following is a general description of certain
No statutory, regulatory, judicial or administrative authority directly discusses how the notes should be treated for
Pursuant to the terms of the notes, BNS and you agree, in the absence of a statutory or regulatory change or an administrative determination or judicial ruling to the contrary, to characterize your notes as prepaid derivative contracts with respect to the Index. If your notes are so treated, you should generally recognize long-term capital gain or loss if you hold your notes for more than one year (and, otherwise, short-term capital gain or loss) upon the taxable disposition (including cash settlement) of your notes in an amount equal to the difference between the amount you receive at such time and the amount you paid for your notes. The deductibility of capital losses is subject to limitations.
Based on certain factual representations received from us, our special
Notice 2008-2. In 2007, the
Proposed Legislation. In 2007, legislation was introduced in
Furthermore, in 2013 the
It is impossible to predict what any such legislation or administrative or regulatory guidance might provide, and whether the effective date of any legislation or guidance will affect securities that were issued before the date that such legislation or guidance is issued. You are urged to consult your tax advisor as to the possibility that any legislative or administrative action may adversely affect the tax treatment of your notes.
Medicare Tax on Net Investment Income.
Leveraged Index RetuNotesĀ® TS-13
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
determined in a different manner than the regular income tax.
Specified Foreign Financial Assets.
Backup Withholding and Information Reporting. The proceeds received from a taxable disposition of the notes will be subject to information reporting unless you are an "exempt recipient" and may also be subject to backup withholding at the rate specified in the Code if you fail to provide certain identifying information (such as an accurate taxpayer number, if you are a
Amounts withheld under the backup withholding rules are not additional taxes and may be refunded or credited against your
Non-
Section 897. We will not attempt to ascertain whether the issuer of any security included in the Index would be treated as a "
Section 871(m). A 30% withholding tax (which may be reduced by an applicable income tax treaty) is imposed under Section 871(m) of the Code on certain "dividend equivalents" paid or deemed paid to a non-
Based on the nature of the Index and our determination that the notes are not "delta-one" with respect to the Index or any
Nevertheless, after the date the terms are set, it is possible that your notes could be deemed to be reissued for tax purposes upon the occurrence of certain events affecting the Index, any
Because of the uncertainty regarding the application of the 30% withholding tax on dividend equivalents to the notes, you are urged to consult your tax advisor regarding the potential application of Section 871(m) of the Code and the 30% withholding tax to an investment in the notes.
FATCA. The Foreign Account Tax Compliance Act ("FATCA") was enacted on
Leveraged Index RetuNotesĀ® TS-14
Leveraged Index RetuNotesĀ® Linked to the Dow Jones Industrial AverageĀ® due December, 2030 |
which can produce
Pursuant to final and temporary
Investors should consult their own advisors about the application of FATCA, in particular if they may be classified as financial institutions (or if they hold their notes through a foreign entity) under the FATCA rules.
Both
Where You Can Find More Information
We have filed a registration statement (including a product supplement, a prospectus supplement and a prospectus) with the
"Leveraged Index RetuNotesĀ®" and "LIRNsĀ®" are registered service marks of Bank of America Corporation, the parent company of MLPF&S and BofAS.
Leveraged Index RetuNotesĀ® TS-15
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