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Optimind Pharma Corp. Capital/Financing Update 2025

May 7, 2025

46410_rns_2025-05-07_d5ad8600-aa06-4573-8b15-e39c46bff56a.pdf

Capital/Financing Update

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RBC

Capital Markets

This summary is qualified in its entirety by a pricing supplement (the "Pricing Supplement") and the base shelf prospectus dated March 15, 2024

May 7, 2025

RBC GLOBAL INVESTMENT SOLUTIONS

RBC Solactive Canada Energy Select 65 AR Index Linked Callable Contingent Yield 11.70% Securities (CAD), Series 2468, F-Class Non-Principal Protected Security

7.0 year term Performance linked to the Solactive Canada Energy Select 65 AR Index Potential 11.70% coupon p.a. paid monthly 65% protection barrier level Callable quarterly at 105% of Initial Index Level starting on May 26, 2026
Fundserv Subscriptions Close Issue Date Maturity Date
--- --- --- ---
RBC12912 on or about May 22, 2025 May 29, 2025 May 28, 2032

KEY TERMS

Issuer: Royal Bank of Canada

Issuer Credit Ratings: Moody's: Aa1; S&P: AA-; DBRS: AA

Currency: CAD

Minimum Investment: 50 Securities or $5,000.

Term: Approximately 7.0 years

Principal at Risk: The Securities are not principal protected.

Underlying Index: The return on the Securities is linked to the performance of the Solactive Canada Energy Select 65 AR Index (the "Underlying Index"). The Underlying Index is an adjusted return index that aims to track the gross total return performance of the Solactive Canada Energy Select Index TR (the "Target Index"), subject to a reduction of a synthetic dividend of 65 index points per annum (the "Adjusted Return Factor"). For the avoidance of doubt, the return on the Securities is linked to the Underlying Index and is not linked to the Target Index. The Closing Level on April 30, 2025 was 1,367.30. The Adjusted Return Factor divided by the Closing Level was therefore equal to $4.7539\%$ on April 30, 2025. If an Autocall Redemption Event does not occur, over the term of the Securities the sum of the Adjusted Return Factor will be approximately 455 index points, representing $33.2773\%$ of the Closing Level on April 30, 2025. For the calculation of the level of the Target Index, any dividends or other distributions paid on the constituent securities of the Target Index are assumed to be reinvested across all of the constituent securities of the Target Index. As of April 30, 2025, the annual dividend yield on the Target Index was $4.756\%$ , representing an aggregate dividend yield of approximately $38.437\%$ compounded annually over the term of the Securities, on the assumption that the dividend yield remains constant.

Issue Date: May 29, 2025.

Initial Index Level: The Closing Level as published by the Index Sponsor on the Initial Valuation Date.

Initial Valuation Date: May 23, 2025.

Protection Barrier Level: 65.00% of the Initial Index Level.

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces and territories of Canada. The final base shelf prospectus, any applicable shelf prospectus supplement, the Pricing Supplement and any amendment to such documents are accessible through SEDAR+ at www.sedarplus.com. Copies of the documents may also be obtained from www.rbcnotes.com. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any applicable shelf prospectus supplement, the Pricing Supplement and any amendment to such documents for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

www.rbcnotes.com


Coupon Barrier Level: 65.00% of the Initial Index Level.

Final Index Level: The Closing Level as published by the Index Sponsor on the Final Valuation Date.
Final Valuation Date: May 25, 2032.
Closing Level: The official closing level of the Underlying Index as announced by the Index Sponsor for the relevant date, as determined by the Calculation Agent.
Maturity Date: May 28, 2032.
Observation Dates: The dates set out below under the heading “Observation Dates”, provided that if any Observation Date is not an Exchange Day, such Observation Date will be the next following day that is an Exchange Day, subject to the occurrence of an Extraordinary Event.
Interest Payment Dates: The dates set out below under the heading “Interest Payment Dates”, subject to the occurrence of an Extraordinary Event, and provided that (i) the Securities are not redeemed by the Bank as described below, and (ii) if any Interest Payment Date is not a Business Day, such Interest Payment Date will be the first following day that is a Business Day. For greater certainty, the final Interest Payment, if any, will be made on the earlier of the Autocall Redemption Date, if any, and the Maturity Date.
Interest Payments: Interest payments, if any, on the Securities will be payable in arrears on each Interest Payment Date at a fixed interest rate of 0.9750% for each monthly period ending on an Interest Payment Date (an “Interest Period”) in which a Digital Payout Event occurs.
If a Digital Payout Event does not occur on an Observation Date, no interest will be payable for the relevant Interest Period.
Digital Payout Event: If the Closing Level is greater than or equal to the Coupon Barrier Level on the relevant Observation Date, a Digital Payout Event will occur.
Autocall Redemption Event: If the Closing Level on an Observation Date immediately preceding an Autocall Redemption Date is greater than or equal to 105.00% of the Initial Index Level (the “Autocall Redemption Level”), an Autocall Redemption Event will occur.
Following the occurrence of an Autocall Redemption Event, the Securities will be redeemed for an amount equal to the Principal Amount thereof (the “Autocall Redemption Amount”) on the applicable Autocall Redemption Date. In addition to the Autocall Redemption Amount, an Interest Payment will be paid on the Autocall Redemption Date.
Autocall Redemption Dates: The dates set out below under the heading “Autocall Redemption Dates”, subject to the occurrence of an Extraordinary Event and provided that if any Autocall Redemption Date is not a Business Day, such Autocall Redemption Date will be the first following day that is a Business Day.
Payment at Maturity: If the Securities have not been previously redeemed, the amount payable on the Maturity Date (the “Final Redemption Amount”) for each Security will be:
(a) if the Final Index Level is greater than or equal to the Protection Barrier Level, $100.00; or
(b) if the Final Index Level is less than the Protection Barrier Level, an amount equal to the Index Return, but in any event not less than $1.00.
Index Return: $100.00 × (X_{f} / X_{i}),
where:
“X_{f}” means the Final Index Level, and
“X_{i}” means the Initial Index Level.
Secondary Market: Fundserv, RBC12912
Generally, to be effective on a Business Day, a redemption request will need to be initiated by 2:00 p.m. (Toronto time) on that Business Day (or such other time as may be established by Fundserv). Any request received after such time will be deemed to be a request sent and received on the next following Business Day.

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SAMPLE CALCULATIONS

The following examples show how the return on the Securities would be calculated under different scenarios. These examples are included for illustration purposes only. The performance of the Underlying Index used in the examples is not an estimate or forecast of the performance of the Underlying Index or the Securities. The actual performance of the Underlying Index and the Securities will be different from these examples and the differences may be material. All examples below assume that a holder of the Securities has purchased Securities with an aggregate Principal Amount of $100.00 and that no Extraordinary Event has occurred. For convenience, each vertical line in the charts below represents both a hypothetical Observation Date and the next succeeding Interest Payment Date. Where applicable, dollar amounts shown below are rounded to the nearest whole cent for ease of reading, but the amount(s) payable to an investor per Security may reflect more decimal places.

Example #1 — Loss Scenario with Payment on the Maturity Date at Less Than the Principal Amount

img-0.jpeg

  • Indicates Observation Dates on which the Coupon Barrier Level is breached; therefore no Interest Payment will occur on the related Interest Payment Date.
  • Indicates Observation Dates on which there is a Digital Payout Event; therefore an Interest Payment will occur on the related Interest Payment Date.
  • Solactive Canada Energy Select 65 AR Index

In this scenario, the Closing Level is below the Autocall Redemption Level on all Observation Dates, so the Securities would not be redeemed before the Maturity Date. The Closing Level is at or above the Coupon Barrier Level on 41 of the 84 Observation Dates. On the Final Valuation Date, the Final Index Level is below the Protection Barrier Level.

(i) Interest Payments

Digital Payout Events occur on 41 of the 84 Observation Dates. Therefore, an Interest Payment would be payable for 41 Interest Periods on the applicable Interest Payment Date, for total Interest Payments of:

$$
\text{Principal Amount of Securities} \times 0.9750\% \text{ per Interest Period} \times 41 \text{ Interest Periods}
$$
$$
\$100.00 \times 0.9750\% \times 41 = \$39.98
$$

(ii) Final Redemption Amount

In this example, the Initial Index Level $(X_{i})$ is 1,367.30 and the Final Index Level $(X_{f})$ is 519.57. Therefore, the Final Redemption Amount is as follows:

$$
\$100.00 \times (X_{f} / X_{i})
$$
$$
\$100.00 \times (519.57 / 1,367.30) = \$38.00
$$

Therefore, the total amounts payable per Security from the Issue Date to the Maturity Date are:

(a) Total Interest Payments: $39.98
(b) Final Redemption Amount: $38.00
(c) Total amount paid over the term of the Securities: $77.98

The equivalent annually compounded rate of return in this example is -3.49%.


Example #2 — Gain Scenario with Payment on the Maturity Date at the Principal Amount

img-1.jpeg

  • Indicates Observation Dates on which the Coupon Barrier Level is breached; therefore no Interest Payment will occur on the related Interest Payment Date.
  • Indicates Observation Dates on which there is a Digital Payout Event; therefore an Interest Payment will occur on the related Interest Payment Date.
  • Solactive Canada Energy Select 65 AR Index

In this scenario, the Closing Level is below the Autocall Redemption Level on all Observation Dates so the Securities would not be redeemed before the Maturity Date. The Closing Level is at or above the Coupon Barrier Level on 42 of the 84 Observation Dates. On the Final Valuation Date, the Final Index Level is at or above the Protection Barrier Level.

(i) Interest Payments

Digital Payout Events occur on 42 of the 84 Observation Dates. Therefore, an Interest Payment would be payable for 42 Interest Periods on the applicable Interest Payment Date, for total Interest Payments of:

Principal Amount of Securities $\times$ 0.9750% per Interest Period $\times$ 42 Interest Periods

$$
\$100.00 \times 0.9750\% \times 42 = \$40.95
$$

(ii) Final Redemption Amount

In this example, the Final Index Level is greater than or equal to the Protection Barrier Level. Therefore, the Final Redemption Amount is $100.00.

Therefore, the total amounts payable per Security from the Issue Date to the Maturity Date are:

(a) Total Interest Payments: $40.95
(b) Final Redemption Amount: $100.00
(c) Total amount paid over the term of the Securities: $140.95

The equivalent annually compounded rate of return in this example is 5.03%.


Example #3 — Gain Scenario with Autocall Redemption Event

img-2.jpeg

  • Indicates Observation Date on which the Autocall Redemption Level is exceeded.
  • Indicates Observation Dates on which there is a Digital Payout Event; therefore an Interest Payment will occur on the related Interest Payment Date.
  • Solactive Canada Energy Select 65 AR Index

In this scenario, the Closing Level is at or above the Autocall Redemption Level on the Observation Date that falls 36 months into the term of the Securities. This would constitute an Autocall Redemption Event and the Bank would redeem the Securities on the next succeeding Autocall Redemption Date. The Closing Level is at or above the Coupon Barrier Level on 36 Observation Dates prior to the Autocall Redemption Date.

(i) Interest Payments

Digital Payout Events occur on each of the 36 Observation Dates. Therefore, an Interest Payment would be payable for each Interest Period on the applicable Interest Payment Date (including on the Autocall Redemption Date), for total Interest Payments of:

Principal Amount of Securities $\times$ 0.9750% per Interest Period $\times$ 36 Interest Periods

$$
\$100.00 \times 0.9750\% \times 36 = \$35.10
$$

(ii) Autocall Redemption Amount

The Autocall Redemption Amount per Security is equal to $100.00.

Therefore, the total amounts payable per Security from the Issue Date to the Autocall Redemption Date are:

(a) Total Interest Payments: $35.10
(b) Autocall Redemption Amount: $100.00
(c) Total amount paid over the term of the Securities: $135.10

The equivalent annually compounded rate of return in this example is 10.55%.


INFORMATION REGARDING THE OBSERVATION DATES, INTEREST PAYMENT DATES AND AUTOCALL REDEMPTION DATES:

Observation Dates Interest Payment Dates Autocall Redemption Dates
June 25, 2025 June 30, 2025 -
July 24, 2025 July 29, 2025 -
August 26, 2025 August 29, 2025 -
September 24, 2025 September 29, 2025 -
October 24, 2025 October 29, 2025 -
November 25, 2025 November 28, 2025 -
December 22, 2025 December 29, 2025 -
January 26, 2026 January 29, 2026 -
February 24, 2026 February 27, 2026 -
March 25, 2026 March 30, 2026 -
April 24, 2026 April 29, 2026 -
May 26, 2026 May 29, 2026 May 29, 2026
June 24, 2026 June 29, 2026 -
July 24, 2026 July 29, 2026 -
August 26, 2026 August 31, 2026 August 31, 2026
September 24, 2026 September 29, 2026 -
October 26, 2026 October 29, 2026 -
November 25, 2026 November 30, 2026 November 30, 2026
December 22, 2026 December 29, 2026 -
January 26, 2027 January 29, 2027 -
February 23, 2027 February 26, 2027 February 26, 2027
March 23, 2027 March 29, 2027 -
April 26, 2027 April 29, 2027 -
May 26, 2027 May 31, 2027 May 31, 2027
June 24, 2027 June 29, 2027 -
July 26, 2027 July 29, 2027 -
August 25, 2027 August 30, 2027 August 30, 2027
September 24, 2027 September 29, 2027 -
October 26, 2027 October 29, 2027 -
November 24, 2027 November 29, 2027 November 29, 2027
December 22, 2027 December 29, 2027 -
January 26, 2028 January 31, 2028 -
February 24, 2028 February 29, 2028 February 29, 2028
March 24, 2028 March 29, 2028 -
April 25, 2028 April 28, 2028 -
May 24, 2028 May 29, 2028 May 29, 2028
June 26, 2028 June 29, 2028 -
July 26, 2028 July 31, 2028 -
August 24, 2028 August 29, 2028 August 29, 2028
September 26, 2028 September 29, 2028 -
October 25, 2028 October 30, 2028 -
November 24, 2028 November 29, 2028 November 29, 2028
December 22, 2028 December 29, 2028 -
January 24, 2029 January 29, 2029 -
February 23, 2029 February 28, 2029 February 28, 2029
March 26, 2029 March 29, 2029 -

April 25, 2029 April 30, 2029 -
May 24, 2029 May 29, 2029 May 29, 2029
June 26, 2029 June 29, 2029 -
July 25, 2029 July 30, 2029 -
August 24, 2029 August 29, 2029 August 29, 2029
September 25, 2029 September 28, 2029 -
October 24, 2029 October 29, 2029 -
November 26, 2029 November 29, 2029 November 29, 2029
December 24, 2029 December 31, 2029 -
January 24, 2030 January 29, 2030 -
February 25, 2030 February 28, 2030 February 28, 2030
March 26, 2030 March 29, 2030 -
April 24, 2030 April 29, 2030 -
May 24, 2030 May 29, 2030 May 29, 2030
June 25, 2030 June 28, 2030 -
July 24, 2030 July 29, 2030 -
August 26, 2030 August 29, 2030 August 29, 2030
September 24, 2030 September 27, 2030 -
October 24, 2030 October 29, 2030 -
November 26, 2030 November 29, 2030 November 29, 2030
December 23, 2030 December 30, 2030 -
January 24, 2031 January 29, 2031 -
February 25, 2031 February 28, 2031 February 28, 2031
March 26, 2031 March 31, 2031 -
April 24, 2031 April 29, 2031 -
May 26, 2031 May 29, 2031 May 29, 2031
June 25, 2031 June 30, 2031 -
July 24, 2031 July 29, 2031 -
August 26, 2031 August 29, 2031 August 29, 2031
September 24, 2031 September 29, 2031 -
October 24, 2031 October 29, 2031 -
November 25, 2031 November 28, 2031 November 28, 2031
December 22, 2031 December 29, 2031 -
January 26, 2032 January 29, 2032 -
February 24, 2032 February 27, 2032 February 27, 2032
March 23, 2032 March 29, 2032 -
April 26, 2032 April 29, 2032 -
May 25, 2032 May 28, 2032 -

The Underlying Index is calculated and published by Solactive AG ("Solactive"), and the name "Solactive" is a registered trademark of Solactive. The Underlying Index has been licensed for use by the Bank in connection with the Securities. The Securities are not sponsored, promoted, sold or supported in any other manner by Solactive and Solactive makes no representation or warranty, express or implied, regarding the advisability of investing in securities generally or the Securities in particular. Solactive does not guarantee the accuracy or completeness of the Underlying Index or the Target Index, any data included therein, or any data from which it is derived, nor has any liability for any errors, omissions, or interruptions therein.

All capitalized terms unless otherwise defined have the meanings ascribed to them in the Pricing Supplement.

Clients should evaluate the financial, market, legal, regulatory, credit, tax and accounting risks and consequences of the proposal before entering into any transaction, or purchasing any instrument. Clients should evaluate such risks and consequences independently of Royal Bank of Canada and the Dealers, RBC Dominion Securities Inc. ("RBC DS") and CI Investment Services Inc., respectively. RBC DS is a wholly-owned subsidiary of the Bank. Consequently, the Bank is a related and connected issuer of RBC DS within the meaning of applicable securities legislation.

The Securities will not constitute deposits insured under the Canada Deposit Insurance Corporation Act or any other deposit insurance regime. The Securities are not fixed income securities and are not designed to be alternatives to fixed income or money market instruments.

An investment in the Securities involves risks. None of Royal Bank of Canada, the Dealers or any of their respective affiliates, associates, or any other person or entity guarantees that holders of Securities will receive an amount equal to their original investment in the Securities or guarantees that any return will be paid on the Securities (subject to the minimum amount payable at maturity of $1.00 per Security) at or prior to maturity of the Securities. See "Risk Factors" in the base shelf prospectus and "Risk Factors" in the Pricing Supplement. Since the Securities are not principal protected and the Principal Amount will be at risk, you could lose substantially all of your investment.

® Registered trademark of Royal Bank of Canada

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RBC

Capital Markets