![]() |
Filed Pursuant to Rule 424(b)(2)
Registration Statement No. 333-259205
|
||
Pricing Supplement
Dated December 18, 2023
To the Prospectus dated September 14, 2021, the Prospectus
Supplement dated September 14, 2021, and the Product Prospectus
Supplement dated March 3, 2022
|
$563,000
Buffered Absolute Return Notes Linked to the SPDR® S&P 500® ETF Trust, Due August 21, 2025
Royal Bank of Canada
|
||
Reference Asset
|
Initial Price
|
Buffer Price*
|
||
SPDR® S&P 500® ETF Trust ("SPY")
|
$471.97
|
$377.58, which is 80% of the Initial Price
|
• |
If the Final Price of the Reference Asset is greater than the Initial Price, the Notes will pay at maturity a return equal to 100% of the Percentage Change, subject to a Maximum Upside Return of 110.50% of
the principal amount of the Notes.
|
• |
If the Final Price is less than or equal to the Initial Price, but is greater than or equal to the Buffer Price, the Notes will pay a positive return equal to 200% of the absolute value of the Percentage
Change.
|
• |
If the Final Price is less than the Buffer Price, investors will lose 1% of the principal amount for each 1% that the Final Price has decreased by more than 20% from the Initial Price.
|
• |
Any payments on the Notes are subject to our credit risk.
|
• |
The Notes do not pay interest.
|
• |
The Notes will not be listed on any securities exchange.
|
Per Note
|
Total
|
||
Price to public(1)
|
100.00%
|
$563,000.00
|
|
Underwriting discounts and commissions(1)
|
0.45%
|
$2,533.50
|
|
Proceeds to Royal Bank of Canada
|
99.55%
|
$560,466.50
|
|
|
Buffered Absolute Return Notes
|
Issuer:
|
Royal Bank of Canada (the “Bank”)
|
Underwriter:
|
RBC Capital Markets, LLC (“RBCCM”)
|
Reference Asset:
|
SPDR® S&P 500® ETF Trust ("SPY")
|
Minimum Investment:
|
$1,000 and minimum denominations of $1,000 in excess thereof
|
Trade Date (Pricing
Date):
|
December 18, 2023
|
Issue Date:
|
December 21, 2023
|
Valuation Date:
|
August 18, 2025
|
Maturity Date:
|
August 21, 2025, subject to extension for market and other disruptions, as described in the product prospectus supplement dated March 3, 2022.
|
Payment at Maturity
(if held to maturity):
|
If the Final Price is greater than the Initial Price (that is, the Percentage Change is positive), then the investor will receive an amount per $1,000 in principal amount per Note equal to the lesser of:
1. $1,000 + [$1,000 x
(Percentage Change x Upside Participation Rate)] and
2. the Maximum Upside
Return
If the Final Price is less than or equal to the Initial Price, but is greater than or equal to the Buffer Price (that is, the Percentage Change is between 0% and -20.00%), then the investor will receive, for each $1,000 in principal amount of the
Notes, a positive return equal to the 200% of the absolute value of the Percentage Change, calculated as follows:
$1,000 + [-1 x ($1,000 x Percentage Change x Downside Participation Rate)]
In this case, you will receive a positive return on the Notes, even if the Percentage Change is negative.
If the Final Price is less than the Buffer Price (that is, the Percentage Change is
less than -20.00%), then the investor will receive a cash payment equal to:
$1,000 + [$1,000 x (Percentage Change + Buffer Percentage)]
In this case, you will lose some or a significant portion of the principal amount.
|
Percentage Change:
|
The Percentage Change, expressed as a percentage, is calculated using the following formula:
|
![]() |
|
Initial Price:
|
The closing price of the Reference Asset on the Trade Date, as set forth on the cover page of this pricing supplement.
|
Final Price:
|
The closing price of the Reference Asset on the Valuation Date.
|
Upside Participation
Rate:
|
100% (subject to the Maximum Upside Return)
|
Maximum Upside
Return:
|
110.50% multiplied by the principal amount
|
|
|
Buffered Absolute Return Notes
|
Downside
Participation Rate:
|
200%
|
Buffer Percentage:
|
20%
|
Buffer Price:
|
80% of the Initial Price, as set forth on the cover page of this pricing supplement.
|
Principal at Risk:
|
The Notes are NOT principal protected. You may lose a substantial portion of your principal amount at
maturity if the Final Price is less than the Buffer Price.
|
Calculation Agent:
|
RBCCM
|
U.S. Tax Treatment:
|
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 a pre-paid cash-settled derivative contract for U.S. federal income tax purposes. 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 March 3, 2022 under “Supplemental Discussion of U.S. Federal Income Tax Consequences,” which apply to the Notes.
|
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 of your Notes.
|
Listing:
|
The Notes will not be listed on any securities exchange.
|
Clearance and
Settlement:
|
DTC global (including through its indirect participants Euroclear and Clearstream, Luxembourg as described under “Ownership and Book-Entry Issuance” in the prospectus
dated September 14, 2021).
|
Terms Incorporated
in the Master Note:
|
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.
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|
Example 1 —
|
Calculation of the Payment at Maturity where the Percentage Change is positive.
|
|
Percentage Change:
|
2%
|
|
Payment at Maturity:
|
$1,000 + [$1,000 x (2% x 100%)] = $1,000 + $20 = $1,020
|
|
On a $1,000 investment, a 2% Percentage Change results in a Payment at Maturity of $1,020, a 2% return on the Notes.
|
Example 2 —
|
Calculation of the Payment at Maturity where the Percentage Change is positive (and the Payment at Maturity is subject to the Maximum Upside Return).
|
|
Percentage Change:
|
20%
|
|
Payment at Maturity:
|
$1,000 + [$1,000 x (20% x 100%)] = $1,000 + $200 = $1,200
However, the Maximum Upside Return is $1,105. Accordingly, you will receive a payment at maturity equal to $1,105 per $1,000 in principal amount of the Notes.
|
|
On a $1,000 investment, a 20% Percentage Change results in a Payment at Maturity of $1,105, a 10.50% return on the Notes.
|
Example 3 —
|
Calculation of the Payment at Maturity where the Percentage Change is negative (but not by more than the Buffer Percentage).
|
|
Percentage Change:
|
-10%
|
|
Payment at Maturity:
|
$1,000 + [-1 x ($1,000 x -10% x 200%)] = $1,000 + $200 = $1,200
|
|
On a $1,000 investment, a -10% Percentage Change results in a Payment at Maturity of $1,200, a 20% return on the Notes.
In this case, even though the Percentage Change is negative, you will receive a positive return equal to the product of the absolute value of the Percentage Change and the
Downside Participation Rate.
|
Example 4 —
|
Calculation of the Payment at Maturity where the Percentage Change is negative (by more than the Buffer Percentage).
|
|
Percentage Change:
|
-35%
|
|
Payment at Maturity:
|
$1,000 + [$1,000 x (-35% + 20%)] = $1,000 - $150 = $850
|
|
On a $1,000 investment, a -35% Percentage Change results in a Payment at Maturity of $850, a -15% return on the Notes.
|
|
|
Buffered Absolute Return Notes
|
Hypothetical Percentage
Change
|
Redemption Amount as
Percentage of Principal Amount
|
Redemption Amount
per $1,000 in Principal
Amount
|
40.00%
|
110.50%
|
$1,105.00
|
30.00%
|
110.50%
|
$1,105.00
|
20.00%
|
110.50%
|
$1,105.00
|
10.50%
|
110.50%
|
$1,105.00
|
10.00%
|
110.00%
|
$1,100.00
|
5.00%
|
105.00%
|
$1,050.00
|
2.00%
|
102.00%
|
$1,020.00
|
0.00%
|
100.00%
|
$1,000.00
|
-5.00%
|
110.00%
|
$1,100.00
|
-10.00%
|
120.00%
|
$1,200.00
|
-15.00%
|
130.00%
|
$1,300.00
|
-20.00%
|
140.00%
|
$1,400.00
|
-30.00%
|
90.00%
|
$900.00
|
-40.00%
|
80.00%
|
$800.00
|
-50.00%
|
70.00%
|
$700.00
|
-60.00%
|
60.00%
|
$600.00
|
-70.00%
|
50.00%
|
$500.00
|
-80.00%
|
40.00%
|
$400.00
|
-90.00%
|
30.00%
|
$300.00
|
-100.00%
|
20.00%
|
$200.00
|
|
|
Buffered Absolute Return Notes
|
• |
You May Receive Less Than the Principal Amount at Maturity — Investors in the Notes could lose a substantial portion of their principal amount if there is a decline in
the price of the Reference Asset. You will lose 1% of the principal amount of the Notes for each 1% that the Final Price is less than the Initial Price by more than 20%.
|
• |
The Notes Do Not Pay Interest and Your Return May Be Lower than the Return on a Conventional Debt Security of Comparable Maturity — There will be no periodic interest
payments on the Notes as there would be on a conventional fixed-rate or floating-rate debt security having the same 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.
|
• |
Your Potential Payment at Maturity Is Limited — The Notes will provide less opportunity to participate in the appreciation of the Reference Asset than an investment in
a security linked to the Reference Asset providing full participation in the appreciation, because the payment at maturity will not exceed the Maximum Upside Return if the Reference Asset increases in value. Accordingly, your return on
the Notes may be less than your return would be if you made an investment in a security directly linked to the positive performance of the Reference Asset. In addition, if the Reference Asset decreases in value, but is not less than the
Buffer Price, your maximum payment at maturity will be $1,400, reflecting the product of the absolute value of the Percentage Change and the Downside Participation Rate.
|
• |
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 asked prices for your Notes in any secondary market could be substantial.
|
• |
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 Asset, the borrowing rate we pay to issue securities
of this kind, and the inclusion in the price to the public of the underwriting discount 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 or
the hedging costs relating to the Notes. In addition to bid-ask spreads, the value of the Notes determined for any secondary market price is expected to be based on the secondary rate rather than the internal funding rate used
|
|
|
Buffered Absolute Return Notes
|
• |
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.
|
• |
The Reference Asset and its Underlying Index Are Different — The performance of the Reference Asset may not exactly replicate the performance of its underlying index,
because the Reference Asset will reflect transaction costs and fees that are not included in the calculation of its underlying index. It is also possible that the performance of the Reference Asset may not fully replicate or may in
certain circumstances diverge significantly from the performance of its underlying index due to the temporary unavailability of certain securities in the secondary market, the performance of any derivative instruments contained in the
Reference Asset, or due to other circumstances. The Reference Asset may use futures contracts, options, swap agreements, currency forwards and repurchase agreements in seeking performance that corresponds to its underlying index and in
managing cash flows.
|
• |
The Reference Asset Is Subject to Management Risk — The Reference Asset is subject to management risk, which is the risk that the investment strategy of the Reference
Asset's trustee (the “Trustee”), the implementation of which is subject to a number of constraints, may not produce the intended results. For example, the Trustee may invest a portion of the Reference Asset's assets in securities not
included in the relevant industry or sector but which the Trustee believes will help the Reference Asset track the relevant industry or sector.
|
• |
Adjustments to the Reference Asset Could Adversely Affect the Notes — The Trustee is responsible for calculating and maintaining the Reference Asset. The Trustee can
add, delete or substitute the stocks comprising the Reference Asset. The Trustee may make other methodological changes that could change the price of the Reference Asset at any time. If one or more of these events occurs, the
calculation of the amount payable at maturity may be adjusted to reflect such event or events. Consequently, any of these actions could adversely affect the amount payable at maturity and/or the market value of the Notes.
|
|
|
Buffered Absolute Return Notes
|
• |
Changes that Affect the Underlying Index Will Affect the Market Value of the Notes and the Amount You Will Receive at Maturity — The policies of the sponsor of the
underlying index (the “Index Sponsor”), concerning the calculation of the underlying index, additions, deletions or substitutions of the components of the underlying index and the manner in which changes affecting those components, such
as stock dividends, reorganizations or mergers, may be reflected in the underlying index and, therefore, could affect the price of the Reference Asset, the amount payable on the Notes at maturity, and the market value of the Notes prior
to maturity. The amount payable on the Notes and their market value could also be affected if the Index Sponsor changes these policies, for example, by changing the manner in which it calculates the underlying index, or if the sponsor
discontinues or suspends the calculation or publication of the underlying index.
|
• |
We Have No Affiliation with the Index Sponsor and Will Not Be Responsible for Any Actions Taken by the Index Sponsor — The Index Sponsor is not our affiliate and will
not be involved in the offering of the Notes in any way. Consequently, we have no control over the actions of the Index Sponsor, including any actions of the type that would require the calculation agent to adjust the payment to you at
maturity. The Index Sponsor has no obligation of any sort with respect to the Notes. Thus, the Index Sponsor has no obligation to take your interests into consideration for any reason, including in taking any actions that might affect
the value of the Notes. None of our proceeds from the issuance of the Notes will be delivered to the Index Sponsor.
|
• |
We and Our Affiliates Do Not Have Any Affiliation with the Trustee and Are Not Responsible for its Public Disclosure of Information — We and our affiliates are not
affiliated with the Trustee in any way and have no ability to control or predict its actions, including any errors in or discontinuance of disclosure regarding its methods or policies relating to the Reference Asset. The Trustee is not
involved in the offering of the Notes in any way and has no obligation to consider your interests as an owner of the Notes in taking any actions relating to the Reference Asset that might affect the value of the Notes. Neither we nor
any of our affiliates has independently verified the adequacy or accuracy of the information about the Trustee or the Reference Asset contained in any public disclosure of information. You, as an investor in the Notes, should make your
own investigation into the Reference Asset.
|
• |
Our Business Activities May Create Conflicts of Interest — We and our affiliates expect to engage in trading activities related to the Reference Asset or the
securities held by the Reference Asset 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 prices of the Reference Asset, could be adverse to the interests of the holders of the Notes. We and one or more of our affiliates may, at present or in the future, engage in business with the issuers of the securities
held by the Reference Asset, including making loans to or providing advisory services. These services could include investment banking and merger and acquisition advisory services. These activities may present a conflict between our or
one or more of our affiliates’ obligations and your interests as a holder of the Notes. Moreover, we and our affiliates may have published, and in the future expect to publish, research reports with respect to the Reference Asset. This
research is modified from time to time without notice and may express opinions or provide recommendations that are inconsistent with purchasing or holding the Notes. Any of these activities by us or one or more of our affiliates may
affect the price of the Reference Asset, and, therefore, the market value of the Notes.
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|
|
|
Buffered Absolute Return Notes
|