BANK OF MONTREAL MIFID II PRODUCT GOVERNANCE / PROFESSIONAL INVESTORS AND ECPS ONLY TARGET MARKET - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, "MiFID II"); and (ii) all channels for distribution of the Notes to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the Notes (a "distributor") should take into consideration the manufacturer's target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels.
PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (the "EEA"). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II / Directive 2014/65/EU (as amended, "MiFID II");
- a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (the "Prospectus Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
PROHIBITION OF SALES TO UK RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the UK. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended ("EUWA"); (ii) a customer within the meaning of the provisions of the UK Financial Services and Markets Act 2000 (as amended, the "FSMA") and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of UK domestic law by virtue of the EUWA; or (iii) not a qualified investor as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the EUWA. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of UK domestic law by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.
Final Terms dated October 20, 2022
Bank of Montreal
(the "Issuer")
LEI: NQQ6HPCNCCU6TUTQYE16
Issue of EUR 50,000,000 CMS Rate linked Floating Rate Senior Notes due October 24, 2034
under the U.S.$20,000,000,000 Note Issuance Programme
PART A - CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Terms and Conditions (the "Conditions") set forth in the Prospectus dated July 15, 2022 and the supplement dated August 30, 2022, including all documents incorporated by reference (such Prospectus as so supplemented, the "Prospectus") which constitutes a base prospectus for the purposes of the UK Prospectus Regulation. As used herein, "UK Prospectus Regulation" means Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended. This document constitutes the Final Terms of the Notes described herein for the purposes of Article 8 of the UK Prospectus Regulation and must be read in conjunction with such Prospectus in order to obtain all the relevant information. The Prospectus has been published
on the website of the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism under "Bank of Montreal".
- (i) Series Number:
- Tranche Number:
- Date on which the Notes will be consolidated and form a single Series:
- Specified Currency or Currencies:
- Aggregate Nominal Amount:
- Series:
- Tranche:
- Issue Price:
- (i) Specified Denomination(s):
298
1
Not Applicable
Euro ("EUR")
EUR 50,000,000
EUR 50,000,000
100.00 per cent. of the Aggregate Nominal Amount
EUR 100,000 and integral multiples of EUR 1,000 in excess thereof up to and including EUR 199,000. No Notes in
definitive form will be issued with a | |||
denomination above EUR 199,000. | |||
(ii) | Calculation Amount: | EUR 1,000 | |
6. | (i) | Issue Date: | October 24, 2022 |
(ii) | Interest Commencement Date: | Issue Date | |
7. | Maturity Date: | October 24, 2034 | |
8. | Interest Basis: | CMS Rate + 0.98 per cent. Floating Rate | |
(further particulars specified in paragraph | |||
17 below) | |||
9. | Redemption Basis: | Subject to any purchase and cancellation | |
or early redemption, the Notes will be | |||
redeemed on the Maturity Date at par of | |||
their Nominal Amount | |||
10. | Change of Interest: | Not Applicable | |
11. | Put/Call Options: | Not Applicable | |
12. | Date(s) of Board approval for issuance of | Not Applicable | |
Notes obtained: | |||
13. | Status of the Notes: | Senior Notes | |
14. | Bail-inable Notes: | No | |
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE | |||
15. | Fixed Rate Note Provisions | Not Applicable | |
16. | Fixed Rate Reset Note Provisions | Not Applicable | |
17. | Floating Rate Note Provisions | Applicable | |
(i) | Specified Period(s): | Not Applicable | |
(ii) | Specified Interest Payment | January 24, April 24, July 24 and October | |
Dates: | 24 in each year (up to and including the | ||
Maturity Date) subject to adjustment in | |||
accordance with the Business Day | |||
Convention set out in (iv) below | |||
(iii) | First Interest Payment Date: | January 24, 2023 |
- Business Day Convention:
- Additional Business Centre(s):
- Manner in which the Rate(s) of Interest is/are to be determined:
- Calculation Agent:
- Screen Rate Determination:
- Reference Rate:
- Applicable CMS Formula:
- Calculation Method:
- Observation Method:
- SONIA Compounded Index:
- Relevant Time:
- Interest Determination Date(s):
Modified Following Business Day
Convention
London and Toronto
Screen Rate Determination
Bank of Montreal, Toronto, shall be the Calculation Agent
Applicable
CMS Rate
CMS Reference Rate
CMS Rate:
Reference Currency: EUR
CMS Maturity: 20 years
Not Applicable
Not Applicable
Not Applicable
11:00 am Frankfurt am Main time
Second London Banking Day, Toronto Banking Day and TARGET2 Business Day prior to the start of each Interest Period
- | Relevant Financial Centre: | London, Toronto and TARGET2 |
- | Relevant Screen Page: | Reuters page ICESWAP2 |
- Observation Look-Back Period: Not Applicable
- | Relevant Number: | Not Applicable |
(ix) | Linear Interpolation: | Not Applicable |
(x) | Margin(s): | + 0.98 per cent. per annum |
(xi) | Minimum Rate of Interest: | 0.00 per cent. per annum |
(xii) | Maximum Rate of Interest: | Not Applicable |
(xiii) | Day Count Fraction: | 30/360 Bond Basis | ||
(xiv) | Range accrual: | Not Applicable | ||
(xvi) | Benchmark | Replacement | Condition 4(o) Not Applicable | |
Provisions: | ||||
(xvii) | Benchmark Discontinuation: | Applicable | ||
18. | Zero Coupon Note Provisions | Not Applicable | ||
PROVISIONS RELATING TO REDEMPTION | ||||
19. | Bank Call Option | Not Applicable | ||
20. | Noteholder Put Option | Not Applicable | ||
21. | Early Redemption for Illegality | Not Applicable |
21. Early Redemption for a Disruption Not Applicable
Event
22. | Early | Redemption | for | an | Not Applicable |
Administrator/ Benchmark Event | |||||
23. | Bail-inable | Notes | - | TLAC | Not Applicable |
Disqualification Event Call | |||||
24. | Final Redemption Amount | EUR 1,000 per Calculation Amount |
25. Early Redemption Amount
Early Redemption Amount(s) payable on | EUR 1,000 per Calculation Amount | |
redemption for taxation reasons, Illegality | ||
or on event of default: | Early Redemption Unwind Costs: Not | |
Applicable | ||
GENERAL PROVISIONS APPLICABLE TO THE NOTES | ||
26. | Form of Notes: | Bearer Notes |
Temporary global Note exchangeable on | ||
or after December 5, 2022, for a | ||
permanent global Note which is | ||
exchangeable for Definitive Notes in the | ||
limited circumstances specified in | ||
Condition 2. | ||
27. | New Global Note or Classic Global Note: | Classic Global Note |
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BMO - Bank of Montreal published this content on 24 October 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 October 2022 13:29:04 UTC.
