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Bank of Nova Scotia (BNS) is marketing senior unsecured Contingent Income Auto-Callable Securities (Series A) linked to the common stock of Palantir Technologies Inc. (PLTR). The preliminary terms outline a three-year note (pricing date 18-Jul-2025, maturity 21-Jul-2028) with a $1,000 stated principal amount and the following key mechanics:

• Contingent quarterly coupon: $47.50 per note (19.00% p.a.) paid only when PLTR鈥檚 closing price on a determination date is 鈮� 50% of the initial share price (鈥渄ownside threshold鈥�). A 鈥渕emory鈥� feature accrues missed coupons for later payment if the threshold is subsequently met.
• Automatic redemption (鈥渁uto-call鈥�): If PLTR closes 鈮� 100% of the initial share price (鈥渃all threshold鈥�) on any quarterly determination date other than the final one, the note is redeemed for (i) principal + (ii) the current coupon + any unpaid memory coupons. Investors then forgo further payments.
• Principal at risk: At maturity, if the final share price is < 50% of the initial share price, investors receive principal multiplied by the share performance factor (final 梅 initial), exposing them to a 1-for-1 downside鈥攑otentially down to $0.
• No upside participation: Investors do not benefit from stock appreciation beyond receiving coupons; total return is coupon-driven.
• Credit exposure: Payments rely solely on BNS鈥檚 ability to pay; the notes are unsecured and unsubordinated. Estimated fair value at pricing (鈮� $937.41鈥�$967.41) is below the $1,000 issue price, reflecting selling and hedging costs.
• Liquidity & listing: The securities will not be listed on an exchange; secondary market making, if any, will be by Scotia Capital (USA) Inc. at its discretion.
• Underlying stock snapshot (09-Jul-2025): Price $143.13; 52-week range $24.09鈥�$144.25. Historical data show significant volatility, a driver of the high coupon.

Investor implications: The structure targets yield-oriented investors willing to assume (1) high equity volatility, (2) potential loss of up to 100% of principal, (3) BNS credit risk, and (4) limited liquidity. The 19% headline coupon reflects these risks. Early redemption risk also creates reinvestment uncertainty. Prospective buyers should evaluate the trade-off between the elevated coupon and the substantial downside & credit exposures.

Bank of Nova Scotia (BNS) has filed a Free Writing Prospectus for Contingent Income Auto-Callable Securities linked to the common stock of Tesla, Inc. (TSLA), maturing on 21 Jul 2028. The notes are senior unsecured obligations of BNS and therefore subject to the bank鈥檚 credit risk.

Economic terms

• Denomination: $1,000 per note; minimum investment one note.
• Contingent coupon: $36.30 quarterly (14.52% p.a.) paid only if TSLA closes 鈮� the 50 % downside threshold on the relevant determination date; missed coupons may be recovered later under the memory feature.
• Auto-call: If TSLA closes 鈮� 100 % of the initial price on any quarterly determination date (other than final), the note is redeemed early for principal plus any due coupons.
• Payment at maturity: 鈥� If final price 鈮� downside threshold, investors receive principal plus coupon(s). 鈥� If final price < downside threshold, repayment equals principal 脳 (final/initial price), exposing investors to losses down to 0 % of principal.
• Pricing date: 18 Jul 2025; issue date: 23 Jul 2025.
• Estimated value: $937.95鈥�$967.95 (3.2 %鈥�6.2 % below issue price); commission: $22.50 per note.
• Notes will not be listed on an exchange; secondary liquidity, if any, will be limited and based on dealer pricing.

Key risks highlighted

• Full principal loss if TSLA falls more than 50 % by final determination.
• Coupons are contingent; investors may receive none.
• No upside participation: returns capped at received coupons.
• Credit risk of BNS; product is senior unsecured debt.
• Limited liquidity and estimated value below issue price.
• Tax treatment uncertain under U.S. and Canadian law.

Investors seeking high current income must weigh the attractive 14.52 % coupon against significant downside and liquidity risks.

Transaction overview: The Bank of Nova Scotia (BNS) is offering senior unsecured Contingent Income Auto-Callable Securities (Series A) maturing on or about 21 July 2028, whose return is linked to the common stock of Tesla, Inc. (TSLA). Each security is issued at $1,000 and pays no guaranteed interest or principal protection.

Coupon mechanics: Investors are eligible for a contingent quarterly coupon of $36.30 (14.52% p.a.) on any determination date where TSLA鈥檚 closing price is at least 50 % of the initial share price (鈥渄ownside threshold鈥�). Missed coupons are not lost: under the memory feature they accrue and are paid on the next observation date that meets the threshold. If the price is below the threshold on every determination date, no coupons will ever be paid.

Auto-call feature: If on any observation date before maturity TSLA closes at or above 100 % of the initial share price (鈥渃all threshold鈥�), the note is automatically redeemed for (i) the face amount plus (ii) the contingent coupon due for that date plus any unpaid memory coupons. Early redemption can occur as soon as the first coupon date (23 Oct 2025), shortening the investment horizon to roughly three months.

Principal repayment scenarios:

• Auto-called: Investors receive only the early-redemption amount and forgo future coupons and upside in TSLA.
• Held to maturity 鈥� TSLA 鈮� 50 % of initial price: BNS repays face value plus the final coupon and any unpaid memory coupons.
• Held to maturity 鈥� TSLA < 50 %: Repayment equals face value 脳 (final price 梅 initial price), exposing investors 1-for-1 to the downside below 50 %. Redemption could be < $500 and as low as zero, implying up to 100 % capital loss.

Key terms: Pricing date 18 Jul 2025; issue date 23 Jul 2025; 12 quarterly observations; estimated initial value $937.95鈥�$967.95 (below issue price due to fees, hedging costs and BNS internal funding rate); CUSIP 06419DAX1; the securities will not be listed; Scotia Capital Inc. acts as calculation agent.

Risks highlighted by the issuer: credit risk of BNS; potential loss of entire principal; possibility of zero coupon payments; limited or no secondary market; estimated value lower than issue price; uncertain U.S./Canadian tax treatment; complex valuation sensitive to TSLA volatility, interest rates, dividends and BNS credit spreads.

Investor profile: Suitable only for investors who (1) can tolerate substantial loss, (2) do not need dividend income or upside participation in TSLA, (3) understand structured products and BNS credit risk, and (4) accept early-call reinvestment risk and illiquidity.

UBS AG London Branch is offering Contingent Income Auto-Callable Securities maturing on or about 16 July 2026. The notes are linked to the worst performing of two U.S-listed semiconductor equities: NVIDIA Corp. (NVDA) common stock and Taiwan Semiconductor Manufacturing Company Ltd. (TSM) ADRs.

Key economic terms

• Stated principal: $1,000 per security; issue price = stated principal.
• Tenor: Approximately 12 months (pricing expected 11 July 2025; maturity expected 16 July 2026).
• Contingent coupon: $38.025 per quarter (15.21% p.a.) paid only if both underlyings close at or above 60 % of their initial prices (coupon barrier) on the relevant determination date.
• Auto-call: If both shares close at or above 100 % of initial price (call threshold) on any determination date other than the final one, the notes are redeemed early for $1,000 + coupon.
• Principal repayment at maturity: 鈥� Full principal plus coupon if each underlying is 鈮� 60 % of initial price.
  鈥� If any underlying < 60 %, repayment equals $1,000 脳 (1 + worst-performing underlying return) 鈥� a loss of up to 100 %.
• Barriers & thresholds: set at pricing; indicative levels are 60 % (coupon & downside) and 100 % (call) of initial prices.
• Quarterly determination dates: 13 Oct 2025, 12 Jan 2026, 13 Apr 2026, 13 Jul 2026.
• Issuer credit: Unsecured, unsubordinated obligations of UBS AG; payments subject to UBS credit risk.
• Estimated initial value: $937.80-$967.80 (3.2-6.2 % below issue price) due to hedging & fees.
• Distribution: Investors pay a total selling concession/structuring fee of 1.75 %; issuer nets 98.25 % of proceeds.

Investment considerations

• High conditional income (15.21 % p.a.) in exchange for significant downside and non-payment risk.
• Return is not linked to an average or basket; a single share falling below 60 % causes coupon loss and potential principal loss.
• Early redemption risk limits upside and coupon accrual; investors forego any share price appreciation beyond coupons.
• No exchange listing; secondary liquidity depends on dealer willingness and may be at substantial discounts.
• Product embeds UBS internal funding rate; secondary value will initially trail issue price.

Primary risks highlighted by UBS

• Loss of principal if worst-performing share declines > 40 % at final valuation.
• No coupons for any quarter in which either share closes < 60 % of initial price.
• Concentration in the semiconductor sector; additional emerging-market and FX risks via TSM ADR.
• Issuer credit risk; FINMA resolution powers could convert or write off the securities.
• Tax treatment uncertain; product likely treated as a prepaid derivative with contingent coupons.

The Bank of Nova Scotia (BNS) is offering $12 million in Airbag Autocallable Contingent Yield Notes with Memory Interest linked to Meta Platforms, Inc. (META). The Notes are senior unsecured debt, priced at $1,000 each, settling 14 July 2025 and maturing 14 July 2026, unless automatically called earlier.

Income mechanics: Investors receive a 16.32% p.a. contingent coupon ($13.60 monthly) only if META鈥檚 closing price on an observation date is at or above the Coupon Barrier of $576.54 (80 % of the initial level). Missed coupons 鈥榬oll forward鈥� under the memory feature and can be recovered on later pay-dates if the barrier is met.

Autocall feature: If META closes at or above the Initial Level of $720.67 on any monthly observation date before final valuation (9 July 2026), the Notes are called and pay (i) principal plus (ii) the current coupon plus (iii) any accrued unpaid coupons.

Principal risk: If not called and the final level is 鈮� $576.54, BNS repays principal and any due coupons. If the final level is < $576.54, investors receive 1.7345 META shares per Note (cash for fractions). The share value is expected to be below par, exposing investors to partial or total loss of capital. Coupon accrual stops at maturity.

Credit & liquidity considerations: All payments rely on BNS credit; the Notes are uninsured and rank pari-passu with other senior debt. The initial estimated value is $994.56, below issue price; underwriting discount totals 1.2 %. The Notes will not be listed, and secondary liquidity will depend on the dealer.

Key dates: Strike 8 Jul 2025; trade 9 Jul 2025; first observation 11 Aug 2025; monthly observations thereafter; final valuation 9 Jul 2026.

Investor profile: Suitable only for investors comfortable with equity downside, issuer credit risk, illiquidity and complex tax treatment, in exchange for a high but conditional coupon.

Mobileye Global Inc. (Nasdaq: MBLY) priced a fully secondary public offering of 50 million Class A shares at $16.50 per share. All stock is being sold by Intel Overseas Funding Corporation, so the deal is non-dilutive for existing Mobileye holders. Underwriters have a 30-day option for another 7.5 million shares and closing is expected on 11 July 2025.

At settlement, Mobileye will repurchase 6.23 million shares directly from the seller at the same price, using corporate cash; the buyback was cleared by disinterested directors. Separately, Intel plans to convert 50 million Class B shares into Class A, boosting the public float and reducing its super-voting stake. Neither the repurchase nor the conversion is a condition to the offering, but both hinge on its closing.

Mobileye receives no proceeds from the sale, yet float liquidity should improve while near-term share-supply pressure could weigh on price. Intel鈥檚 continued selldown advances Mobileye鈥檚 path toward greater share-registry independence.

Mobileye Global Inc. (Nasdaq: MBLY) priced a fully secondary public offering of 50 million Class A shares at $16.50 per share. All stock is being sold by Intel Overseas Funding Corporation, so the deal is non-dilutive for existing Mobileye holders. Underwriters have a 30-day option for another 7.5 million shares and closing is expected on 11 July 2025.

At settlement, Mobileye will repurchase 6.23 million shares directly from the seller at the same price, using corporate cash; the buyback was cleared by disinterested directors. Separately, Intel plans to convert 50 million Class B shares into Class A, boosting the public float and reducing its super-voting stake. Neither the repurchase nor the conversion is a condition to the offering, but both hinge on its closing.

Mobileye receives no proceeds from the sale, yet float liquidity should improve while near-term share-supply pressure could weigh on price. Intel鈥檚 continued selldown advances Mobileye鈥檚 path toward greater share-registry independence.

Mobileye Global Inc. (Nasdaq: MBLY) priced a fully secondary public offering of 50 million Class A shares at $16.50 per share. All stock is being sold by Intel Overseas Funding Corporation, so the deal is non-dilutive for existing Mobileye holders. Underwriters have a 30-day option for another 7.5 million shares and closing is expected on 11 July 2025.

At settlement, Mobileye will repurchase 6.23 million shares directly from the seller at the same price, using corporate cash; the buyback was cleared by disinterested directors. Separately, Intel plans to convert 50 million Class B shares into Class A, boosting the public float and reducing its super-voting stake. Neither the repurchase nor the conversion is a condition to the offering, but both hinge on its closing.

Mobileye receives no proceeds from the sale, yet float liquidity should improve while near-term share-supply pressure could weigh on price. Intel鈥檚 continued selldown advances Mobileye鈥檚 path toward greater share-registry independence.