Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-275898
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Pricing Supplement
Dated May 14, 2024
To the Product Prospectus Supplement, the Prospectus Supplement, and the Prospectus, Each Dated December 20,
2023
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$5,691,000
Auto-Callable Fixed Coupon Barrier Notes
Linked to the Common Stock of NVIDIA Corporation.,
Due June 20, 2025
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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May 14, 2024
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Principal Amount:
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$1,000 per Note
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Issue Date:
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May 17, 2024
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Maturity Date:
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June 20, 2025
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Coupon Payment:
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14.80% per annum. Each coupon will be paid in equal monthly payments, unless the Notes are previously called.
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Coupon Payment Dates:
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Monthly, as set forth below, unless the Notes are previously called.
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Initial Stock Price:
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$913.56, which was the closing price of the Reference Stock on the Trade Date.
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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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Barrier Price:
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$584.68, which is 64% of the Initial Stock Price (rounded to two decimal places)
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Payment at Maturity
(if not previously
called and held to
maturity):
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If the Notes are not previously called, we will pay an amount at maturity based on the Final Stock Price. For each $1,000 in principal amount of the Notes, the investor
will receive at maturity $1,000 plus the final Coupon Payment, 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, for each $1,000 in principal amount, a cash payment equal to: $1,000 +
($1,000 x Percentage Change).
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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Call Feature:
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If, beginning on November 14, 2024 and on any Call Observation Date thereafter, the closing price of the Reference Stock is greater than or equal to the Initial Stock
Price, the Notes will be automatically called for 100% of their principal amount, plus the Coupon Payment applicable to the corresponding Call Observation Date.
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Monitoring Period:
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The Valuation Date.
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CUSIP:
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78017FXN8 |
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Per Note
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Total
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Price to public(1)
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100.00%
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$5,691,000
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Underwriting discounts and commissions(1)
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1.50%
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$85,365
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Proceeds to Royal Bank of Canada
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98.50%
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$5,605,635
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
General:
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This pricing supplement relates to an offering of Auto-Callable 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 (the “Bank”)
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Underwriter:
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RBC Capital Markets, LLC (“RBCCM”)
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Minimum Investment:
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$1,000 and minimum denominations of $1,000 in excess thereof
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Trade Date (Pricing
Date):
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May 14, 2024
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Issue Date:
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May 17, 2024
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Valuation Date:
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June 16, 2025
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Maturity Date:
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June 20, 2025, subject to extension for market and other disruptions, as described in the product prospectus supplement dated December 20, 2023.
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Coupon Rate:
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14.80% per annum. Each Coupon Payment will be paid in equal monthly payments of approximately 1.2333% of the principal amount on the applicable Coupon Payment Date, unless the Notes are
previously called.
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Call Observation Dates
and Coupon Payment
Dates:
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Monthly, as set forth below: | |||||
Call Observation Dates:
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Coupon Payment Dates:
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June 20, 2024
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July 18, 2024
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August 19, 2024
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September 19, 2024
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October 17, 2024
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November 14, 2024
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November 19, 2024(1)
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December 16, 2024
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December 19, 2024(1)
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January 14, 2025
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January 17, 2025(1)
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February 14, 2025
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February 20, 2025(1)
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March 14, 2025
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March 19, 2025(1)
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April 14, 2025
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April 17, 2025(1)
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May 14, 2025
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May 19, 2025(1)
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June 16, 2025 (the Valuation Date)
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June 20, 2025 (the Maturity Date)
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(1) This Coupon Payment Date is also a Call Settlement Date.
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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 or upon a call will be payable to the
person to whom the Payment at Maturity or upon the call, as the case may be, will be payable.
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
Call Feature:
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If, starting on November 14, 2024 and on any Call Observation Date thereafter (other than the final Call Observation Date), the closing price of the Reference Stock is greater than or equal to the Initial Stock Price, the Notes will be automatically called.
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Call Settlement Dates:
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If the Notes are called on a Call Observation Date, the Call Settlement Date will be the Coupon Payment Date immediately following that Call Observation Date.
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Payment if Called:
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If the Notes are automatically called, then, on the applicable Call Settlement Date, for each $1,000 in principal amount, you will receive $1,000 plus the Coupon Payment otherwise due on
that Call Settlement Date.
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Initial Stock Price:
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The closing price of the Reference Stock on the Trade Date, as set forth on the cover page of this document.
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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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Barrier Price:
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64% of the Initial Stock Price, as set forth on the cover page of this document.
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Payment at Maturity (if
the Notes are not
previously called and
are held to maturity):
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If the Notes are not previously called, then for each $1,000 in principal amount of the Notes, the investor will receive $1,000 plus the final Coupon Payment 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 the final
Coupon Payment, for each $1,000 in principal amount, a cash payment equal to:
$1,000 + ($1,000 x Percentage Change)
The amount in cash that you 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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Physical Delivery
Amount:
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Not applicable. Payments on the Notes will be made solely in cash.
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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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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 Ashurst LLP, our special U.S. tax counsel) in the product prospectus supplement dated December 20, 2023 under “Supplemental Discussion of U.S. Federal Income Tax
Consequences,” which apply to the Notes.
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Secondary Market: |
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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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
Clearance and
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 December 20,
2023).
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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” in this section and the terms appearing under the caption “General Terms of the Notes” in the product prospectus
supplement, as modified by this pricing supplement.
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
Hypothetical Final Stock Price
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Payment at Maturity as Percentage of
Principal Amount
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Payment at Maturity
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$150.00
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100.00%
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$1,000.00
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$140.00
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100.00%
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$1,000.00
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$130.00
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100.00%
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$1,000.00
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$120.00
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100.00%
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$1,000.00
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$110.00
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100.00%
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$1,000.00
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$90.00
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100.00%
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$1,000.00
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$80.00
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100.00%
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$1,000.00
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$70.00
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100.00%
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$1,000.00
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$64.00
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100.00%
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$1,000.00
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$63.99
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63.99%
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$639.90
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$60.00
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60.00%
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$600.00
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$50.00
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50.00%
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$500.00
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$40.00
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40.00%
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$400.00
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$30.00
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30.00%
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$300.00
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$20.00
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20.00%
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$200.00
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$10.00
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10.00%
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$100.00
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$0.00
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0.00%
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$0.00
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable 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 some or all 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 Notes are not automatically called and the Final Stock Price is less than the Barrier Price, 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. The rate of interest payable on the Notes may not be sufficient to compensate
for any such loss.
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The Notes Are Subject to an Automatic Call — If on any Call Observation Date beginning in November 2024 the closing price of the Reference Stock is greater than or
equal to the Initial Stock Price, then the Notes will be automatically called. If the Notes are automatically called, then, on the applicable Call Settlement Date, for each $1,000 in principal amount, you will receive $1,000 plus the
Coupon Payment otherwise due on the applicable Call Settlement Date. You will not receive any Coupon Payments after the Call Settlement Date. You may be unable to reinvest your proceeds from the automatic call in an investment with a
return that is as high as the return on the Notes would have been if they had not been called.
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The Call Feature Limits Your Potential Return — The return potential of the Notes is limited to the pre-specified Coupon Rate, regardless of the appreciation of the
Reference Stock. If the Notes are called, you will not receive any Coupon Payments after the applicable Call Settlement Date. Since the Notes could be called as early as November 2024, the total return on the Notes could be limited. If
the Notes are not called, you may be subject to the full downside performance of the Reference Stock, even though your potential return is limited to the Coupon Rate. As a result, the return on an investment in the Notes could be less
than the return on a direct investment in the Reference Stock.
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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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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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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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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 ask prices for your Notes in any secondary market could be substantial.
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The Initial Estimated Value of the Notes Is Less than the Price to the Public — The initial estimated value of the Notes that is set forth on the cover page of this
pricing supplement 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, the referral fee 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, the referral fee or 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 on the secondary rate
rather than the internal funding rate used to price the Notes and determine the initial estimated value. As a result, the secondary price will be less than if the internal funding rate was used. The Notes are not designed to be
short-term trading instruments. Accordingly, you should be able and willing to hold your Notes to maturity.
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The Initial Estimated Value of the Notes that Is Set Forth on the Cover Page of this Pricing Supplement Is an Estimate Only, Calculated as of the Time the Terms of the Notes
Were Set — The initial estimated value of the Notes is 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 is 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 and Those of Our Affiliates 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 price of the
Reference Stock, could be adverse to the interests of the holders of the Notes. We and
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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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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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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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
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Auto-Callable Fixed Coupon Barrier Notes
Royal Bank of Canada |
P-16
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RBC Capital Markets, LLC
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