BNS Canadian Banks Autocallable tes, Series 56F Principal at Risk tes Due December 21, 2022 vember 29, 2017 A Bank of va Scotia short form base shelf prospectus dated October 31, 2016, a prospectus supplement thereto dated vember 4, 2016 and pricing supplement. 622 thereto dated vember 29, 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 pricing supplement can also be obtained at www.sedar.com. 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 INVESTMENT HIGHLIGHTS NOTES Autocall - Issuer: The Bank of va Scotia Yes Yes Yes Yes $100.00 + $9.00 per te + 5.00% of exceeds 9.00% Autocall - $100.00 + $18.00 per te + 5.00% of exceeds 18.00% Autocall - $100.00 + $27.00 per te + 5.00% of exceeds 27.00% Autocall - $100.00 + $36.00 per te + 5.00% of exceeds 36.00% Final Yes Is the Final Portfolio Price greater than or equal to the Autocall Price? Is the Final Portfolio Price greater than the Barrier Price? Investor receives initial investment reduced by the Price Return (minimum principal repayment of $1.00 per te) Yes $100.00 + $45.00 per te + 5.00% of exceeds 45.00% $100.00 per te Reference Portfolio*: A notional portfolio consisting of the common shares (the Reference Shares ) of six Canadian banks (the Reference Companies ), equally dollar weighted at the Issue. Reference Companies: Bank of Montreal (TSX: BMO), Canadian Imperial Bank of Commerce (TSX: CM), National Bank of Canada (TSX: NA), Royal Bank of Canada (TSX: RY), The Bank of va Scotia (TSX: BNS) and The Toronto-Dominion Bank (TSX: TD). Potential Return: The Fixed Return for the 2018 Autocall,,, Valuation and the Final is 9.00%, 18.00%, 27.00%, 36.00% and 45.00%, respectively. The Fixed Return is equivalent to an annualized return of 9.00%, 8.63%, 8.29%, 7.99%, and 7.71%, respectively. 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 Valuation. s: December 17, 2018, December 17, 2019, December 15, 2020, December 15, 2021 (each an "Autocall "), and December 15, 2022 (the "Final ") Barrier Protection: The tes provide contingent principal protection at maturity if the Final Portfolio Price on the Final is less than the Autocall Price and above the Barrier Price (75.00% of the Initial Portfolio Price). If the Final Portfolio Price on the Final is below or equal to the Barrier Price, an investor in the tes will be fully exposed to any negative price performance of the Reference Portfolio, meaning that substantially all such investor s investment may be lost (subject to a minimum principal repayment of $1.00 per te). * The Closing Share Prices of the Reference Shares reflects only the price appreciation or depreciation of the Reference Shares of the Reference Companies comprising the Reference Portfolio and does not reflect the payment or accrual of dividends, distributions or other income or amounts on such Reference Shares. The average annual dividend yield on the Reference Shares as of October 31, 2017, was 3.67%, representing an aggregate dividend yield of approximately 19.75% annually compounded over the term of the tes on the assumption that the dividends paid on the Reference Shares of the Reference Companies remain constant. Fundserv Available Until Issue Maturity Min. Investment (if not called) SSP1415 December 14, 2017 December 21, 2017 December 21, 2022 $5,000 CONTACT INFORMATION www.investorsolutions.gbm.scotiabank.com Western Canada Ontario & Eastern Canada Quebec National Todd Thal: 604-606-3830 Chris Janson: 416-866-5442 Todd Chalmers: 416-945-4803 Evelyn Kamiliotis: 416-945-4408 Stephanie Kirin: 416-862-3928 Toll Free: 1-866-416-7891 The information above must be read in conjunction with the Prospectus.
KEY TERMS Issuer: Principal Issue : CUSIP: Fundserv Code: Maturity : Autocall: The Bank of va Scotia (the Bank ) $100.00 per te. The tes will be issued on or about December 21, 2017, or such other date as may be agreed between the Bank and Scotia Capital Inc. and Desjardins Securities Inc. 064151L84 SSP1415 December 21, 2022 (approximately a 5 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 Portfolio Price on any Autocall is greater than or equal to the Autocall Price. The tes cannot be automatically called prior to December 21, 2018. If the Closing Portfolio Price on any Autocall is not greater than or equal to the Autocall Price, the tes will not be automatically called by the Bank and the Variable Return will not be paid to investors. Autocall Price: 100.00% of the Initial Portfolio Price Minimum Investment: $5,000 (50 tes) Reference Portfolio, Reference Shares and Weighting: Whether there is a return on the tes through the Variable Return and whether the Principal is returned at maturity is based on the price performance of the Reference Portfolio consisting of the Reference Shares of the Reference Companies, equally dollar weighted at the Issue. The composition of the Reference Portfolio is subject to adjustment for a Reference Share that may be made upon the occurrence of a Special Circumstance, Merger Event, Tender Offer, Substitution Event or an Extraordinary Event. See Special Circumstance and Extraordinary Event in the pricing supplement. The Reference Companies that will comprise the Reference Portfolio and the current trading symbols of the Reference Shares on the relevant stock exchange and the weighting of the Reference Shares of each of the Reference Companies in the Reference Portfolio on the Issue are as follows: Company Trading Symbol Stock Exchange Reference Share Weights on the Issue Bank of Montreal BMO TSX 16.67% Canadian Imperial Bank of Commerce CM TSX 16.67% National Bank of Canada NA TSX 16.67% Royal Bank of Canada RY TSX 16.67% The Bank of va Scotia BNS TSX 16.67% The Toronto-Dominion Bank TD TSX 16.67% The composition of the Reference Portfolio will not be adjusted during the term of the tes to maintain the dollar-weighting of the Reference Shares as at the Issue. The tes do not represent an interest in the Reference Shares directly and holders will have no right or entitlement to such securities including any dividends, distributions or other income or amounts accruing or paid on them. The Price Return reflects only the price appreciation or depreciation of the Reference Portfolio and does not reflect the payment of dividends, distributions or other income or amounts on the Reference Shares. The average annual dividend yield of the Reference Portfolio as of October 31, 2017 was 3.67%, representing an aggregate dividend yield of approximately 19.75% annually compounded over the approximately 5 year term of the tes on the assumption that the dividends paid on the Reference Shares remain constant. There is no requirement for the Bank to hold any interest in the Reference Shares or the Reference Companies. Initial : December 21, 2017 s: The Closing Portfolio Price will be observed on December 17, 2018, December 17, 2019, December 15, 2020, December 15, 2021 (each an "Autocall "), and December 15, 2022 (the "Final "), 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 Special Circumstance. Holders of record on the applicable Record will be entitled to an amount payable on the tes if they are automatically called by the Bank or at maturity (in each case, the ) as calculated by the Calculation Agent in accordance with the applicable formula below: If the Closing Portfolio Price on an Autocall or the Final is greater than or equal to the Autocall Price, the will equal: Principal + Variable Return If the Final Portfolio Price on the Final is less than the Autocall Price, but greater than the Barrier Price, the Maturity Redemption will equal: Principal If the Final Portfolio Price on the Final is equal to or less than the Barrier Price, the will equal: Principal + (Principal x Price Return) Share Return: The will be substantially less than the Principal invested by an investor if the Final Portfolio Price on the Final is equal to or less than the Barrier Price. The will be subject to a minimum principal repayment of $1.00 per te. The return on the tes will not reflect the total return that an investor would receive if such investor owned the Reference Shares of the Reference Companies. Means the average of the Share Returns (each of which can be positive or negative) of the Reference Shares of the Reference Companies, expressed as a percentage. A Share Return for each Reference Share on a given day will be an amount expressed as a percentage calculated by the Calculation Agent in accordance with the following formula: (Closing Share Price Initial Share Price) / Initial Share Price There is no minimum Share Return for any Reference Share. If such Share Return is negative, there is no floor for the Reference Share s negative contribution to the Price Return of the Reference Shares in the Reference Portfolio. Closing Share Price: The official closing price or value of the applicable Reference Share on a given day as calculated and announced by the Exchange on an Exchange Business Day. Initial Share Price: The Closing Share Price on the Initial, provided that if the Initial is not an Exchange Business Day, the Initial Share Price will be determined as of the first succeeding day that is an Exchange Business Day. Final Share Price: The Closing Share Price on an Autocall or the Final, as the case may be. Closing Portfolio Means one plus the sum of the weighted average of the Share Returns of each of the Reference Shares of the Reference Companies as calculated by Price: the Calculation Agent on a given day, multiplied by $100.00. Initial Portfolio Price: Means $100.00 Final Portfolio Price: Means the Closing Portfolio Price on an Autocall or the Final, as the case may be. Barrier Price: 75.00% of the Initial Portfolio Price.
Variable Return: Listing and Secondary Market: Eligibility for Investment: Fees and Expenses: The Variable Return, if any, applicable to each respective will be calculated using the following formula: Principal x (Fixed Return + Additional Return) Final Fixed Return 9.00% 18.00% 27.00% 36.00% 45.00% Additional Return, if any (if Price Return > Fixed Return) (Price Return less 9.00%) x 5.00% (Price Return less 18.00%) x 5.00% (Price Return less 27.00%) x 5.00% (Price Return less 36.00%) x 5.00% (Price Return less 45.00%) x 5.00% The Fixed Return for the, the, the, the and the Final is equal to an annualized return of 9.00%, 8.63%, 8.29%, 7.99% and 7.71%, 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 at any time in the future, in its sole and absolute discretion, without prior notice to investors. Eligible for RRSPs, RRIFs, RESPs, RDSPs, DPSPs and TFSAs There is no selling concession fee payable to the Investment Dealers in respect of the tes. A fee of up to $0.15 per te sold (or up to 0.15% of the Principal ) will be payable directly by the Bank to Desjardins Securities Inc. at closing for acting as an independent agent. The payment of these fees will not reduce the amount on which the payable on the tes is calculated
HYPOTHETICAL EXAMPLES The following examples show how the Price Return and would be calculated based on certain hypothetical values and assumptions set out below. These examples are for illustrative purposes only and should not be construed as an estimate or forecast of the performance of the Reference Portfolio or the return that an investor might realize on the tes. The Price Return will be calculated based on the price performance of the Reference Shares, which will not reflect the value of any dividends, distributions or other income or amounts accruing or paid on the Reference Shares. Certain dollar amounts are rounded to the nearest whole cent. Values for hypothetical calculations: Initial Portfolio Price: $100.00 Barrier Price: 75.00% of the Initial Portfolio Price = 75.00% x $100.00= $75.00 Autocall Price: 100.00% of the Initial Portfolio Price = 100.00% x $100.00= $100.00 Example #1 - The tes are not automatically called as the Closing Portfolio Price on each Autocall is less than the Autocall Price. The Final Portfolio Price on the Final is equal to or less than the Barrier Price and no Variable Return is payable. Closing Portfolio Price: $50.33 (Final $94.95 $85.99 $85.00 $83.00 Portfolio Price) -5.05% (actual) -14.01% (actual) -15.00% (actual) -17.00% (actual) -49.67% (actual) $50.33 per te Since the Final Portfolio Price ($50.33) on the Final is less than the Barrier Price ($75.00), the is calculated as follows: Principal + (Principal x Price Return) $100.00 + ($100.00 x -49.67%) = $50.33 per te In this example, since the Final Portfolio Price on the Final is below the Autocall Price, no Variable Return is payable. An investor would receive a of $50.33 per te on the Maturity, which is equivalent to an annual compound rate of return of approximately -12.83% per te. Example #2 - The tes are not automatically called as the Closing Portfolio Price on each Autocall is less than the Autocall Price. The Final Portfolio Price on the Final is less than the Autocall Price, but greater than the Barrier Price and no Variable Return is payable. Closing Portfolio Price: $94.95 $85.99 $85.00 $83.00 $89.30 (Final Portfolio Price) -5.05% (actual) -14.01% (actual) -15.00% (actual) -17.00% (actual) -10.70% (actual) $100.00 per te Since the Final Portfolio Price ($89.30) on the Final is less than the Autocall Price ($100.00), but greater than the Barrier Price ($75.00), the is calculated as follows: Principal = $100.00 per te In this example, since the Final Portfolio Price on the Final is below the Autocall Price, no Variable Return is payable. An investor would receive a of $100.00 per te on the Maturity, which is equivalent to an annual compound rate of return of 0.00% per te. Example #3 - The tes are not automatically called as the Closing Portfolio Price on each Autocall is less than the Autocall Price. The Final Portfolio Price on the Final is greater than or equal to the Autocall Price and a Variable Return is payable consisting of a Fixed Return only. Additional Return is payable as the Price Return is less than or equal to the Fixed Return. Closing Portfolio Price: $94.95 $85.99 $85.00 $83.00 $102.08 (Final Portfolio Price) -5.05% (actual) -14.01% (actual) -15.00% (actual) -17.00% (actual) 2.08% (actual) $145.00 per te
Since the Final Portfolio Price ($102.08) on the Final is greater than the Autocall Price ($100.00), the is calculated as follows: Principal + Variable Return $100.00 + ($100.00 x 45.00% + 0) = $145.00 per te In this example, since the Price Return (2.08%) is less than the Fixed Return (45.00%), no Additional Return is payable. An investor would receive a of $145.00 per te on the Maturity, which is equivalent to an annual compound rate of return of approximately 7.71% per te. Example #4 - The tes are not automatically called on the 2018 or s as the Closing Portfolio Price is less than the Autocall Price. The tes are automatically called on the as the Closing Portfolio Price is greater than or equal to the Autocall Price and a Variable Return is payable consisting of a Fixed Return and an Additional Return as the Price Return is greater than the Fixed Return. Closing Portfolio Price: $94.95 $85.99 $139.24 (Autocall) -5.05% (actual) -14.01% (actual) 39.24% (actual) $127.61 per te Since the Closing Portfolio Price ($139.24) on the is greater than the Autocall Price ($100.00), the Maturity Redemption is calculated as follows: Principal + Variable Return $100.00 + [$100.00 x [27.00% + (5.00% x (39.24% - 27.00 %))]] = $127.61 per te In this example, since the Price Return (39.24%) is greater than the Fixed Return (27.00%), an Additional Return is payable. An investor would receive a of $127.61 per te, which is equivalent to an annual compound rate of return of approximately 8.47% per te. Example #5 -The tes are automatically called on the as the Closing Portfolio Price is greater than or equal to the Autocall Price and a Variable Return is payable consisting of a Fixed Return only. Additional Return is payable as the Price Return is less than the Fixed Return. Closing Portfolio Price: $106.00 (Autocall) 6.00% (actual) $109.00 per te Since the Closing Portfolio Price ($106.00) on the is greater than the Autocall Price (100.00), the Maturity Redemption is calculated as follows: Principal + Variable Return $100.00 + ($100.00 x 9.00% + 0) = $109.00 per te In this example, since the Price Return (6.00%) is less than the Fixed Return (9.00%), no Additional Return is payable. An investor would receive a of $109.00 per te, which is equivalent to an annual compound rate of return of 9.00% per te. These examples are for illustrative purposes only and should not be construed as an estimate or forecast of the performance of the Reference Shares or the return that an investor might realize on the tes. The Price Return will be calculated based on the price performance of the Reference Shares, which will not reflect the value of any dividends, distributions or other income or amounts accruing or paid on the Reference Shares. Certain dollar amounts are rounded to the nearest whole cent.
DISCLAIMER securities regulatory authority has in any way passed upon the merits of the 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 substantially 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 Desjardins 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. s paid to holders of the 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 the tes will be paid at maturity or that any return will be paid on the 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). The tes are not appropriate investments for persons who do not understand the risks associated with structured products or derivatives. A purchaser of the tes will be exposed to fluctuations and changes in the prices of the Reference Shares to which the tes are linked. Prices of the Reference Shares may be volatile and an investment linked to prices of the Reference Shares 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. The Reference Companies & the Reference Shares All information regarding the Reference Shares or the Reference Companies contained herein has been derived from publicly available sources and its accuracy cannot be guaranteed. The tes are not in any way sponsored, endorsed, sold or promoted by the Reference Companies (other than the Bank). All information in this pricing supplement relating to the Reference Companies including the Reference Shares is derived from publicly available sources and is presented in this pricing supplement in summary form. The return payable on the tes is linked to the price performance of the Reference Shares. Accordingly, certain risk factors applicable to investors who invest directly in the Reference Shares are also applicable to an investment in tes to the extent that such risk factors could adversely affect the performance of the Reference Shares. Prospective investors are urged to conduct their own independent investigation of the Reference Companies prior to making any investment decision with respect to the tes. The Bank is not affiliated with the Reference Companies (other than the Bank) and has not performed any due diligence investigation or review of the Reference Companies. An investment in the tes does not represent a direct or indirect investment in the Reference Shares and investors do not have an ownership or any other interest (including voting rights or the right to receive dividends, distributions or other income or amounts accruing or paid thereon) in respect of such Reference Shares. Past performance of the Reference Companies or the Reference Shares is not indicative of future returns.