·
|
The notes are designed for investors who seek a 300% leveraged positive return based on any appreciation in the value of an equally weighted basket (the “Basket”) consisting of the equity securities (each a “Basket Component”) of 5 publicly traded companies that are not affiliated with us, as listed on page P-2 below. Investors should be willing to accept a payment at maturity that is capped at the Maximum Redemption Amount (as defined below), be willing to forgo periodic interest, and be willing to lose 1% of their principal amount for each 1% that the value of the Basket decreases from its value on the pricing date.
|
·
|
Investors in the notes may lose up to 100% of their principal amount at maturity.
|
·
|
The maximum return at maturity will be equal to the product of the Upside Leverage Factor of 300% and the Cap of 13.33%. Accordingly, the Maximum Redemption Amount will be $1,400.00 for each $1,000 in principal amount (a 40.00% return).
|
·
|
Any payment at maturity is subject to the credit risk of Bank of Montreal.
|
·
|
The notes will not be listed on any securities exchange.
|
·
|
The notes will be issued in minimum denominations of $1,000 and integral multiples of $1,000.
|
·
|
The offering is expected to price on April 16, 2015, and the notes are expected to settle through the facilities of The Depository Trust Company on April 23, 2015.
|
·
|
The notes are scheduled to mature on April 21, 2017.
|
·
|
The CUSIP number of the notes is 06366RJ22.
|
·
|
Our subsidiary, BMO Capital Markets Corp. (“BMOCM”), is the agent for this offering. See “Supplemental Plan of Distribution (Conflicts of Interest)” below.
|
Price to Public(1)
|
Agent’s Commission(1)(2)
|
Proceeds to Bank of Montreal
|
|
Per Note
|
US$1,000.00
|
US$24.00
|
US$976.00
|
Total
|
US$ ●
|
US$ ●
|
US$ ●
|
(1)
|
Certain dealers who purchase the notes for sale to certain fee-based advisory accounts may forego some or all of their selling concessions, fees or commissions. The public offering price for investors purchasing the notes in these accounts may be between $976.00 and $1,000 per $1,000 in principal amount.
|
(2)
|
The actual agent’s commission will be determined on the pricing date.
|
Underlying Asset:
|
An equally weighted basket consisting of the equity securities of 5 publicly traded companies. The 5 Basket Components, their respective Weighting Percentages and their Initial Basket Component Levels are indicated in the table below.
|
Payment at Maturity:
|
If the Percentage Change is greater than or equal to the Cap, the payment at maturity for each $1,000 in principal amount of the notes will equal the Maximum Redemption Amount.
If the Percentage Change is positive but is less than the Cap, then the amount that the investors will receive at maturity will equal:
|
Principal Amount + [Principal Amount × (Percentage Change x Upside Leverage Factor)]
|
|
If the Percentage Change is zero or negative, then the amount that the investors will receive at maturity will equal:
|
|
Principal Amount + (Principal Amount × Percentage Change)
|
|
Upside Leverage Factor:
|
300%
|
Cap:
|
13.33%
|
Maximum Redemption
Amount:
|
The payment at maturity will not exceed the Maximum Redemption Amount of $1,400.00 per $1,000 in principal amount of the notes.
|
Initial Level:
|
Set to 100 on the pricing date.
|
Final Level:
|
Initial Level x (1 + Percentage Change)
|
Percentage Change:
|
The sum of the Weighted Percentage Change for each Basket Component.
|
Weighted Percentage Change:
|
With respect to each Basket Component, the product of (a) its Weighting Percentage and (b) its Component Change.
|
Component Change:
|
With respect to each Basket Component:
Final Basket Component Level – Initial Basket Component Level
Initial Basket Component Level
|
Initial Basket Component
Level:
|
With respect to each Basket Component, its closing price on the pricing date. The Initial Basket Component Level of each Basket Component is subject to adjustment as described in the section “General Terms of the Notes—Anti-dilution Adjustments” of the product supplement.
|
Final Basket Component Level:
|
With respect to each Basket Component, its closing price on the Valuation Date.
|
The Basket:
|
Basket Components
|
Bloomberg
Tickers
|
Weighting
Percentage
|
Initial Basket
Component Levels
|
American Airlines Group Inc.
|
AAL
|
1/5
|
$●
|
|
Alaska Air Group, Inc.
|
ALK
|
1/5
|
$●
|
|
Delta Air Lines, Inc.
|
DAL
|
1/5
|
$●
|
|
JetBlue Airways Corporation
|
JBLU
|
1/5
|
$●
|
|
United Continental Holdings, Inc.
|
UAL
|
1/5
|
$●
|
Pricing Date:
|
On or about April 16, 2015.
|
Settlement Date:
|
On or about April 23, 2015, as determined on the pricing date.
|
Valuation Date:
|
On or about April 14, 2017, as determined on the pricing date.
|
Maturity Date:
|
On or about April 21, 2017, as determined on the pricing date.
|
Automatic Redemption:
|
Not applicable
|
Calculation Agent:
|
BMOCM
|
Selling Agent:
|
BMOCM
|
|
·
|
Product supplement dated November 12, 2014:
|
|
·
|
Prospectus supplement dated June 27, 2014:
|
|
·
|
Prospectus dated June 27, 2014:
|
|
·
|
Your investment in the notes may result in a loss. — You may lose some or all of your investment in the notes. The payment at maturity will be based on the Final Level, and whether the Final Level of the Underlying Asset on the Valuation Date has declined from the Initial Level. You will lose 1% of the principal amount of your notes for each 1% that the Final Level is less than the Initial Level. Accordingly, you could lose up to 100% of the principal amount of the notes.
|
|
·
|
Your return on the notes is limited to the Maximum Redemption Amount, regardless of any appreciation in the level of the Underlying Asset. — You will not receive a payment at maturity with a value greater than the Maximum Redemption Amount per $1,000 in principal amount of the notes. This will be the case even if the Percentage Change exceeds the Cap.
|
|
·
|
Any increase in the price of one or more Basket Components may be offset by decreases in the price of one or more other Basket Components. — The price of one or more Basket Components may increase while the price of one or more other Basket Components decreases. Therefore, in determining the value of the Basket at any time, increases in the price of one Basket Component may be moderated, or wholly offset, by decreases in the price of one or more other Basket Components.
|
|
·
|
Your investment is subject to the credit risk of Bank of Montreal. — Our credit ratings and credit spreads may adversely affect the market value of the notes. Investors are dependent on our ability to pay the amount due at maturity, and therefore investors are subject to our credit risk and to changes in the market’s view of our creditworthiness. Any decline in our credit ratings or increase in the credit spreads charged by the market for taking our credit risk is likely to adversely affect the value of the notes.
|
|
·
|
Potential conflicts. — We and our affiliates play a variety of roles in connection with the issuance of the notes, including acting as calculation agent. In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the notes. We or one or more of our affiliates may also engage in trading securities included in the Basket on a regular basis as part of our general broker-dealer and other businesses, for proprietary accounts, for other accounts under management or to facilitate transactions for our customers. Any of these activities could adversely affect the value of the Basket and, therefore, the market value of the notes. We or one or more of our affiliates may also issue or underwrite other securities or financial or derivative instruments with returns linked or related to changes in the performance of the Basket or one or more of the Basket Components. By introducing competing products into the marketplace in this manner, we or one or more of our affiliates could adversely affect the market value of the notes.
|
|
·
|
Our initial estimated value of the notes will be lower than the price to public. — Our initial estimated value of the notes is only an estimate, and is based on a number of factors. The price to public of the notes will exceed our initial estimated value, because costs associated with offering, structuring and hedging the notes are included in the price to public, but are not included in the estimated value. These costs include the profits that we and our affiliates expect to realize for assuming the risks in hedging our obligations under the notes and the estimated cost of hedging these obligations. The initial estimated value may be as low as the amount indicated on the cover page of this pricing supplement.
|
|
·
|
Our initial estimated value does not represent any future value of the notes, and may also differ from the estimated value of any other party. — Our initial estimated value of the notes as of the date of this preliminary pricing supplement is, and our estimated value as determined on the pricing date will be, derived using our internal pricing models. This value is based on market conditions and other relevant factors, which include volatility of the Underlying Asset, dividend rates and interest rates. Different pricing models and assumptions could provide values for the notes that are greater than or less than our initial estimated value. In addition, market conditions and other relevant factors after the pricing date are expected to change, possibly rapidly, and our assumptions may prove to be incorrect. After the pricing date, the value of the notes could change dramatically due to changes in market conditions, our creditworthiness, and the other factors set forth in this pricing supplement and the product supplement. These changes are likely to impact the price, if any, at which we or BMOCM would be willing to purchase the notes from you in any secondary market transactions. Our initial estimated value does not represent a minimum price at which we or our affiliates would be willing to buy your notes in any secondary market at any time.
|
|
·
|
The terms of the notes are not determined by reference to the credit spreads for our conventional fixed-rate debt. — To determine the terms of the notes, we will use an internal funding rate that represents a discount from the credit spreads for our conventional fixed-rate debt. As a result, the terms of the notes are less favorable to you than if we had used a higher funding rate.
|
|
·
|
Certain costs are likely to adversely affect the value of the notes. — Absent any changes in market conditions, any secondary market prices of the notes will likely be lower than the price to public. This is because any secondary market prices will likely take into account our then-current market credit spreads, and because any secondary market prices are likely to exclude all or a portion of the hedging profits and estimated hedging costs that are included in the price to public of the notes and that may be reflected on your account statements. In addition, any such price is also likely to reflect a discount to account for costs associated with establishing or unwinding any related hedge transaction, such as dealer discounts, mark-ups and other transaction costs. As a result, the price, if any, at which BMOCM or any other party may be willing to purchase the notes from you in secondary market transactions, if at all, will likely be lower than the price to public. Any sale that you make prior to the Maturity Date could result in a substantial loss to you.
|
|
·
|
Owning the notes is not the same as owning the Basket Components. — The return on your notes will not reflect the return you would realize if you actually owned the Basket Components and held that investment for a similar period. Your notes may trade quite differently from the Basket Components. Changes in the prices of the Basket Components may not result in comparable changes in the market value of your notes. Even if the prices of the Basket Components increase during the term of the notes, the market value of the notes prior to maturity may not increase to the same extent. It is also possible for the market value of the notes to decrease while the prices of the Basket Components increase. In addition, any dividends or other distributions paid on the Basket Components will not be reflected in the amount payable on the notes.
|
|
·
|
You will not have any rights to the Basket Components. — As a holder of the notes, you will not have voting rights or rights to receive cash dividends or other distributions or other rights that holders of the Basket Components would have.
|
|
·
|
Lack of liquidity. — The notes will not be listed on any securities exchange. BMOCM may offer to purchase the notes in the secondary market, but is not required to do so. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the notes easily. Because other dealers are not likely to make a secondary market for the notes, the price at which you may be able to trade your notes is likely to depend on the price, if any, at which BMOCM is willing to buy the notes.
|
|
·
|
Hedging and trading activities. — We or any of our affiliates may carry out hedging activities related to the notes, including purchasing or selling the Basket Components, or futures or options relating to the Basket Components, or other derivative instruments with returns linked or related to changes in the performance of the Basket Components. We or our affiliates may also engage in trading relating to the Basket Components from time to time. Any of these hedging or trading activities on or prior to the pricing date and during the term of the notes could adversely affect our payment to you at maturity.
|
|
·
|
Many economic and market factors will influence the value of the notes. — In addition to the prices of the Basket Components and interest rates on any trading day, the value of the notes will be affected by a number of economic and market factors that may either offset or magnify each other, and which are described in more detail in the product supplement.
|
|
·
|
The Common Stock of American Airlines Group Inc. has limited historical information. — Prior to December 9, 2013, American Airlines Group Inc.’s predecessor’s common stock traded under the symbol “AMR” until the company filed for bankruptcy on November 29, 2011. From that date until December 9, 2013, the company traded on the over-the-counter market under the symbol “AAMRQ.” On December 9, 2013, the company and its subsidiaries consummated their Chapter 11 reorganization and merged with US Airways Group, Inc. Immediately following the emergence from bankruptcy and the merger, the company changed its name to American Airlines Group Inc.
|
|
·
|
All of the Basket Components are concentrated in one industry. — An investment in the notes linked to the Basket will be concentrated in commercial airline industry. As a result of being linked to a single industry, the notes may have increased volatility as the prices of the Basket Components may be more susceptible to adverse factors that affect that industry. Accordingly, by investing in the notes, you will not benefit from the diversification which could result from an investment linked to companies that operate in multiple industries or sectors.
|
|
·
|
You must rely on your own evaluation of the merits of an investment linked to the Basket. — In the ordinary course of their businesses, our affiliates from time to time may express views on expected movements in the prices of one or more of the Basket Components. One or more of our affiliates have published, and in the future may publish, research reports that express views on one or more of the Basket Components. However, these views are subject to change from time to time. Moreover, other professionals who deal in the markets relating to the Basket Components at any time may have significantly different views from those of our affiliates. You are encouraged to derive information concerning the Basket Components from multiple sources, and you should not rely on the views expressed by our affiliates.
|
|
·
|
Significant aspects of the tax treatment of the notes are uncertain. — The tax treatment of the notes is uncertain. We do not plan to request a ruling from the Internal Revenue Service or from any Canadian authorities regarding the tax treatment of the notes, and the Internal Revenue Service or a court may not agree with the tax treatment described in this pricing supplement.
|
Hypothetical Final Level
|
Percentage Change
|
Payment at Maturity
|
Return on the Notes
|
||||
0.00
|
-100.00%
|
$0.00
|
-100.00%
|
||||
50.00
|
-50.00%
|
$500.00
|
-50.00%
|
||||
60.00
|
-40.00%
|
$600.00
|
-40.00%
|
||||
70.00
|
-30.00%
|
$700.00
|
-30.00%
|
||||
80.00
|
-20.00%
|
$800.00
|
-20.00%
|
||||
90.00
|
-10.00%
|
$900.00
|
-10.00%
|
||||
100.00
|
0.00%
|
$1,000.00
|
0.00%
|
||||
105.00
|
5.00%
|
$1,150.00
|
15.00%
|
||||
110.00
|
10.00%
|
$1,300.00
|
30.00%
|
||||
113.33
|
13.33%
|
$1,400.00
|
40.00%
|
||||
120.00
|
20.00%
|
$1,400.00
|
40.00%
|
||||
140.00
|
40.00%
|
$1,400.00
|
40.00%
|
||||
150.00
|
50.00%
|
$1,400.00
|
40.00%
|
||||
200.00
|
100.00%
|
$1,400.00
|
40.00%
|
|
·
|
a fixed-income debt component with the same tenor as the notes, valued using our internal funding rate for structured notes; and
|
|
·
|
one or more derivative transactions relating to the economic terms of the notes.
|
High ($)
|
Low ($)
|
|||
2013
|
Fourth Quarter (from December 9, 2013)
|
26.61
|
24.60
|
|
2014
|
First Quarter
|
39.02
|
25.36
|
|
Second Quarter
|
44.55
|
33.37
|
||
Third Quarter
|
43.86
|
35.03
|
||
Fourth Quarter
|
53.63
|
28.58
|
||
2015
|
First Quarter
|
55.76
|
46.53
|
|
Second Quarter (through April 9, 2015)
|
50.44
|
47.50
|
High ($)
|
Low ($)
|
|||
2010
|
First Quarter
|
10.47
|
7.84
|
|
Second Quarter
|
13.32
|
9.91
|
||
Third Quarter
|
13.52
|
10.81
|
||
Fourth Quarter
|
14.76
|
11.62
|
||
2011
|
First Quarter
|
16.18
|
14.13
|
|
Second Quarter
|
17.44
|
15.00
|
||
Third Quarter
|
17.42
|
13.05
|
||
Fourth Quarter
|
19.13
|
12.83
|
||
2012
|
First Quarter
|
19.59
|
16.96
|
|
Second Quarter
|
18.16
|
16.10
|
||
Third Quarter
|
18.98
|
16.74
|
||
Fourth Quarter
|
22.46
|
17.58
|
||
2013
|
First Quarter
|
31.98
|
21.97
|
|
Second Quarter
|
33.74
|
25.21
|
||
Third Quarter
|
32.10
|
25.91
|
||
Fourth Quarter
|
39.10
|
30.66
|
||
2014
|
First Quarter
|
46.66
|
36.59
|
|
Second Quarter
|
50.04
|
44.68
|
||
Third Quarter
|
49.78
|
42.72
|
||
Fourth Quarter
|
59.77
|
41.58
|
||
2015
|
First Quarter
|
71.07
|
58.77
|
|
Second Quarter (through April 9, 2015)
|
64.81
|
62.40
|
High ($)
|
Low ($)
|
|||
2010
|
First Quarter
|
14.65
|
11.22
|
|
Second Quarter
|
14.93
|
11.31
|
||
Third Quarter
|
12.61
|
9.97
|
||
Fourth Quarter
|
14.33
|
11.24
|
||
2011
|
First Quarter
|
13.00
|
9.79
|
|
Second Quarter
|
11.51
|
9.00
|
||
Third Quarter
|
9.41
|
6.62
|
||
Fourth Quarter
|
9.02
|
6.65
|
||
2012
|
First Quarter
|
11.30
|
8.01
|
|
Second Quarter
|
12.10
|
9.81
|
||
Third Quarter
|
11.12
|
8.55
|
||
Fourth Quarter
|
11.94
|
9.33
|
||
2013
|
First Quarter
|
17.07
|
12.23
|
|
Second Quarter
|
18.97
|
14.39
|
||
Third Quarter
|
24.01
|
18.41
|
||
Fourth Quarter
|
29.34
|
24.02
|
||
2014
|
First Quarter
|
35.37
|
27.70
|
|
Second Quarter
|
42.23
|
31.73
|
||
Third Quarter
|
40.93
|
35.61
|
||
Fourth Quarter
|
49.23
|
30.90
|
||
2015
|
First Quarter
|
50.70
|
43.42
|
|
Second Quarter (through April 9, 2015)
|
43.29
|
41.64
|
High ($)
|
Low ($)
|
|||
2010
|
First Quarter
|
5.86
|
4.71
|
|
Second Quarter
|
6.72
|
5.32
|
||
Third Quarter
|
6.69
|
5.38
|
||
Fourth Quarter
|
7.59
|
6.35
|
||
2011
|
First Quarter
|
7.10
|
5.45
|
|
Second Quarter
|
6.35
|
5.38
|
||
Third Quarter
|
6.26
|
3.87
|
||
Fourth Quarter
|
5.57
|
3.40
|
||
2012
|
First Quarter
|
6.23
|
4.81
|
|
Second Quarter
|
5.33
|
4.14
|
||
Third Quarter
|
5.85
|
4.79
|
||
Fourth Quarter
|
5.94
|
4.86
|
||
2013
|
First Quarter
|
6.97
|
5.74
|
|
Second Quarter
|
7.20
|
6.02
|
||
Third Quarter
|
6.83
|
6.10
|
||
Fourth Quarter
|
9.09
|
6.63
|
||
2014
|
First Quarter
|
9.37
|
8.32
|
|
Second Quarter
|
10.88
|
7.63
|
||
Third Quarter
|
12.73
|
10.40
|
||
Fourth Quarter
|
15.89
|
9.41
|
||
2015
|
First Quarter
|
19.58
|
14.38
|
|
Second Quarter (through April 9, 2015)
|
19.29
|
18.56
|
High ($)
|
Low ($)
|
|||
2010
|
First Quarter
|
20.18
|
12.23
|
|
Second Quarter
|
23.97
|
17.71
|
||
Third Quarter
|
24.25
|
18.59
|
||
Fourth Quarter
|
29.53
|
23.27
|
||
2011
|
First Quarter
|
27.48
|
22.17
|
|
Second Quarter
|
26.68
|
19.79
|
||
Third Quarter
|
23.03
|
16.61
|
||
Fourth Quarter
|
21.24
|
15.53
|
||
2012
|
First Quarter
|
24.97
|
17.48
|
|
Second Quarter
|
25.17
|
20.58
|
||
Third Quarter
|
24.82
|
17.78
|
||
Fourth Quarter
|
24.19
|
19.21
|
||
2013
|
First Quarter
|
32.50
|
23.95
|
|
Second Quarter
|
34.75
|
28.66
|
||
Third Quarter
|
36.25
|
27.71
|
||
Fourth Quarter
|
39.83
|
29.65
|
||
2014
|
First Quarter
|
49.18
|
37.73
|
|
Second Quarter
|
48.05
|
39.20
|
||
Third Quarter
|
51.74
|
38.62
|
||
Fourth Quarter
|
66.89
|
40.55
|
||
2015
|
First Quarter
|
73.62
|
63.83
|
|
Second Quarter (through April 9, 2015)
|
64.01
|
59.57
|