BNS Gold Miners Autocallable Plus Notes, Series 1

Transcription

1 BNS Gold Miners Autocallable Plus tes, Series 1 Principal at Risk tes Due May 19, 2020 April 25, 2017 A Bank of va Scotia short form base shelf prospectus dated October 31, 2016, a prospectus supplement thereto dated vember 4, 2016 and amended and restated pricing supplement. 449 thereto dated April 25, 2017 (together, the Prospectus ) have been filed with the securities regulatory authorities in each of the provinces and territories of Canada. A copy of the Prospectus, and any amendments or supplements thereto that have been filed is required to be delivered with this document. The Prospectus, and any amendments or supplements thereto, contains important information relating to the securities described in this document. This document does not provide full disclosure of all material facts relating to the securities offered and investors should read the Prospectus, and any amendments or supplements thereto, for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision. A copy of the short form base shelf prospectus, the prospectus supplement and the amended and restated pricing supplement can also be obtained at Unless the context otherwise requires, terms not otherwise defined herein will have the meaning ascribed thereto in the Prospectus. GRAPHICAL DESCRIPTION OF RETURN PROFILE FOR THE NOTES Yes Autocall - Amount equal to the Initial Unit Price? $ $12.00 per te % of amount, if any, by which Price Return exceeds 12.00% Yes Autocall - Amount equal to the applicable Autocall Price? $ $4.50 per te Yes Autocall - Amount equal to the applicable Autocall Price? $ $24.00 per te % of amount, if any, by which Price Return exceeds 24.00% Final Yes Amount equal to the applicable Autocall Price? Is the Final Unit Price greater than the Barrier Price? Yes $ $36.00 per te % of amount, if any, by which Price Return exceeds 36.00% Amount INVESTMENT HIGHLIGHTS Issuer: The Bank of va Scotia Reference ETF*: ishares S&P/TSX Global Gold Index ETF Potential Return: If the tes are called on the and the Price Return is negative, the Fixed Return (and annualized return) equals 4.50%. If the tes are called on the and the Price Return is positive, the Fixed Return (and annualized return) equals 12.00%. The Fixed Return for the, and the Final is, 24.00%, 36.00%, respectively. The Fixed Return for the and the Final is equivalent to an annualized return of 11.36%, and 10.79%, respectively. If the Price Return is positive, investors may also receive an additional return of 5.00% of the amount, if any, by which the Price Return exceeds the Fixed Return on the applicable. s: May 14, 2018, May 14, 2019 (each an "Autocall "), and May 12, 2020 (the "Final ") Barrier Protection: The tes provide contingent downside protection at maturity if the Final Unit Price is above the Barrier Price (60.00% of the Initial Unit Price) on the Final. If the Final Unit Price is below or equal to the Barrier Price on the Final, an investor in the tes will be fully exposed to any negative price performance of the Reference Unit, meaning that substantially all such investor s investment may be lost (subject to a minimum principal repayment of $1.00 per te). $ per te Investors receive initial investment reduced by the Price Return (minimum principal repayment of $1.00 per te) * The price of the Reference Unit reflects only the price appreciation or depreciation of the securities of the companies comprising the Reference ETF and does not reflect the payment of dividends, distributions or other income or amounts on such securities. The annual distribution yield on the Reference Unit as of March 31, 2017, was 0.04%, representing an aggregate distribution yield of approximately 0.12% annually compounded over the approximately 3-year term of the tes on the assumption that the distributions paid on the Reference Unit remain constant. FundSERV Available Until Issue Date Maturity Date Min. Investment (if not called) SSP1251 May 11, 2017 May 18, 2017 May 19, 2020 CAD $5,000 CONTACT INFORMATION Western Canada Ontario & Eastern Canada Quebec National Todd Thal: Chris Janson: Todd Chalmers: Evelyn Kamiliotis: Stephanie Kirin: Toll Free: The information above must be read in conjunction with the Prospectus.

2 KEY TERMS Issuer: Principal Issue Date: CUSIP: FundSERV Code: Maturity Date: Autocall: Minimum Investment: Reference Unit: The Bank of va Scotia (the Bank ) $ per te. The tes will be issued on or about May 18, 2017, or such other date as may be agreed between the Bank and Scotia Capital Inc. and Laurentian Bank Securities Inc UK7 SSP1251 May 19, 2020 (approximately a 3 year term), subject to the tes being automatically called by the Bank. The tes will be automatically called (i.e., redeemed) by the Bank and a Variable Return will be paid to investors if the Closing Unit Price on any Autocall is greater than or equal to the applicable Autocall Price. The tes cannot be automatically called prior to May 18, If the Closing Unit Price on any Autocall is not greater than or equal to the applicable Autocall Price, the tes will not be automatically called by the Bank and the Variable Return will not be paid to investors. $5,000 (50 tes) The tes will provide exposure to the price performance of the units of the ishares S&P/TSX Global Gold Index ETF. The Reference ETF is an exchange-traded fund that seeks to provide long-term capital growth by replicating, to the extent possible, the performance of the S&P/TSX Global Gold Index (the Underlying Index ), net of expenses. The Underlying Index is comprised of the constituents of the S&P/TSX Global Mining Index under GICS code , which includes producers of gold and related products. The Reference Unit is listed on the Toronto Stock Exchange (TSX) under the symbol XGD. Initial : May 18, 2017 s: Price Return: Closing Unit Price: Initial Unit Price: The tes do not represent an interest in the Reference Unit or the Reference ETF and investors will have no right or entitlement to the Reference Unit or the Reference ETF including any dividends, distributions or other income or amounts paid on it. The price of the Reference Unit reflects only the price appreciation or depreciation of the Reference Unit and does not reflect the payment of dividends, distributions or other income or amounts on the Reference Unit. The annual distribution yield on the Reference Unit as of March 31, 2017 was 0.04%, representing an aggregate distribution yield of approximately 0.12% annually compounded over the approximately 3 year term of the tes on the assumption that the distributions paid on the Reference Unit remain constant. There is no requirement for the Bank to hold any interest in the Reference Unit or the Reference ETF. The Closing Unit Price will be observed on May 14, 2018, May 14, 2019 (each an "Autocall "), and May 12, 2020 (the "Final Valuation Date"), provided, in each case, that if such day is not an Exchange Business Day then the Autocall or the Final, as the case may be, will be the immediately preceding Exchange Business Day, subject to the occurrence of a Market Disruption Event and an Extraordinary Event. Investors of record on the applicable Record Date will be entitled to an amount payable on the tes if they are automatically called by the Bank or at maturity as calculated by the Calculation Agent in accordance with the applicable formula below: If the Closing Unit Price on an Autocall or the Final is greater than or equal to the applicable Autocall Price, the Amount will equal: Principal Amount + Variable Return If the Price Return on the Final is less than 0.00% and the Final Unit Price is greater than the Barrier Price on the Final, the Amount will equal: Principal Amount If the Final Unit Price is equal to or less than the Barrier Price on the Final, the Amount will equal: Principal Amount + (Principal Amount x Price Return) The Amount may be substantially less than the Principal Amount invested by an investor. The Amount will be subject to a minimum principal repayment of $1.00 per te. (Final Unit Price Initial Unit Price) /Initial Unit Price The official closing price of the Reference Unit on a given day as calculated and announced by the Exchange on an Exchange Business Day. The Closing Unit Price on the Initial, provided that if the Initial is not an Exchange Business Day, the Initial Unit Price will be determined as of the first succeeding day that is an Exchange Business Day. Final Unit Price: Barrier Price: Autocall Price: Variable Return: Listing and Secondary Market: The Closing Unit Price on an Autocall or the Final, as the case may be % of the Initial Unit Price % of the Initial Unit Price on the and % of the Initial Unit Price on the and the Final. The Variable Return, if any, applicable to the will vary depending on the Price Return and will be calculated using the following formula: Principal Amount x (Fixed Return + Additional Return) Price Return > % and < 0.00% > 0.00% Fixed Return 4.50% 12.00% Additional Return (if Price Return > Fixed Return), if any ne (Price Return less 12.00%) x 5.00% The Fixed Return for the is equivalent to an annualized return of 4.50% or 12.00%, as applicable. The Variable Return, if any, applicable to each respective following the will be calculated using the following formula: Principal Amount x (Fixed Return + Additional Return) Final Fixed Return 24.00% 36.00% Additional Return (if Price Return > Fixed Return), if any (Price Return less 24.00%) x 5.00% (Price Return less 36.00%) x 5.00% Investors should note that the increase in the Fixed Return varies between years during the term of the tes. The Fixed Return for the and the Final is equivalent to an annualized return of 11.36%, and 10.79%, respectively. The tes will not be listed on any exchange or marketplace. Scotia Capital Inc. will use reasonable efforts under normal market conditions to provide a daily secondary market for the sale of the tes but reserves the right to elect not to do so, in its sole and absolute discretion, without prior notice to investors. Early Trading Charge: If Sold Within Early Trading Charge (% of Principal Amount) 0-90 days days 3.50% 1.50%

3 Thereafter Nil Eligibility for Investment: Fees and Expenses: RRSPs, RRIFs, RESPs, RDSPs, DPSPs and TFSAs A selling concession fee of $2.00 per te sold (or 2.00% of the Principal Amount) is payable to the Investment Dealers for further payment to representatives, including representatives employed by the Investment Dealers whose clients purchase the tes. In addition, a fee of up to $0.15 per te sold (or up to 0.15% of the Principal Amount) will be payable directly by the Bank to Laurentian Bank Securities Inc. for acting as independent agent. The payment of these fees will not reduce the amount on which the Amount payable on the tes is calculated. The return on the Reference Unit and on the tes will be affected by the management expense ratio (the MER ), which reflects the ongoing costs of the Reference ETF, including the annual management fee payable by the Reference ETF to the ETF Advisor, and transaction costs of the Reference ETF, including brokerage commissions payable on the purchase and sales of the securities held by the Reference ETF. The MER as at March 31, 2017 represented 0.61% of the Reference ETF s net asset value.

4 HYPOTHETICAL EXAMPLES Values for hypothetical calculations: Initial Unit Price: $13.23 Barrier Price: 60.00% of the Initial Unit Price = 60.00% x $13.23 = $7.94 Price: 90.00% of the Initial Unit Price = 90.00% x $13.23 = $ and Final Autocall Price: % of the Initial Unit Price = % x $13.23 = $13.23 Example One Scenario: The tes are not automatically called as the Closing Unit Price on each Autocall is less than the applicable Autocall Price and the Final Unit Price is equal to or less than the Barrier Price on the Final. Final Closing Unit Price: $11.24 $11.38 $6.65 (Final Unit Price) Price Return: % (Actual) % (Actual) % (Actual) $50.26 per te In this example, an investor would receive the Amount of $50.26 per te, which is equivalent to a compound annual return of approximately % on the tes. Example Two Scenario: The tes are not automatically called as the Closing Unit Price on each Autocall is less than the applicable Autocall Price and the Price Return on the Final is less than 0.00% but the Final Unit Price is greater than the Barrier Price on the Final. Final Closing Unit Price: $11.24 $11.38 $11.81 (Final Unit Price) Price Return: % (Actual) % (Actual) % (Actual) $ per te In this example, an investor would receive the Amount of $ per te, which is equivalent to a compound annual return of 0.00% on the tes. Example Three Scenario: The tes are not automatically called on an Autocall as the Closing Unit Price on each Autocall is less than the applicable Autocall Price. The Final Unit Price on the Final is greater than or equal to the Autocall Price but no Additional Return is paid because the Price Return is less than or equal to the Fixed Return. Final Closing Unit Price: $11.24 $11.38 $13.51 (Final Unit Price) Price Return: % (Actual) % (Actual) 2.12% (Actual) $ per te In this example, an investor would receive the Amount of $ per te, which is equivalent to a compound annual return of approximately 10.79% on the tes.

5 HYPOTHETICAL EXAMPLES Example Four Scenario: The tes are not automatically called in The tes are automatically called in 2019 as the Closing Unit Price on the is greater than or equal to the applicable Autocall Price and an Additional Return is paid because the Price Return is greater than the Fixed Return. Closing Unit Price: $11.24 $17.10 (Autocall) Price Return: % (Actual) 29.25% (Actual) Final $ per te In this example, an investor would receive the Amount of $ per te, which is equivalent to a compound annual return of approximately 11.47% on the tes. Example Five Scenario: The tes are automatically called in 2018 as the Closing Unit Price on the is greater than or equal to the applicable Autocall Price, but less than the Initial Unit Price but no Additional Return is paid because the Price Return is less than or equal to the Fixed Return. Closing Unit Price: $12.17 (Autocall) Final Price Return: -8.01% (Actual) $ per te In this example, an investor would receive the Amount of $ per te, which is equivalent to a compound annual return of 4.50% on the tes. Example Six Scenario: The tes are automatically called in 2018 as the Closing Unit Price on the is greater than or equal to the Autocall Price but less than the Initial Unit Price, but no Additional Return is paid because the Price Return is less than or equal to the Fixed Return. Closing Unit Price: $14.02 (Autocall) Final Price Return: 5.97% (Actual) $ per te In this example, an investor would receive the Amount of $ per te, which is equivalent to a compound annual return of 12.00% on the tes. These examples are for illustrative purposes only and should not be construed as an estimate or forecast of the performance of the Reference Unit or the return that an investor might realize on the tes. The Price Return will be calculated based on the price return of the Reference Unit, which will not reflect the value of any dividends, distributions or other income or amounts accruing on the Reference Unit. All dollar amounts are rounded to the nearest whole cent.

6 DISCLAIMER securities regulatory authority has in any way passed upon the merits of securities referred to herein and any representation to the contrary is an offence. The tes are not principal protected (subject to a minimum principal repayment of $1.00 per te) and an investor may receive less than the original principal amount at maturity. A person should reach a decision to invest in the tes only after carefully considering, with his or her investment, legal, accounting, tax and other advisors, the suitability of the tes in light of his or her investment objectives and the information set out in the Prospectus. The Bank, the Calculation Agent, Scotia Capital Inc. and Laurentian Bank Securities Inc. make no recommendation as to the suitability of the tes for investment by any particular person. The tes have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the 1933 Act ), or any State securities laws and, subject to certain exceptions, may not be offered for sale, sold or delivered, directly or indirectly, in the United States, its territories or possessions or to or for the account or benefit of U.S. persons within the meaning of Regulation S under the 1933 Act. In addition, the tes may not be offered or sold to residents of any jurisdiction or country in Europe. Scotiabank, Scotiabank Global Banking and Markets, Scotia Capital Inc. and the flying S logo are registered trademarks of The Bank of va Scotia. Amounts paid to holders of tes will depend on the performance of the underlying interests. Unless otherwise specified in the Prospectus, the Bank does not guarantee that any of the principal amount of tes will be paid at maturity or that any return will be paid on tes (subject to a minimum principal repayment of $1.00 per te). Purchasers could lose substantially all of their investment in the tes (subject to a minimum principal repayment of $1.00 per te). tes are not appropriate investments for persons who do not understand the risks associated with structured products or derivatives. A purchaser of tes will be exposed to fluctuations and changes in the price of the Reference Unit to which the tes are linked. The price of the Reference Unit may be volatile and an investment linked to Reference Units may also be volatile. Purchasers should read carefully the Risk Factors sections in the Prospectus. The tes will not constitute deposits under the Canada Deposit Insurance Corporation Act. The tes have not been rated and will not be insured by the Canada Deposit Insurance Corporation or any other entity and therefore the payments to investors will be dependent upon the financial health and creditworthiness of the Bank. Scotia Capital Inc. is a wholly owned subsidiary of the Bank. Consequently, the Bank is a related and connected issuer of Scotia Capital Inc. within the meaning of applicable securities legislation. See Plan of Distribution in the Prospectus. The information contained herein, while obtained from sources believed to be reliable, is not guaranteed as to its accuracy or completeness. ETF ADVISOR The tes are not in any way sponsored, endorsed, sold or promoted by the Reference ETF or the ETF Advisor. The ETF Advisor is not responsible for, nor has it participated in the determination of, the structuring, timing, pricing or number of tes to be issued. Neither the Reference ETF nor the ETF Advisor has any statutory liability with respect to the accuracy or completeness of any of the information contained in this amended and restated pricing supplement nor does the Reference ETF or the ETF Advisor have any obligation or liability in connection with the administration, marketing or trading of the tes. Investing in the tes is not equivalent to investing in the Reference Unit, the Reference ETF or the securities held by the Reference ETF. The issuance of the tes is not a financing for the benefit of the Reference ETF, the ETF Advisor or any of their respective insiders. Neither the Reference ETF nor the ETF Advisor will receive any proceeds from the offering and sale of the tes. Neither the Reference ETF nor the ETF Advisor participated in the preparation of this amended and restated pricing supplement, takes any responsibility or assumes any liability with respect to the accuracy or completeness of any information contained herein nor makes any representation regarding the advisability of purchasing the tes.