加拿大丰业银行美股招股说明书(2025-10-17版)

Linked to the Nikkei 225®Index due October 18, 2030Investment Description The Bank of Nova Scotia Trigger Autocallable GEARS (the “Securities”) are senior unsecured debt securities issued by The Bank of Nova Scotia (“BNS” or the “issuer”)linked to the performance of the Nikkei 225®Index(the “underlying”). BNS will automatically call the Securities (an “automatic call”) if the closing level of the underlyingon the observation date is equal to or greater than the autocall barrier, which is equal to the closing level of the underlying on the trade date (the “initial level”). If theSecurities are subject to an automatic call, BNS will pay you a cash payment per Security on the call settlement date equal to the “call price”, which is the principalamount plus a call return based on the call return rate, and no further payments will be owed to you under the Securities. If the Securities are not subject to an automaticcall, the amount you receive at maturity will be based on the direction and percentage change in the level of the underlying from the initial level to the final level (the“underlying return”) and whether the closing level of the underlying on the final valuation date (the “final level”) is less than the downside threshold. If the Securities arenot subject to an automatic call and the underlying return is positive, BNS will pay you a cash payment per Security at maturity equal to the principal amount plus apercentage return equal to the underlying return multiplied by the upside gearing. If the Securities are not subject to an automatic call, the underlying return is zero ornegative and the final level is equal to or greater than the downside threshold, BNS will pay you a cash payment per Security at maturity equal to the principal amount. If,however, the Securities are not subject to an automatic call, the underlying return is negative and the final level is less than the downside threshold, BNS will pay you acash payment per Security at maturity that is less than the principal amount, if anything, resulting in a percentage loss of your principal amount equal to the underlyingreturn and, in extreme situations, you could lose your entire investment in the Securities.Investing in the Securities involves significant risks. The Securities do notpay interest. You may lose a significant portion or all of your investment in the Securities. The contingent repayment of principal applies only if you hold theSecurities to maturity. Any payment on the Securities, including any repayment of principal, is subject to the creditworthiness of BNS. If BNS were to defaulton its payment obligations you may not receive any amounts owed to you under the Securities and you could lose your entire investment in the Securities. AutomaticCall Feature:BNS will automatically call the Securities if the closing level ofthe underlying on the observation date is equal to or greater than the autocall barrier,which is equal to the initial level. If the Securities are subject to an automatic call, BNS willpay you a cash payment per Security on the call settlement date equal to the call price.Following an automatic call, no further payments will be owed to you under the Securities. EnhancedExposure to Positive Underlying Return:If the Securities are not subject toan automatic call, at maturity, the Securities provide exposure to any positive underlyingreturn multiplied by the upside gearing.ContingentRepayment of Principal at Maturity with Potential for Full Downside Market Exposure:If the Securities are not subject to an automatic call, the underlyingreturn is zero or negative and the final level is equal to or greater than the downsidethreshold, BNS will pay you a cash payment per Security at maturity equal to the principalamount. If, however, the Securities are not subject to an automatic call, the underlyingreturn is negative and the final level is less than the downside threshold, BNS will pay youa cash payment per Security at maturity that is less than the principal amount, if anything,resulting in a percentage loss of your principal amount equal to the underlying return and,inextreme situations,you could lose your entire investment in the Securities.Thecontingent repayment of principal applies only if you hold the Securities to maturity. Anypaymenton the Securities,including any repayment of principal,is subject to thecreditworthiness of BNS. *Weexpect to deliver the Securities against payment on the second business dayfollowing the trade date. Under Rule 15c6-1 of the Securities Exchange Act of 1934, asamended, trades in the secondary market generally are required to settle in onebusiness day (T+1), unless the parties to a trade expressly agree otherwise.Accordingly, purchasers who wish to trade the Securities in the secondary market onany date prior to one business day before delivery of the Securities will be required, byvirtue of the fact that each Security initially will settle in two business days (T+2), tospecify al