Filed Pursuant to Rule 433
Registration Statement No. 333-259205
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The information in this preliminary terms supplement is not complete and may be changed.
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Preliminary Terms Supplement
Subject to Completion:
Dated October 14, 2021
Pricing Supplement Dated October __, 2021 to the Product Prospectus Supplement Dated September 14, 2021, the Prospectus Supplement Dated September 14, 2021 and the Prospectus Dated September 14,
2021
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$
Fixed Coupon Barrier Notes Linked to the
Common Stock of NVIDIA Corporation, Due
October 26, 2022
Royal Bank of Canada
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Issuer:
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Royal Bank of Canada
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Stock Exchange Listing:
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None
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Trade Date:
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October 21, 2021
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Principal Amount:
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$1,000 per Note
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Issue Date:
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October 26, 2021
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Maturity Date:
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October 26, 2022
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Coupon Payment:
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Each coupon will be paid in equal monthly payments.
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Final Stock Price:
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The closing price of the Reference Stock on the Valuation Date.
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Payment at Maturity (if
held to maturity):
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For each $1,000 in principal amount of the Notes, the investor will receive at maturity $1,000 plus accrued and unpaid interest, unless the Final Stock Price is less than the Barrier Price.
If the Final Stock Price is less than the Barrier Price, then the investor will receive at maturity, instead of the principal amount, in addition to accrued and unpaid interest, for each $1,000
in principal amount, the number of shares of the Reference Stock equal to the Physical Delivery Amount, or at our election, the cash value of those shares.
Investors could lose some or all of their principal amount if the Final Stock Price of the Reference Stock is less than the Barrier Price.
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Physical Delivery
Amount:
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For each $1,000 in principal amount, a number of shares of the Reference Stock equal to the principal amount divided by the Initial Stock Price, subject to adjustment as described in the product prospectus
supplement.
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Monitoring Period:
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The Valuation Date.
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Reference Stock
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Annual
Coupon Rate
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Initial Stock
Price
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Barrier
Price
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CUSIP/ISIN
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Principal
Amount
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Price to
Public(1)
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Underwriting
Discounts and
Commissions(1)
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Proceeds to
Royal Bank of
Canada
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NVIDIA Corporation (“NVDA”)
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8.60%
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$
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75% of the Initial Stock Price
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78013GZ81/
US78013GZ814
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$
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100%
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$
1.75%
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$
98.25%
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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General:
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This terms supplement relates to an offering of Fixed Coupon Barrier Notes (the “Notes”) linked to the common stock (the “Reference Stock”) of NVIDIA Corporation (the
“Reference Stock Issuer”).
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Issuer:
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Royal Bank of Canada (“Royal Bank”)
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Trade Date (Pricing
Date):
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October 21, 2021
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Issue Date:
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October 26, 2021
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Valuation Date:
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October 21, 2022
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Maturity Date:
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October 26, 2022
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Denominations:
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Minimum denomination of $1,000, and integral multiples of $1,000 thereafter.
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Designated Currency:
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U.S. Dollars
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Coupon Rate:
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8.60% per annum. Each coupon will be paid in equal monthly payments of approximately 0.71667% of the principal amount on the applicable Coupon Payment Date.
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Coupon Payment
Dates:
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November 26, 2021, December 24, 2021, January 26, 2022, February 25, 2022, March 24, 2022, April 26, 2022, May 26, 2022, June
24, 2022, July 26, 2022, August 25, 2022, September 26, 2022, and the Maturity Date.
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Early Redemption:
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The Notes are not subject to redemption prior to maturity, whether at our option, or based on the closing price of the Reference
Stock.
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Record Dates:
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The record date for each Coupon Payment Date will be one business day prior to that scheduled Coupon Payment Date; provided, however, that the Coupon Payment at maturity
will be payable to the person to whom the payment at maturity is payable.
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Initial Stock Price:
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The closing price of the Reference Stock on the Trade Date.
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Barrier Price:
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75% of the Initial Stock Price
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Final Stock Price:
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The closing price of the Reference Stock on the Valuation Date.
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Payment at Maturity (if
Notes are held to
maturity):
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For each $1,000 in principal amount of the Notes, the investor will receive $1,000 plus any accrued and unpaid interest at maturity, unless the Final Stock Price is less than the Barrier
Price. If the Final Stock Price is less than the Barrier Price, then the investor will receive at maturity, in addition to accrued and unpaid interest, for each $1,000 in principal amount of the Notes, the number of shares of the Reference
Stock equal to the Physical Delivery Amount, or at our election, the Cash Delivery Amount. If we elect to deliver shares of the Reference Stock, fractional shares will be paid in cash.
The value of the cash or shares that you would receive in this case will be less than your principal amount, if anything, resulting in a loss that is proportionate to the decline of the
Reference Stock from the Trade Date to the Valuation Date.
Investors in the Notes could lose some or all of their principal amount if the Final Stock Price is less than the Barrier Price.
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Physical Delivery
Amount:
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For each $1,000 in principal amount, a number of shares equal to $1,000 divided by the Initial Stock Price of the Reference Stock. The Physical Delivery Amount is subject to
adjustment as described in the product prospectus supplement. If we are required to deliver to you a number of shares that is not a round number, then the number of shares of the Reference Stock to be delivered will be rounded down and the
fractional part shall be paid in cash.
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Cash Delivery
Amount:
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The product of the Physical Delivery Amount multiplied by the Final Stock Price.
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Monitoring Period:
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The Valuation Date. The price of the Reference Stock between the Trade Date and the Valuation Date will not impact the Payment at Maturity.
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Monitoring Method:
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Close of Trading Day
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Calculation Agent:
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RBC Capital Markets, LLC (“RBCCM”)
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U.S. Tax Treatment:
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By purchasing a Note, each holder agrees (in the absence of a change in law, an administrative determination or a judicial ruling to the contrary) to treat the Notes as an investment unit
consisting of (i) a non-contingent debt instrument issued by us to you and (ii) a put option with respect to the Reference Stock written by you and purchased by us.
However, the U.S. federal income tax consequences of your investment in the Notes are uncertain and the Internal Revenue Service could assert that the Notes should be taxed in a manner that
is different from that described in the preceding sentence. Please see the section below, “Supplemental Discussion of U.S. Federal Income Tax Consequences,” and the discussion (including the opinion of our special U.S. counsel, Ashurst LLP)
in the product prospectus supplement dated September 14, 2021 under “Supplemental Discussion of U.S. Federal Income Tax Consequences,” which apply to the Notes.
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Secondary Market:
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RBCCM (or one of its affiliates), though not obligated to do so, may maintain a secondary market in the Notes after the issue date. The amount that you may receive upon sale of your Notes prior to maturity may be
less than the principal amount.
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Listing:
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The Notes will not be listed on any securities exchange.
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Settlement:
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DTC global (including through its indirect participants Euroclear and Clearstream, Luxembourg as described under “Ownership and Book-Entry Issuance” in the prospectus dated September 14,
2021).
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Terms Incorporated in
the Master Note:
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All of the terms appearing on the cover page and above the item captioned “Secondary Market” on pages P-2 and P-3 of this terms supplement and the terms appearing under the caption “General
Terms of the Notes” in the product prospectus supplement, as modified by this terms supplement.
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Hypothetical Final
Stock Price of the
Reference Stock
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Payment at Maturity as Percentage of Principal
Amount
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Physical Delivery
Amount as Number
of Shares of the
Reference Stock
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Cash Delivery
Amount
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$200.00
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100.00%
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n/a
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n/a
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$175.00
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100.00%
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n/a
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n/a
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$150.00
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100.00%
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n/a
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n/a
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$125.00
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100.00%
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n/a
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n/a
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$100.00
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100.00%
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n/a
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n/a
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$90.00
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100.00%
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n/a
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n/a
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$75.00
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100.00%
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n/a
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n/a
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$74.99
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Physical Delivery Amount or Cash Settlement Amount
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10
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$749.90
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$70.00
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Physical Delivery Amount or Cash Settlement Amount
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10
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$700
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$50.00
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Physical Delivery Amount or Cash Settlement Amount
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10
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$500
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$40.00
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Physical Delivery Amount or Cash Settlement Amount
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10
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$400
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$35.00
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Physical Delivery Amount or Cash Settlement Amount
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10
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$350
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$25.00
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Physical Delivery Amount or Cash Settlement Amount
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10
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$250
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$0
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Physical Delivery Amount or Cash Settlement Amount
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10
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$0
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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You May Lose Some or All of the Principal Amount at Maturity — Investors in the Notes could lose all or a substantial portion of their principal amount if there is a decline
in the closing price of the Reference Stock between the Trade Date and the Valuation Date. If the Final Stock Price is less than the Barrier Price, the value of the shares or the amount of cash that you receive at maturity will represent a
loss of your principal that is proportionate to the decline in the closing price of the Reference Stock from the Trade Date to the Valuation Date. If we deliver shares of the Reference Stock to you, they may further decline in value between
the Valuation Date and the maturity date. The rate of interest payable on the Notes may not be sufficient to compensate for any such loss.
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Your Return May Be Lower than the Return on a Conventional Debt Security of Comparable Maturity — The return that you will receive on
the Notes, which could be negative, may be less than the return you could earn on other investments. Even if your return is positive, your return may be less than the return you would earn if you purchased one of our conventional senior
interest bearing debt securities.
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Payments on the Notes Are Subject to Our Credit Risk, and Changes in Our Credit Ratings Are Expected to Affect the Market Value of the Notes — The Notes are our senior
unsecured debt securities. As a result, the amount due on any relevant payment date is dependent upon our ability to repay our obligations on that date. This will be the case even if the price of the Reference Stock increases after the
Trade Date. No assurance can be given as to what our financial condition will be during the term of the Notes.
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There May Not Be an Active Trading Market for the Notes-Sales in the Secondary Market May Result in Significant Losses — There may be little or no secondary market for the
Notes. The Notes will not be listed on any securities exchange. RBCCM and our other affiliates may make a market for the Notes; however, they are not required to do so. RBCCM or any of our other affiliates may stop any market-making
activities at any time. Even if a secondary market for the Notes develops, it may not provide significant liquidity or trade at prices advantageous to you. We expect that transaction costs in any secondary market would be high. As a
result, the difference between bid and asked prices for your Notes in any secondary market could be substantial.
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The Initial Estimated Value of the Notes Will Be Less than the Price to the Public —The initial estimated value that will be set forth on the cover page of the final pricing
supplement for the Notes does not represent a minimum price at which we, RBCCM or any of our affiliates would be willing to purchase the Notes in any secondary market (if any exists) at any time. If you attempt to sell the Notes prior to
maturity, their market value may be lower than the price you paid for them and the initial estimated value. This is due to, among other things, changes in the price of the Reference Stock, the borrowing rate we pay to issue securities of
this kind, and the inclusion in the price to the public of the underwriting discount and the estimated costs relating to our hedging of the Notes. 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. Assuming no change in market conditions or any other
relevant factors, the price, if any, at which you may be able to sell your Notes prior to maturity may be less than your original purchase price, as any such sale price would not be expected to include the underwriting discount and the
hedging costs relating to the Notes. In addition to bid-ask spreads, the value of the Notes determined by RBCCM for any secondary market price is expected to be based
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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The Initial Estimated Value of the Notes that We Will Provide in the Final Pricing Supplement Will Be an Estimate Only, Calculated as of the Time the Terms of the Notes Are Set
—The initial estimated value of the Notes will be based on the value of our obligation to make the payments on the Notes, together with the mid-market value of the derivative embedded in the terms of the Notes. See “Structuring the Notes”
below. Our estimate will be based on a variety of assumptions, including our credit spreads, expectations as to dividends, interest rates and volatility, and the expected term of the Notes. These assumptions are based on certain forecasts
about future events, which may prove to be incorrect. Other entities may value the Notes or similar securities at a price that is significantly different than we do.
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Our Business Activities May Create Conflicts of Interest — We and our affiliates expect to engage in trading activities related to the Reference Stock that are not for the
account of holders of the Notes or on their behalf. These trading activities may present a conflict between the holders’ interests in the Notes and the interests we and our affiliates will have in their proprietary accounts, in facilitating
transactions, including options and other derivatives transactions, for their customers and in accounts under their management. These trading activities, if they influence the share price of the Reference Stock, could be adverse to the
interests of the holders of the Notes. We and one or more of our affiliates may, at present or in the future, engage in business with the Reference Stock Issuer, including making loans to or providing advisory services. These services could
include investment banking and merger and acquisition advisory services. These activities may present a conflict between our or one or more of our affiliates’ obligations and your interests as a holder of the Notes. Moreover, we and our
affiliates may have published, and in the future expect to publish, research reports with respect to the Reference Stock. This research is modified from time to time without notice and may express opinions or provide recommendations that are
inconsistent with purchasing or holding the Notes. Any of these activities by us or one or more of our affiliates may affect the price of the Reference Stock, and, therefore, the market value of the Notes.
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You Must Rely on Your Own Evaluation of the Merits of an Investment Linked to the Reference Stock — In the
ordinary course of their business, our affiliates may have expressed views on expected movements in the Reference Stock, and may do so in the future. These views or reports may be communicated to our clients and clients of our affiliates.
However, these views are subject to change from time to time. Moreover, other professionals who transact business in markets relating to the Reference Stock may at any time have significantly different views from those of our affiliates. For
these reasons, you are encouraged to derive information concerning the Reference Stock from multiple sources, and you should not rely solely on views expressed by our affiliates.
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Owning the Notes Is Not the Same as Owning the Reference Stock — The return on your Notes is unlikely to reflect the return you would realize if you actually owned shares of
the Reference Stock. For instance, you will not receive or be entitled to receive any dividend payments or other distributions on the Reference Stock during the term of your Notes. As an owner of the Notes, you will not have voting rights or
any other rights that holders of the Reference Stock may have. Furthermore, the Reference Stock may appreciate substantially during the term of the Notes, while your potential return will be limited to the Coupon Payments.
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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There Is No Affiliation Between the Reference Stock Issuer and RBCCM, and RBCCM Is Not Responsible for any Disclosure by the Reference Stock Issuer — We are not affiliated
with the Reference Stock Issuer. However, we and our affiliates may currently, or from time to time in the future engage, in business with the Reference Stock Issuer. Nevertheless, neither we nor our affiliates assume any responsibilities for
the accuracy or the completeness of any information that any other company prepares. You, as an investor in the Notes, should make your own investigation into the Reference Stock. The Reference Stock Issuer is not involved in this offering
and has no obligation of any sort with respect to your Notes. The Reference Stock Issuer has no obligation to take your interests into consideration for any reason, including when taking any corporate actions that might affect the value of
your Notes.
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The Payments on the Notes Are Subject to Postponement Due to Market Disruption Events and Adjustments —The payment at maturity and the Valuation Date are subject to
adjustment as described in the product prospectus supplement. For a description of what constitutes a market disruption event as well as the consequences of that market disruption event, see “General Terms of the Notes—Consequences of Market
Disruption Events” in the product prospectus supplement.
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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Fixed Coupon Barrier Notes
Royal Bank of Canada
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