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The Bank of Nova Scotia (BNS) is offering senior unsecured Autocallable Contingent Coupon Notes linked to the common stock of Apple Inc. (AAPL). The Notes are expected to price on 11-Jul-2025, settle on 16-Jul-2025, and mature on 14-Jul-2028, unless automatically called earlier.

Key economic terms

• Principal: $1,000 per Note; minimum purchase $1,000
• Contingent coupon: 鈮� $20.50 per quarter (鈮� 8.20% p.a.) paid only if AAPL鈥檚 closing price on the relevant observation date 鈮� 70% of the Initial Value
• Automatic call: Triggered if AAPL closes 鈮� Initial Value on any of the 11 quarterly observation dates; investor receives $1,000 + due coupon
• Down-side protection: 30% buffer; if not called and Final Value 鈮� 70% of Initial Value, principal is repaid in full
• Barrier risk: If Final Value < 70% of Initial Value, repayment = $1,000 + ($1,000 脳 Reference Asset Return); investor can lose up to 100%
• Issue price vs. estimated value: Original Issue Price 100%; bank鈥檚 estimated value 93.677鈥�96.677% 鈫� initial premium ~3鈥�6%
• Ranking & credit: Direct, unsubordinated, unsecured obligations of BNS; subject to the bank鈥檚 credit risk; not CDIC/FDIC insured
• Liquidity: Not listed; market-making at dealer鈥檚 discretion (Scotia Capital (USA) Inc.)
• CUSIP/ISIN: 06419DBF9 / US06419DBF96

Risk highlights

• No guaranteed coupons; payment depends on AAPL price on each observation date
• Potentially significant loss of principal if AAPL falls >30% by final valuation
• Pricing premium and dealer discounts reduce secondary-market value; estimated value set using BNS internal funding rate
• Limited or no secondary market; investors may need to hold to maturity
• Conflicts of interest: issuer, calculation agent and lead dealer are BNS affiliates

Illustrative scenarios

• Auto-call after first quarter: Investor receives $1,015 (1.5% total return)
• Held to maturity, AAPL 鈥�15%: Investor receives $1,015 (principal + one coupon)
• Held to maturity, AAPL 鈥�50%: Investor receives $500 (鈥�50% loss)

Tax & regulatory

• Issuer intends to treat Notes as prepaid derivative contracts; coupon taxed as ordinary income (U.S.)
• Subject to FATCA, Section 871(m) dividend-equivalent rules (issuer expects not delta-one), and Canadian bail-in exclusion
• Sales to EEA & U.K. retail investors prohibited; FINRA Rule 5121 conflict-managed distribution

Bottom line: The product offers an above-market coupon and partial downside buffer in exchange for equity risk, issuer credit risk, liquidity constraints and potential loss of all principal. Suitable only for investors who can absorb equity-linked losses, forego dividends, and assess BNS credit.

Bank of Nova Scotia (BNS) is marketing Contingent Income Auto-Callable Securities linked to the common stock of Uber Technologies, Inc. (ticker: UBER UN). Each unlisted note has a $1,000 face amount, prices on 18-Jul-2025 and matures (unless called) on 21-Jul-2028. The securities offer a contingent quarterly coupon of $26.90 (10.76% p.a.) that is paid only when the closing price of Uber shares on an observation date is at or above the 60% downside threshold. A memory feature allows skipped coupons to be recovered on later dates that meet the threshold.

The notes are auto-callable: if Uber鈥檚 closing price on any quarterly determination date (other than the final one) is at or above the 100% call threshold, investors receive the stated principal plus the applicable coupon and the deal terminates early. At maturity, if the final share price is below the 60% threshold, principal is reduced in direct proportion to Uber鈥檚 share decline, exposing investors to a loss of up to 100% of principal.

Key terms

• Issuer: The Bank of Nova Scotia, Senior Note Program Series A
• Coupon: 10.76% p.a. contingent, with memory
• Downside threshold: 60% of initial share price
• Call threshold: 100% of initial share price (observed quarterly)
• Issue price vs. estimated value: $1,000 vs. $938.74鈥�$968.74
• Upfront selling commission: $22.50 per note
• Listing: None; liquidity depends on dealer market making

Principal risks highlighted by BNS include

• Full principal risk below the 60% threshold
• Possibility of zero coupons if Uber trades weakly throughout the term
• Credit exposure to BNS as senior unsecured debt
• Limited secondary market and price concessions versus estimated value
• Uncertain tax treatment for U.S. and Canadian investors

The product suits investors seeking enhanced income and willing to take single-stock, equity-linked downside and issuer credit risk in exchange for capped returns and no equity upside.

The Bank of Nova Scotia (BNS) is marketing senior unsecured Contingent Income Auto-Callable Securities (Series A) linked to Uber Technologies Inc. (NYSE: UBER) common stock. The three-year notes (pricing date 18-Jul-2025; maturity 21-Jul-2028) are offered at $1,000 principal per security with a minimum investment of one note.

Coupon mechanics: on each quarterly determination date, investors receive a $26.90 coupon (10.76% p.a.) if UBER鈥檚 closing price is 鈮� 60% of the initial share price (downside threshold). Missed coupons 鈥榓ccrue鈥� via a memory feature and are paid when a later determination date satisfies the 60% test. No coupon is paid when the test fails.

Auto-call feature: if UBER closes 鈮� 100% of the initial share price (call threshold) on any determination date other than the final one, the note is automatically redeemed at par plus the due coupon(s), terminating further payments. Early redemption can occur as soon as the first coupon date (鈮� 3 months).

Principal repayment: at maturity investors receive (i) par plus final & unpaid coupons if UBER鈥檚 final price is 鈮� 60% of the initial price, or (ii) par 脳 (final price / initial price) if the 60% barrier is breached, exposing holders to a 1-for-1 downside below the barrier. Principal is therefore at risk down to a zero recovery.

Key economics & fees: BNS estimates the fair value on the pricing date at $938.74鈥�$968.74, implying an issue premium of roughly 3鈥�6%. Distribution fees total $22.50 per note (2.25%). The securities will not be listed; Scotia Capital Inc. is calculation agent, and Scotia Capital (USA) Inc. is the selling agent.

Risk highlights: (1) full downside exposure below a 40% drop in UBER鈥檚 share price; (2) quarterly coupons are contingent and may never be paid; (3) credit risk of BNS; (4) limited secondary liquidity and potential mark-to-market volatility; (5) complex tax treatment and estimated value below issue price.

Investment profile: the note targets income-oriented investors willing to accept equity-like downside, issuer credit risk and early-call reinvestment risk in exchange for a high contingent yield linked to a single volatile technology stock.

Form 4 filing for Dine Brands Global, Inc. (DIN) reports a routine equity transaction by director Howard M. Berk on 07/09/2025. The filing shows the acquisition of 95.215 restricted stock units (RSUs) in the form of dividend-equivalent rights, each economically equivalent to one share of common stock. These rights accrued automatically when dividends were paid on the underlying RSU award; therefore, the transaction price is listed as $0.00. After the accrual, Berk鈥檚 direct beneficial ownership increases to 4,827.96 RSUs. No shares were sold, and there were no cash transactions or option exercises disclosed. The filing contains no information on open-market purchases, dispositions, or changes in derivative terms, indicating a standard administrative update triggered by the dividend payment schedule.

Inception Growth Acquisition Ltd. (IGTAU) filed a Form 8-K to announce the postponement of its Special Meeting of Stockholders. Originally set for 10:00 a.m. Hong Kong time on July 14, 2025, the meeting will now be held at the same time and locations (Loeb & Loeb LLP, Hong Kong and via teleconference) on July 25, 2025. All proposals, the physical and virtual venues, and the May 27, 2025 record date remain unchanged.

The postponement automatically extends key shareholder deadlines. Redemption requests tied to the proposed business combination are now due by July 23, 2025 instead of July 10, 2025, and previously submitted redemptions may be revoked before the new cut-off. Shareholders who already voted do not need to vote again unless they wish to change or revoke their prior instructions.

Contact details for Continental Stock Transfer & Trust (transfer agent) and Advantage Proxy (proxy solicitor) are provided for certification, voting, and documentation queries. A press release detailing the postponement is furnished as Exhibit 99.1; no other sections of the original or supplemental proxy materials are altered.

Bank of Nova Scotia (BNS) is offering US$7.495 million of Autocallable Fixed Coupon Trigger Notes linked to NVIDIA Corporation (NVDA) maturing 11-Aug-2026. The notes are senior unsecured obligations issued under BNS鈥檚 Senior Note Program, Series A, CUSIP 06418VWQ3. Investors pay 100% of principal but BNS鈥� internal models value the notes at 97.308% on trade date, reflecting fees and hedging costs.

Coupon & Automatic Call. Holders receive a fixed $9.00 monthly coupon (0.90%; 10.80% p.a.) beginning Aug-2025. On seven observation dates (Jan-Jul 2026) the notes are automatically redeemed at $1,000 plus the current coupon if NVDA鈥檚 closing price is at or above the initial price of $160.00. Early redemption shortens the income stream and limits reinvestment options.

Principal Repayment. If not called, principal repayment depends on NVDA鈥檚 performance on the 06-Aug-2026 final valuation date:

• No loss: If NVDA 鈮� 60% of initial price ($96.00), investors receive $1,000 plus final coupon.
• Loss of up to 100%: If NVDA < 60% of initial, investors receive NVDA shares worth the share-delivery amount (1,000/160 = 6.25 shares) 鈥� representing the same downside as a direct equity position below the 60% trigger.

The structure therefore provides conditional downside protection to a 40% decline, but offers no upside participation beyond fixed coupons.

Key Terms.

• Tenor: ~13 months (Trade 08-Jul-2025; Maturity 11-Aug-2026; T+3 settlement).
• Minimum investment: $1,000.
• Issue price vs. estimated value: 100% vs. 97.308%.
• Distribution: SCUSA purchases from BNS; GS&Co resells with 1.50% selling concession and 0.65% structuring fee.
• Secondary market: none guaranteed; notes not exchange-listed; GS&Co may make a market but is not obliged.

Risk Highlights.

• Equity risk: Any decline in NVDA below the 60% trigger results in share delivery worth less than 60% of principal.
• Credit risk: Payments depend on BNS credit; notes are not CDIC or FDIC insured.
• Liquidity & valuation risk: Secondary prices likely below issue price because of built-in fees and dealer spreads.
• Upside cap: Return limited to a maximum 10.8% p.a.; investors forego all NVDA appreciation.

The notes suit income-oriented investors who have a moderately bullish or range-bound view on NVDA, can tolerate equity-like downside, accept BNS credit risk, and do not require liquidity before maturity.

The Bank of Nova Scotia (BNS) is offering Series A senior unsecured Autocallable Fixed Coupon Trigger Notes linked to the common stock of Advanced Micro Devices, Inc. (AMD). The notes are expected to price on 1 Aug 2025, settle on 6 Aug 2025 (T+3) and mature on 8 Sep 2026 unless called earlier.

Key economic terms

• Principal amount: $1,000 per note (minimum investment $1,000)
• Coupon: $8.792 per $1,000 monthly (0.8792% 鈮� 10.55% p.a.) paid until the earlier of maturity or automatic call
• Automatic call: If AMD鈥檚 closing price on any observation date (7 dates from Feb 3 to Aug 3 2026) is 鈮� the initial price, investors receive $1,000 + accrued coupon on the next payment date and no further payments
• Trigger price: 60% of initial price (downside buffer 40%)
• Payment at maturity if not called:
  • AMD 鈮� 60% of initial 鈫� return of principal + final coupon
  • AMD < 60% 鈫� delivery of AMD shares worth <60% of principal (share delivery amount = $1,000 梅 initial price); substantial or total loss possible
• Estimated value: $900鈥�$930 (7-10% below issue price)
• Fees: Selling commissions up to 1.50% and structuring fee up to 0.65%; underwriting spread up to 2.15%
• CUSIP/ISIN: 06418VF74 / US06418VF748
• Listing: None; notes are expected to be illiquid

Investment considerations

• The 10.55% headline coupon is attractive relative to conventional BNS debt but compensates investors for equity downside risk in AMD and the credit risk of BNS.
• The automatic call feature could shorten the investment to as little as six months after the first observation date, limiting income but returning capital early if AMD performs well.
• If AMD falls more than 40% from the initial price at final valuation, investors are exposed to direct equity risk via physical delivery of AMD shares, potentially losing most or all of their principal.
• The initial estimated value reflects embedded fees and BNS鈥檚 internal funding rate, meaning investors start with an immediate mark-to-market deficit.
• No dividend entitlement, voting rights, or exchange listing; secondary market, if any, will depend on Scotia Capital (USA) Inc. and Goldman Sachs & Co. LLC.

Risk highlights

• Unsecured, unsubordinated obligation of BNS; not CDIC or FDIC insured.
• High fees and a bid/ask spread are likely to depress any secondary market price.
• Complex payoff profile; performance depends on AMD volatility, market events, and potential calculation-agent adjustments.

The Bank of Nova Scotia (BNS) is marketing Contingent Income Auto-Callable Securities linked to the common stock of GE Vernova Inc. (GEV UN). Each unlisted note has a $1,000 stated principal amount, a three-year tenor (pricing: 18-Jul-2025; maturity: 21-Jul-2028) and is issued under BNS鈥檚 Senior Note Program, Series A.

Income profile: On each quarterly determination date, holders receive a $31.25 coupon (12.50% p.a.) provided the underlying closes at or above the 50% downside threshold. Thanks to a 鈥渕emory鈥� feature, missed coupons are paid on a later date if the threshold is subsequently met.

Auto-call: If GEV trades at or above its initial price (100% call threshold) on any quarterly observation before the final date, the note is automatically redeemed at par plus the applicable coupon(s), terminating future payments.

Principal repayment: 鈥� At maturity, if GEV is 鈮� 50% of the initial price, investors receive par plus the final and any unpaid coupons. 鈥� If GEV is < 50%, repayment equals par multiplied by the share-performance factor, exposing investors to losses of more than 50% and potentially total loss.

Secondary considerations: The estimated value on the pricing date is $936.28-$966.28, below the issue price, reflecting upfront selling commission of $22.50 (2.25%) and structuring costs. The notes are senior unsecured obligations of BNS and carry its credit risk. They will not be listed, so liquidity relies on the issuer鈥檚 discretionary market-making.

Key risks highlighted include principal-at-risk, coupon deferral or non-payment, reinvestment risk if called, limited trading history for GEV, and uncertain U.S./Canadian tax treatment.

Toronto-Dominion Bank (TD) is marketing a new tranche of Senior Debt Securities, Series H, issued as Leveraged Buffered Notes tied to the least-performing of three major U.S. equity benchmarks 鈥� the Nasdaq-100 (NDX), Russell 2000 (RTY) and S&P 500 (SPX). The 3-year notes will price on 31 Jul 2025, settle on 5 Aug 2025 (T+3) and mature on 3 Aug 2028.

Pay-off structure

• Principal: USD 1,000 per note; minimum investment USD 1,000.
• Upside: 142.80 % leveraged participation on positive performance of the least-performing index. All three reference indices must finish above their respective initial levels for any upside to accrue.
• Downside buffer: 10 %. If the least-performing index settles between 90 % and 100 % of its initial value, investors receive par. Below 90 %, holders lose 1 % of principal for every additional 1 % decline, exposing them to a maximum 90 % loss.
• No coupons; payment occurs only at maturity.

Pricing & distribution

• Public offering price: USD 1,000.
• Underwriting discount: USD 5.00 (0.50 %) per note; marketing fee USD 1.00.
• Net proceeds to TD: USD 995.00 per note.
• Estimated value: USD 925 鈥� USD 965 (鈮�3.5 鈥� 7.5 % below offer), based on TD鈥檚 internal models and funding curve.
• Notes are unsecured, unsubordinated TD obligations; not CDIC/FDIC-insured and not bail-inable.
• Not exchange-listed; secondary liquidity depends on TD Securities (USA) LLC making a market, which it is not obliged to do.

Risk highlights

• Return linked to the worst performer; diversification benefit is limited. Low cross-index correlation increases the probability that at least one index triggers losses.
• No interim interest; opportunity cost relative to fixed-rate senior debt.
• Credit exposure to TD plus model-driven estimated value below issue price create embedded premium for investors.
• Complex tax profile: intended to be treated as prepaid derivative contracts, but alternate IRS characterisations (contingent payment debt instruments, Section 871(m) dividend equivalents, etc.) remain possible.

Strategic takeaway 鈥� The notes suit investors with a moderately bullish 3-year view on all three indices who are willing to trade liquidity and coupon income for 142.8 % upside leverage and a 10 % downside buffer. Buyers must be comfortable with TD credit risk and the potential for significant capital loss if any index falls more than 10 %.