Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-261476 (To Prospectus dated December 29, 2021, Prospectus Supplement dated December 29, 2021 and Product Supplement EQUITY ARN-1 dated February 2, 2022) |
174,079 Units
$10 principal amount per unit
CUSIP No. 06418H519
|
Pricing Date
Settlement Date
Maturity Date
|
March 27, 2024
April 4, 2024
March 29, 2027
|
|||
|
|||||
Capped Notes Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and
the TOPIX®
◾ Maturity of approximately three years
◾ 1-to-1 upside exposure to increases in the Best-Performing Market Measure, subject to a capped return of 29.00%
◾ 1-to-1 downside exposure to decreases in the Best-Performing Market Measure, with up to 100.00% of your principal
at risk
◾ All payments occur at maturity and are subject to the credit risk of The Bank of Nova Scotia
◾ No periodic interest payments
◾ In addition to the underwriting discount set forth below, the notes include a hedging-related charge of $0.075
per unit. See “Structuring the Notes”
◾ Limited secondary market liquidity, with no exchange listing
◾ The 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 Canada Deposit Insurance Corporation (the “CDIC”), the U.S. Federal Deposit Insurance Corporation (the “FDIC”), or any other governmental agency of Canada, the United States or any other
jurisdiction
|
|||||
Per Unit
|
Total
|
|
Public offering price
|
$ 10.000
|
$1,740,790.00
|
Underwriting discount
|
$ 0.225
|
$39,167.77
|
Proceeds, before expenses, to BNS
|
$ 9.775
|
$1,701,622.23
|
Are Not FDIC Insured
|
Are Not Bank Guaranteed
|
May Lose Value
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Issuer:
|
The Bank of Nova Scotia (“BNS”)
|
||
Principal Amount:
|
$10.00 per unit
|
||
Term:
|
Approximately three years
|
||
Market Measure:
|
The best-performing of the S&P 500® Index (Bloomberg symbol: “SPX”), the EURO STOXX 50® Index (Bloomberg symbol:
“SX5E”) and the TOPIX® (Bloomberg symbol: “TPX”), each a price return index
|
||
Best-Performing
Market Measure:
|
The Index with the highest index return.
The “index return” means, with respect to an Index, an amount (expressed as a percentage, which may be positive or negative) calculated as
follows:
Ending Value – Starting Value
Starting Value
|
||
Starting Value:
|
SPX: 5,248.49
SX5E: 5,081.74
TPX: 2,799.28
|
||
Ending Value:
|
With respect to each Index, its closing level on the Valuation Date. The Valuation Date is subject to postponement in the event of Market
Disruption Events, as described beginning on page PS-24 of product supplement EQUITY ARN-1 and “Other Terms of the Notes” on page TS-7.
|
||
Participation
Rate:
|
100.00%
|
||
Capped Value:
|
$12.90 per unit, which represents a return of 29.00% over the principal amount.
|
||
Calculation Day:
|
March 18, 2027
|
||
Fees and
Charges:
|
The underwriting discount of $0.225 per unit listed on the cover page and the hedging related charge of $0.075 per unit described in “Structuring
the Notes” on page TS-24.
|
||
Calculation
Agent:
|
BofA Securities, Inc. (“BofAS”).
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
◾ |
Product supplement EQUITY ARN-1 dated February 2, 2022:
|
◾ |
Prospectus supplement dated December 29, 2021:
|
◾ |
Prospectus dated December 29, 2021:
|
◾ |
You anticipate that at least one of the Indices will increase moderately from its Starting Value to its Ending Value.
|
◾ |
You are willing to risk a substantial or entire loss of principal if the Best-Performing Market Measure decreases from its Starting Value to its Ending Value.
|
◾ |
You accept that the return on the notes will be capped.
|
◾ |
You are willing to forgo the interest payments that are paid on conventional interest-bearing debt securities.
|
◾ |
You are willing to forgo dividends or other benefits of owning the stocks included in each Index.
|
◾ |
You 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.
|
◾
|
You are willing to assume our credit risk, as issuer of the notes, for all payments under the notes, including the Redemption Amount.
|
◾ |
You believe that each Index will decrease from its Starting Value to its Ending Value or that no Index will increase sufficiently over the term of the notes to provide you with your desired return.
|
◾ |
You seek principal repayment or preservation of capital.
|
◾ |
You seek an uncapped return on your investment.
|
◾ |
You seek interest payments or other current income on your investment.
|
◾ |
You want to receive dividends or other distributions paid on the stocks included in each Index.
|
◾ |
You seek an investment for which there will be a liquid secondary market.
|
◾
|
You are unwilling or are unable to take market risk on the notes or to take our credit risk as issuer of the notes.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Ending Value of the Best-
Performing Market Measure
|
Index Return of the Best-
Performing Market Measure
|
Redemption Amount per
Unit
|
Total Rate of Return on the
Notes
|
0.00
|
-100.00%
|
$0.00
|
-100.00%
|
25.00
|
-75.00%
|
$2.50
|
-75.00%
|
50.00
|
-50.00%
|
$5.00
|
-50.00%
|
60.00
|
-40.00%
|
$6.00
|
-40.00%
|
70.00
|
-30.00%
|
$7.00
|
-30.00%
|
80.00
|
-20.00%
|
$8.00
|
-20.00%
|
90.00
|
-10.00%
|
$9.00
|
-10.00%
|
95.00
|
-5.00%
|
$9.50
|
-5.00%
|
100.00(1)
|
0.00%
|
$10.00
|
0.00%
|
102.00
|
2.00%
|
$10.20
|
2.00%
|
105.00
|
5.00%
|
$10.50
|
5.00%
|
110.00
|
10.00%
|
$11.00
|
10.00%
|
120.00
|
20.00%
|
$12.00
|
20.00%
|
129.00
|
29.00%
|
$12.90(2)
|
29.00%
|
130.00
|
30.00%
|
$12.90
|
29.00%
|
140.00
|
40.00%
|
$12.90
|
29.00%
|
150.00
|
50.00%
|
$12.90
|
29.00%
|
(1) |
The hypothetical Starting Value of 100.00 for the Best-Performing Market Measure used in these examples has been chosen for illustrative purposes only. The actual Starting Value for each Index is
set forth on page TS-2.
|
(2) |
The Redemption Amount per unit cannot exceed the Capped Value.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Example 1
|
The Ending Value of the Best-Performing Market Measure is 60.00, or 60.00% of its Starting Value:
|
Starting Value of the Best-Performing Market Measure:
|
100.00 |
Ending Value of the Best-Performing Market Measure:
|
60.00 |
= $6.00 Redemption Amount per unit
|
Example 2
|
The Ending Value of the Best-Performing Market Measure is 102.00, or 102.00% of its Starting Value:
|
Starting Value of the Best-Performing Market Measure:
|
100.00 |
Ending Value of the Best-Performing Market Measure:
|
102.00 |
= $10.20 Redemption Amount per unit
|
Example 3
|
The Ending Value of the Best-Performing Market Measure is 140.00, or 140.00% of its Starting Value:
|
Starting Value of the Best-Performing Market Measure:
|
100.00 |
Ending Value of the Best-Performing Market Measure:
|
140.00 |
= $14.00, however, because the Redemption Amount for the notes cannot exceed the Capped Value, the Redemption Amount will be $12.90 per unit
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
◾ |
Depending on the performance of the Best-Performing Market Measure as measured shortly before the maturity date, your investment may result in a loss; there is no guaranteed return of principal.
|
◾ |
Your return on the notes may be less than the yield you could earn by owning a conventional fixed or floating rate debt security of comparable maturity.
|
◾ |
Your investment return is limited to the return represented by the Capped Value and may be less than a comparable investment directly in the stocks included in the Indices.
|
◾ |
An Index sponsor may adjust its applicable Index in a way that may adversely affect its level and your interests, and such Index sponsor has no obligation to consider your interests.
|
◾ |
You will have no rights of a holder of the securities included in the Indices, and you will not be entitled to receive securities or dividends or other distributions by the issuers of those securities.
|
◾ |
While we, MLPF&S, BofAS or our respective affiliates may from time to time own securities of companies included in the Indices, except to the extent that the common stock of Bank of America Corporation (the parent company of
MLPF&S and BofAS) is included in the S&P 500® Index, none of us, MLPF&S, BofAS or our respective affiliates control any company included in any Index, and have not verified any disclosure made by any other company
|
◾ |
Your return on the notes may be affected by factors affecting the international securities markets, specifically changes in the countries represented by the EURO STOXX 50® Index and the TOPIX®.
In addition, you will not obtain the benefit of any increase in the value of the currencies in which the securities in the EURO STOXX 50® Index and the TOPIX® trade against the U.S. dollar
which you would have received if you had owned the securities in the EURO STOXX 50® Index and the TOPIX® during the term of your notes, although the value of the EURO STOXX 50®
Index and the TOPIX® may be adversely affected by general exchange rate movements in the market
|
◾ |
Our initial estimated value of the notes is 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 exceeds 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-24.
|
◾ |
Our 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 Indices, 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.
|
◾ |
Our 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.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
◾ |
A 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.
|
◾ |
Our 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 Indices), 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 return on, the notes and may create conflicts of interest with you.
|
◾ |
There may be potential conflicts of interest involving the calculation agent, which is BofAS. We have the right to appoint and remove the calculation agent.
|
◾ |
Payments 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.
|
◾ |
The U.S. federal income tax consequences of the notes are uncertain and may be adverse to a holder of the notes. See “Summary of U.S. Federal Income Tax Consequences” below.
|
◾ |
The 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, “Canadian Taxation—Debt Securities” on page 66 of the prospectus and
“Supplemental Discussion of Canadian Federal Income Tax Consequences” on page PS-36 of product supplement EQUITY ARN-1.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
(A) |
each of the New York Stock Exchange (the “NYSE”) and the Nasdaq Stock Market (as to the S&P 500® Index), the Eurex (as to the EURO STOXX 50® Index), the Tokyo Stock Exchange (as to the TOPIX®) (or any successor to the foregoing exchanges) are open for trading; and
|
(B) |
the Indices or any successors thereto are calculated and published.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
The S&P 500® Index
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
• |
holdings by other publicly traded corporations, venture capital firms, private equity firms, or strategic partners or leveraged buyout groups;
|
• |
holdings by government entities, including all levels of government within the United States or foreign countries, except for pension and retirement funds; and
|
• |
holdings by current or former officers and directors of the company, funders of the company, or family trusts of officers, directors or founders. Second, holdings of trusts, foundations, pension funds, employee stock ownership plans or
other investment vehicles associated with and controlled by the company.
|
Corporate Action
|
Share Count Revision Required?
|
Divisor Adjustment
Required?
|
||
Stock split
|
Yes – share count is revised to reflect new count.
|
No – share count and price changes are off-setting
|
||
Change in shares outstanding (secondary issuance, share repurchase and/or share buy-back)
|
Yes – share count is revised to reflect new count
|
Yes – divisor adjustment reflects change in market capitalization
|
||
Spin-off if spun-off company is not being added to the SPX
|
No
|
Yes – divisor adjustment reflects decline in index market value (i.e. value of the spun-off unit)
|
||
Spin-off if spun-off company is being added to the SPX and no company is being removed
|
No
|
No
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Spin-off if spun-off company is being added to the SPX and another company is being removed
|
No.
|
Yes – divisor adjustment reflects deletion
|
||
Special dividends
|
No.
|
Yes – calculation assumes that share price drops by the amount of the dividend; divisor adjustment reflects this change in index market value
|
||
Change in IWF
|
No
|
Yes – divisor change reflects the change in market value caused by the change to an IWF
|
||
Company added to or deleted from the SPX
|
No.
|
Yes – divisor is adjusted by the net change in market value
|
||
Rights offering
|
No.
|
Yes – divisor adjustment reflects increase in market capitalization (calculation assumes that offering is fully subscribed at the set price)
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
The EURO STOXX 50® Index
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
• |
sponsor, endorse, sell or promote the notes;
|
• |
recommend that any person invest in the notes or any other financial products;
|
• |
have any responsibility or liability for or make any decisions about the timing, amount or pricing of the notes;
|
• |
have any responsibility or liability for the administration, management or marketing of the notes; and
|
• |
consider the needs of the notes or the owners of the notes in determining, composing or calculating the SX5E or have any obligation to do so.
|
• |
STOXX, Deutsche Börse Group and their licensors, research partners or data providers do not make any warranty, express or implied and disclaim any and all warranty about:
|
• |
the results to be obtained by the notes, the owner of the notes or any other person in connection with the use of the SX5E and the data included in the SX5E;
|
• |
the accuracy, timeliness, and completeness of the SX5E or its data;
|
• |
the merchantability and the fitness for a particular purpose or use of the SX5E or its data; and
|
• |
the performance of the notes generally.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
• |
STOXX, Deutsche Börse Group and their licensors, research partners or data providers give no warranty and exclude any liability, for any errors, omissions or interruptions in the SX5E or its data; and
|
• |
under no circumstances will Deutsche Börse Group and their licensors, research partners or data providers be liable (whether in negligence or otherwise) for any lost profits or indirect, punitive, special or consequential damages or
losses, arising as a result of such errors, omissions or interruptions in the SX5E or its data or generally in relation to the notes, even in circumstances where STOXX, Deutsche Börse Group and their licensors, research partners or data
providers are aware that such loss or damage may occur.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
The TOPIX®
|
Index value =
|
Base index value of 100 ×
|
Current free-float-adjusted market value
|
|
Base market value
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
(i) |
Designation of “phased weighting reduction constituents”
|
• |
Of the constituents as of April 1, 2022, those that fall under both the following (a) and (b) will be designated as “phased weighting reduction constituents”:
|
(a) |
First decision: The constituent’s tradable share market capitalization is less then JPY 10 billion as of the “Notice on Whether the Listed Company is Meeting the Continued Listing Criteria for New Market Segments”, which has a base date
of June 30, 2021, and
|
(b) |
Second decision: The constituent’s tradeable share market capitalization is less than JPY 10 billion at the end of the reporting period following the reporting period used in decision (a).
|
• |
Any constituent applying for listing on the First Section through an initial listing (excluding technical listings) or section transfer after the “first set of revisions pertaining to cash equity market restructuring” were implemented on
November 1, 2020 will not be subject to designation as a phased weighting reduction constituent based on tradable share market capitalization.
|
(ii) |
Adjustment to the weighting of phased weighting reduction constituents
|
• |
The weighting of phased weighting reduction constituents will be reduced in 10 stages on the last business day of every quarter starting on the last business day of October 2022 (October 31, 2022), and these constituents will be removed
from the index on the last business day of January 2025.
|
• |
Said adjustments to the weighting of phased weighting reduction constituents will be calculated by multiplying the free-float weight by the transition factor (which will decrease from 1.0 to 0 in increments of 0.1)
|
• |
In order to check whether there have been changes to the tradeable share market capitalization of each phased weighting reduction constituent, a re-evaluation will be conducted, using tradable share market capitalization as of the end of
the reporting period following the reporting period used for the second decision in (i)(b). If the tradable share market capitalization of a constituent has reached JPY 10 billion or more but the annual traded value ratio of said
constituent has not reached 0.2 at this point, the transition factor will no longer decrease as of the fifth stage (it will stay at 0.6, the same as the fourth stage). If the tradable share market capitalization and the annual traded value
ratio of a constituent have reached JPY 10 billion or more and 0.2 or more respectively at this point, the transition factor shall be increased to 1 in increments of 0.1 from the fifth stage and said constituent will be removed from the
list of phased weighting reduction constituents. The traded value ratio used for the re-evaluation in (ii) is calculated using the sum of monthly traded value ratios from September 2022 to August 2023. The monthly traded value ratio shall
be calculated as follows: (Median of daily traded value in trading sessions at TSE multiplied by the number of business days in the month) divided by the
free-float adjusted market capitalization as of the last business day of the month before the transition factor was applied.
|
Transition Stage
|
Index Revision Date
|
Transition Factor
|
1st
|
Last business day of October 2022
|
x0.9
|
2nd
|
Last business day of January 2023
|
x0.8
|
3rd
|
Last business day of April 2023
|
x0.7
|
4th
|
Last business day of July 2023
|
x0.6
|
Re-evaluation
|
||
5th
|
Last business day of October 2023
|
x0.5
|
6th
|
Last business day of January 2024
|
x0.4
|
7th
|
Last business day of April 2024
|
x0.3
|
8th
|
Last business day of July 2024
|
x0.2
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
9th
|
Last business day of October 2024
|
x0.1
|
10th (removed from TPX)
|
Last business day of January 2025
|
x0
|
• |
Constituents which are delisted (excluding cases where the stock lists on another TSE market immediately), designated as securities to be delisted or designated as securities on alert shall be removed
|
• |
If a constituent is designated as a security on alert as of the day of transition to the new market structure (April 4, 2022), said constituent will be removed from TPX on the last business day of April 2022
|
• |
Stocks which carry out initial listings (excluding technical listings) on or transfer to the Prime Market will be included in TPX on the last business day of the month following the month containing the listing date or transfer date.
|
• |
In the event a constituent of TPX is delisted due to a stock transfer, stock swap, merger for creating a new company or demerger, and the newly created, surviving or succeeding company is listed without delay, JPXI will add the new
company to the index.
|
• |
In the event a constituent of TPX is delisted due to a stock swap or absorption-type merger, in which the surviving company or the parent company holding all shares of the constituent company is not a constituent of TPX, then JPXI will
add the surviving company or the parent company to the index.
|
• |
For issues that are removed from the index due to designation as securities on alert, but have had said designation cancelled as of the last business day of August 2023, if the company meets the same criteria as for the re-evaluation in
“Adjustment to the weighting of phased weighting reduction constituents” above (i.e., tradeable share market capitalization of JPY 10 billion or more and annual traded value ratio of 0.2 or more), said company shall be added to TPX on the
last business day of October 2023.
|
Event
|
Adjustment Date
|
Stock Price Used for
Adjustment
|
|
Addition
|
A company is to be newly listed on the Prime Market
|
Last business day of the month after such listing
|
Stock price at the end of trading on the business day before adjustment date
|
Addition
|
New listing of a newly formed company resulting from a corporate consolidation, stock transfer, stock swap, merger for creating a new company or demerger that results in
a TPX constituent being delisted and the new company being included in TPX.
|
New listing date. If the initial listing date falls on a holiday, it will be the following business day
|
Base price
|
Addition
|
Delisting of a TPX constituent due to a stock swap or an absorption-type merger with a surviving stock that is not a TPX constituent, and the surviving stock is included in TPX
|
Delisting date
|
Stock price at the end of trading on the business day before adjustment date
|
Addition
|
A company is to be transferred to the Prime Market
|
Last business day of the month after such change
|
Stock price at the end of trading on the business day before adjustment date
|
Deletion
|
New listing of a newly formed company resulting from a corporate consolidation, stock transfer, stock swap, merger for creating a new company or demerger that results in a TPX constituent
being delisted and the new company being included in TPX.
|
Listing date of the newly formed company (normally two business days following delisting date)
|
Stock price at the end of trading on the business day before the delisting date. The stock price at the end of trading on the business day before the delisting date is used to calculate TPX
for the period from the delisting date to the removal date.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Deletion
|
A constituent is to be delisted due to a reason other than as described in the preceding scenario
|
Delisting date
|
Stock price at the end of trading on the business day before adjustment date
|
Deletion
|
A constituent’s securities are designated to be delisted or designated as a security on alert
|
Four business days after designation. If the designation date falls on a holiday, it will be the next business day.
|
Stock price at the end of trading on the business day before adjustment date
|
Event
|
Adjustment Date
|
Stock Price Used for Adjustment
|
Change of free-float weight
|
Date of change
|
Stock price at the end of trading on the business day before adjustment date
|
Public offering
|
Additional listing date (day after payment date). If listing date falls on a holiday, it will be the next business day
|
Stock price at the end of trading on the business day before adjustment date
|
Allocation of new shares to a third party
|
Five business days after additional listing date (two business days after payment date)
|
Stock price at the end of trading on the business day before adjustment date
|
Capital increase through allotment to shareholders
|
Ex-rights date
|
Payment price per share
|
Exercise of subscription warrants
|
Last business day of the month following exercise
|
Stock price at the end of trading on the business day before adjustment date
|
Conversion of preferred shares
|
Last business day of the month following conversion
|
Stock price at the end of trading on the business day before adjustment date
|
Cancellation of treasury stock
|
Last business day of the month following cancellation
|
Stock price at the end of trading on the business day before adjustment date
|
Merger or stock swaps between a non-surviving constituent and another constituent
|
Delisting date of the non-surviving constituent
|
Stock price at the end of trading on the business day before adjustment date
|
Merger or stock swaps other than that described above
|
Listing change date (effective date)
|
Stock price at the end of trading on the business day before adjustment date
|
Rights offering (limited to case where the allotted subscription warrant securities are listed; the case where the allotted subscription warrant securities are not listed is treated as
“Exercise of subscription warrants”)
|
Ex-rights date
|
Payment price per share
|
Offering for sale of shares held by the Japanese government (Nippon Telegraph, Telephone and Japan Tobacco and Japan Post Holdings only)
|
Date determined by JPXI (generally the delivery date)
|
Stock price at the end of trading on the business day before adjustment date
|
Demerger (absorption-type)
|
Listing change date (the effective date)
|
Stock price at the end of trading on the business day before adjustment date
|
Other adjustments
|
Last business day of the month in which the information appears in “Sho-ho” (TSE Notice) or the last business day of the following month
|
Stock price at the end of trading on the business day before adjustment date
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
(i) |
The TOPIX® Index Value and the TOPIX® Index Marks are subject to the rights owned by the TSE and the TSE owns all rights relating to the TPX, such as calculation, publication and use of the TOPIX® Index
Value and relating to the TOPIX® Index Marks.
|
(ii) |
The TSE shall reserve the rights to change the methods of calculation or publication, to cease the calculation or publication of the TOPIX® Index Value or to change the TOPIX® Index Marks or cease the use thereof.
|
(iii) |
The TSE makes no warranty or representation whatsoever, either as to the results stemmed from the use of the TOPIX® Index Value and the TOPIX® Index Marks or as to the figure at which the TOPIX® Index
Value stands on any particular day.
|
(iv) |
The TSE gives no assurance regarding accuracy or completeness of the TOPIX® Index Value and data contained therein. Further, the TSE shall not be liable for the miscalculation, incorrect publication, delayed or interrupted
publication of the TOPIX® Index Value.
|
(v) |
No notes are in any way sponsored, endorsed or promoted by the TSE.
|
(vi) |
The TSE shall not bear any obligation to give an explanation of the notes or an advice on investments to any purchaser of the notes or to the public.
|
(vii) |
The TSE neither selects specific stocks or groups thereof nor takes into account any needs of the issuing company or any purchaser of the notes for calculation of the TOPIX® Index Value.
|
(viii) |
Including but not limited to the foregoing, the TSE shall not be responsible for any damage resulting from the issue and sale of the notes.
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|
Capped Notes
Linked to the Best-Performing of the S&P 500® Index, the EURO STOXX 50® Index and the TOPIX due March 29, 2027
|