Form FWP ROYAL BANK OF CANADA Filed by: ROYAL BANK OF CANADA
Filed Pursuant to Rule 433
Registration No. 333-227001
Royal Bank of Canada
Market Linked Securities
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Market Linked Securities – Upside Participation to a Cap and Fixed Percentage Buffered Downside Principal at Risk Securities
Linked to the S&P 500® Index due April 6, 2027
Term Sheet to Preliminary Pricing Supplement No. WFC157 dated March 5, 2021
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Summary of terms
Issuer
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Royal Bank of Canada
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Term
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Approximately 6 years
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Index
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S&P 500® Index
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Pricing Date
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March 31, 2021*
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Original Issue Date
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April 6, 2021*
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Principal Amount
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$1,000 per security (each security will be offered at an initial public offering price of $1,000)
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Payment at
Maturity
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See “How the maturity payment amount is calculated” on page 3
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Maturity Date
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April 6, 2027*
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Initial Index Level
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The closing level of the Index on the pricing date
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Final Index Level
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The closing level of the Index on the valuation date
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Maximum Maturity
Payment Amount
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[$1,500.00 - $1,550.00] per security (to be determined on the pricing date)
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Buffer Level
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85% of the Initial Index Level
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Participation Rate
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100%
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Valuation Date
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March 30, 2027
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Calculation Agent
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RBC Capital Markets, LLC, a wholly-owned subsidiary of the issuer
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Denominations
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$1,000 and any integral multiple of $1,000
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Underwriting
Discount and
Commission
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Up to 4.85%, of which dealers, including those using the trade name Wells Fargo Advisors (“WFA”), may receive a selling concession of 2.50% and WFA will receive a
distribution expense fee of 0.12%.
In respect of certain securities sold in this offering, our affiliate, RBC Capital Markets, LLC, may pay a fee of up to $1.00 per security to selected securities dealers in
consideration for marketing and other services in connection with the distribution of the securities to other securities dealers.
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CUSIP
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78016EKQ9
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*To the extent that the issuer makes any change to the expected pricing date or expected original issue date, the valuation date and maturity date may also be changed in the issuer’s discretion to
ensure that the term of the securities remains the same.
Investment description
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Linked to the S&P 500® Index.
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Unlike ordinary debt securities, the securities do not pay interest or repay a fixed amount of principal at maturity. Instead, the securities provide for a payment at maturity that may be greater than, equal
to or less than the initial public offering price of the securities, depending on the performance of the Index from its Initial Index Level to its Final Index Level.
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The payment at maturity will reflect the following terms:
o If the level of the Index increases:
You will receive the initial public offering price plus 100% participation in the upside performance of the Index, subject to a maximum total return at maturity of 50.00% to
55.00% (to be determined on the pricing date) of the initial public offering price
o If the level of the Index stays unchanged or decreases but the decrease is not more than 15%:
You will be repaid the initial public offering price
o If the level of the Index decreases by more than 15%:
You will receive less than the initial public offering price and will have 1-to-1 downside exposure to any decrease in the level of the Index in excess of 15%.
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Investors may lose up to 85% of the initial public offering price
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All payments on the securities are subject to the credit risk of Royal Bank of Canada, and you will have no ability to pursue the issuer of any securities represented by the Index for payment; if Royal Bank of
Canada defaults on its obligations, you could lose some or all of your investment
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No periodic interest payments or dividends
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No exchange listing; designed to be held to maturity
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The issuer’s initial estimated value of the securities as of the pricing date is expected to be between $900.00 and $925.86 per $1,000 in
principal amount, and will be less than the public offering price. The final pricing supplement relating to the securities will set forth the issuer’s estimate of the initial value of the securities as of the pricing date. The market
value of the securities at any time will reflect many factors, cannot be predicted with accuracy, and may be less than this amount. See “Risk Factors” and “Supplemental Plan of Distribution – Structuring the Securities” in the
accompanying preliminary pricing supplement for further information
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The securities are not subject to conversion into our common shares under subsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act. The securities have complex features and investing in the securities
involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” in this term sheet and “Risk Factors” in the accompanying preliminary pricing supplement and prospectus supplement.
This introductory term sheet does not provide all of the information that an investor should consider prior to making an investment decision.
Investors should carefully review the accompanying preliminary pricing supplement, prospectus supplement and prospectus before making a decision to invest in the securities.
NOT A BANK DEPOSIT AND NOT INSURED OR GUARANTEED BY THE FDIC OR ANY OTHER GOVERNMENTAL AGENCY
Hypothetical payout profile
The profile to the right is based on a hypothetical maximum maturity payment amount of 152.50% of the principal amount or $1,525.00 per $1,000 security (the midpoint of
the specified range for the maximum maturity payment amount), a participation rate of 100% and a Buffer Level equal to 85% of the Initial Index Level.
This graph has been prepared for purposes of illustration only. Your actual return will depend on the actual Final Index Level, the actual maximum maturity payment
amount, and whether you hold your securities to maturity.
Hypothetical returns
Hypothetical
Final Index Level |
Percentage Change from the
Hypothetical Initial Index
Level to the Hypothetical
Final Index Level |
Hypothetical Maturity
Payment Amount per
Security
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Hypothetical Pre-
Tax Total Rate of
Return on the
Securities
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0.00
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-100.00%
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$150.00
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-85.00%
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10.00
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-90.00%
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$250.00
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-75.00%
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20.00
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-80.00%
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$350.00
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-65.00%
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30.00
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-70.00%
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$450.00
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-55.00%
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40.00
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-60.00%
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$550.00
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-45.00%
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50.00
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-50.00%
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$650.00
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-35.00%
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60.00
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-40.00%
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$750.00
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-25.00%
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70.00
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-30.00%
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$850.00
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-15.00%
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80.00
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-20.00%
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$950.00
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-5.00%
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85.00
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(1)
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-15.00%
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$1,000.00
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0.00%
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90.00
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-10.00%
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$1,000.00
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0.00%
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95.00
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-5.00%
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$1,000.00
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0.00%
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100.00
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(2)
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0.00%
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$1,000.00
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0.00%
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105.00
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5.00%
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$1,050.00
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5.00%
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110.00
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10.00%
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$1,100.00
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10.00%
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120.00
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20.00%
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$1,200.00
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20.00%
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130.00
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30.00%
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$1,300.00
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30.00%
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140.00
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40.00%
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$1,400.00
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40.00%
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150.00
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50.00%
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$1,500.00
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50.00%
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152.50
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52.50%
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$1,525.00
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(3)
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52.50%
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160.00
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60.00%
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$1,525.00
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52.50%
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170.00
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70.00%
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$1,525.00
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52.50%
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180.00
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80.00%
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$1,525.00
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52.50%
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190.00
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90.00%
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$1,525.00
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52.50%
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200.00
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100.00%
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$1,525.00
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52.50%
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(1)
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This is the hypothetical Buffer Level.
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(2)
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This is the hypothetical Initial Index Level.
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(3) |
This is the hypothetical maximum maturity payment amount of $1,525.00 (the mid-point of the specified range for the maximum maturity payment amount).
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How the maturity payment amount is calculated
The maturity payment amount will be determined as follows:
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If the Final Index Level is greater than the Initial Index Level, the maturity payment amount per security will equal the lesser of:
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(i) |
$1,000 plus
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(ii) |
the maximum maturity payment amount
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If the Final Index Level is equal to or less than the Initial Index Level but greater than or equal to the Buffer Level, the
maturity payment amount per security will equal the issue price of $1,000.00
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If the Final Index Level is less than the Buffer Level, the maturity payment amount per security will equal:
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$1,000 -
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In such a case, you will lose up to 85% of your principal.
S&P 500® Index daily closing levels*
*The graph above sets forth the daily closing levels of the Index for the period from January 1, 2016 to March 4, 2021. The closing level on March 4, 2021 was 3,768.47. The historical
performance of the Index is not an indication of its future performance during the term of the securities.
Selected risk considerations
The risks set forth below are discussed in detail in the “Risk Factors” section in the accompanying preliminary pricing supplement. Please review those risk
disclosures carefully.
Risks Relating to the Terms and Structure of the Securities
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Your investment may result in a loss of up to 85% of your principal
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You will not receive interest payments on the securities
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Your yield may be lower than the yield on a standard debt security of comparable maturity
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Your return is limited and will not reflect the return of owning the common stocks represented by the Index
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Owning the securities is not the same as owning the common stocks represented by the Index
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The securities will be debt obligations of Royal Bank of Canada. No other company or entity will be responsible for payments under the securities
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The tax treatment of the securities is uncertain and gain on the securities may be treated as ordinary income under the constructive ownership rules
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Risks Relating to the Secondary Market for the Securities
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There may not be an active trading market for the securities
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The amount to be paid at maturity is not linked to the level of the Index at any time other than the valuation date
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Many factors affect the market value of the securities
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Risks Relating to the Index
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Changes that affect the Index will affect the market value of the securities and the maturity payment amount
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We have no affiliation with the sponsor of the Index and will not be responsible for any actions taken by the sponsor
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Historical levels of the Index should not be taken as an indication of the future levels of the Index during the term of the securities
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Risks Relating to the Initial Estimated Value of the Securities
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Our initial estimated value of the securities will be less than the initial public offering price
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The price, if any, at which you may be able to sell your securities prior to maturity may be less than the initial public offering price and our initial estimated value
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The initial estimated value of the securities will be an estimate only, calculated as of the time the terms of the securities are set
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Risks Relating to Conflicts of Interest
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Hedging transactions may affect the return on the securities
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Potential conflicts of interest could arise
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The calculation agent may postpone the valuation date and, therefore, determination of the Final Index Level and the maturity date if a market disruption event occurs on the valuation date
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There are potential conflicts of interest between you and the calculation agent
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Not suitable for all investors
Investment suitability must be determined individually for each investor. The securities described herein are not a suitable investment for all investors. In particular, no investor should purchase
the securities unless they understand and are able to bear the associated market, liquidity and yield risks. Unless market conditions and other relevant factors change significantly in your favor, a sale of the securities prior to maturity is
likely to result in sale proceeds that are substantially less than the initial public offering price per security. Royal Bank of Canada, Wells Fargo Securities, LLC and their respective affiliates are not obligated to purchase the securities from
you at any time prior to maturity.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should
read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at
www.sec.gov. Alternatively, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling your financial advisor or by calling Royal Bank of Canada at 1-877-688-2301.
Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC, members SIPC, separate registered
broker-dealers and non-bank affiliates of Wells Fargo & Company.
Consult your tax advisor
Investors should review carefully the accompanying preliminary pricing supplement, prospectus supplement and prospectus and consult their tax advisors regarding the application of the U.S.
federal income tax laws to their particular circumstances, as well as any tax consequences arising under the laws of any state, local or foreign jurisdiction.