Filed Pursuant to Rule 433

Registration Statement No. 333-264388

Bank of Montreal

Market Linked Securities

 

Market Linked Securities—Upside Participation to a Cap with Contingent Absolute Return and Fixed Percentage Buffered Downside

Principal at Risk Securities Linked to the Lowest Performing of the Communication Services Select Sector SPDR® Fund, the Energy Select Sector SPDR® Fund and the Financial Select Sector SPDR® Fund due March 6, 2026

Term Sheet to Preliminary Pricing Supplement dated February 18, 2025

 

Summary of Terms

  

Summary of Terms (continued)

Issuer: Bank of Montreal
Market Measures: The Communication Services Select Sector SPDR® Fund, the Energy Select Sector SPDR® Fund and the Financial Select Sector SPDR® Fund (each an “Underlier,” and collectively, the “Underliers”)
Pricing Date*: February 27, 2025
Issue Date*: March 4, 2025
Face Amount and
Original Offering
Price:		 $1,000 per security
Maturity Payment
Amount (per
security):

·    if the ending value of the lowest performing Underlier is greater than its starting value: $1,000 plus the lesser of:

(i) $1,000 × underlier return of the lowest performing Underlier × upside participation rate;

and (ii) the maximum return;

·    if the ending value of the lowest performing Underlier is less than or equal to its starting value, but greater than or equal to its threshold value:

$1,000+ ($1,000 × absolute value of underlier return of the lowest performing Underlier); or

·    if the ending value of the lowest performing Underlier is less than its threshold value:

$1,000 + [$1,000 × (underlier return of the lowest performing Underlier+ buffer amount)]

Stated Maturity
Date*:		 March 6, 2026
Lowest Performing
Underlier		 The “lowest performing Underlier” will be the Underlier with the lowest underlier return.
Starting Value: For each Underlier, its closing value on the pricing date
Ending Value: For each Underlier, its closing value on the calculation day
Maximum Return: At least 14.50% of the face amount per security, to be determined on the pricing date
Threshold Value: For each Underlier, 85% of its starting value
Buffer Amount: 15%
Upside Participation
Rate:		 100%
Underlier Return: For each Underlier, (ending value – starting value) / starting value
Calculation Day*: March 3, 2026
Calculation Agent: BMO Capital Markets Corp. (“BMOCM”), an affiliate of the issuer
Denominations: $1,000 and any integral multiple of $1,000
Agent Discount**: Up to 2.325% for Wells Fargo Securities, LLC (“WFS”). Of that agent discount, Wells Fargo Advisors (“WFA”), may receive a selling concession of up to 1.75% and a distribution expense fee of up to 0.075%

*subject to change

** In addition, selected dealers may receive a fee of up to 0.20% for marketing and other services

CUSIP: 06376DAU8
Material Tax
Consequences:		 See the preliminary pricing supplement

 

Hypothetical Payout Profile***

 

***assumes a maximum return equal to the lowest possible maximum return that may be determined on the pricing date.

 

If the ending value of the lowest performing Underlier is less than its threshold value, you will have 1-to-1 downside exposure to the decrease in the value of the lowest performing Underlier in excess of the buffer amount and will lose some, and possibly up to 85%, of the face amount of your securities at maturity.

 

On the date of the accompanying preliminary pricing supplement, the estimated initial value of the securities is $969.00 per security. The estimated initial value of the securities at pricing may differ from this value but will not be less than $929.00 per security. However, as discussed in more detail in the accompanying preliminary pricing supplement, the actual value of the securities at any time will reflect many factors and cannot be predicted with accuracy. See “Estimated Value of the Securities” in the accompanying preliminary pricing supplement.

 

Preliminary Pricing Supplement:

https://www.sec.gov/Archives/edgar/data/927971/000121465925002939/y214251424b2.htm


 

 

The securities have complex features and investing in the securities involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” in this term sheet and the accompanying preliminary pricing supplement and “Risk Factors” in the accompanying product supplement.

This introductory term sheet does not provide all of the information that an investor should consider prior to making an investment decision.

Investors should carefully review the accompanying preliminary pricing supplement, product supplement, underlying supplement, prospectus supplement and prospectus before making a decision to invest in the securities.

NOT A BANK DEPOSIT AND NOT INSURED OR GUARANTEED BY THE FDIC OR ANY OTHER GOVERNMENTAL AGENCY

 

   
 

 

Selected Risk Considerations

 

The risks set forth below are discussed in detail in the “Selected Risk Considerations” section in the accompanying preliminary pricing supplement and the “Risk Factors” section in the accompanying product supplement. Please review those risk disclosures carefully.

 

Risks Relating To The Securities Generally

 

·If The Ending Value Of The Lowest Performing Underlier Is Less Than Its Threshold Value, You Will Lose Some, And Possibly Up To 85%, Of The Face Amount Of Your Securities At Maturity.

 

·Your Return Will Be Limited To The Maximum Return And May Be Lower Than The Return On A Direct Investment In The Lowest Performing Underlier.

 

·Any Positive Return Based On The Depreciation Of The Lowest Performing Underlier Is Effectively Capped.

 

·The Securities Are Subject To The Full Risks Of Each Underlier And Will Be Negatively Affected If Any Underlier Performs Poorly, Even If The Other Underliers Perform Favorably.

 

·Your Return On The Securities Will Depend Solely On The Performance Of The Lowest Performing Underlier, And You Will Not Benefit In Any Way From The Performance Of The Better Performing Underliers.

 

·You Will Be Subject To Risks Resulting From The Relationship Among The Underliers.

 

·The Securities Do Not Pay Interest.

 

·The Securities Are Subject To Credit Risk.

 

·The U.S. Federal Income Tax Consequences Of An Investment In The Securities Are Unclear.

 

·The Stated Maturity Date May Be Postponed If The Calculation Day Is Postponed.

 

Risks Relating To The Estimated Value Of The Securities And Any Secondary Market

 

·The Estimated Value Of The Securities On The Pricing Date, Based On Our Proprietary Pricing Models, Will Be Less Than The Original Offering Price.

 

·The Terms Of The Securities Are Not Determined By Reference To The Credit Spreads For Our Conventional Fixed-Rate Debt.

 

·The Estimated Value Of The Securities Is Not An Indication Of The Price, If Any, At Which WFS Or Any Other Person May Be Willing To Buy The Securities From You In The Secondary Market.

 

·The Value Of The Securities Prior To Stated Maturity Will Be Affected By Numerous Factors, Some Of Which Are Related In Complex Ways.

 

·The Securities Will Not Be Listed On Any Securities Exchange And We Do Not Expect A Trading Market For The Securities To Develop.

Risks Relating To The Underliers

 

·The Maturity Payment Amount Will Depend Upon The Performance Of The Underliers And Therefore The Securities Are Subject To The Following Risks, Each As Discussed In More Detail In The Accompanying Product Supplement.

 

oInvesting In The Securities Is Not The Same As Investing In The Underliers.

 

oHistorical Values Of The Underliers Should Not Be Taken As An Indication Of The Future Performance Of The Underliers During The Term Of The Securities.

 

oChanges That Affect The Underliers Or The Fund Underlying Indices May Adversely Affect The Value Of The Securities And The Maturity Payment Amount.

 

oWe Cannot Control Actions By Any Of The Unaffiliated Companies Whose Securities Are Held By The Underliers.

 

oWe And Our Affiliates Have No Affiliation With The Fund Sponsors Or The Fund Underlying Index Sponsors And Have Not Independently Verified Their Public Disclosure Of Information.

 

oAn Investment Linked To The Shares Of An Underlier Is Different From An Investment Linked To Its Fund Underlying Index.

 

oThere Are Risks Associated With The Underliers.

 

oAnti-Dilution Adjustments Relating To The Shares Of The Underliers Do Not Address Every Event That Could Affect Such Shares.

 

·The Equity Securities Composing The Communication Services Select Sector SPDR®  Fund Are Concentrated In The Communications Sector.

 

·The Equity Securities Composing The Energy Select Sector SPDR® Fund Are Concentrated In The Energy Sector.

 

·The Equity Securities Composing The Financial Select Sector SPDR® Fund Are Concentrated In The Financial Sector.

 

Risks Relating To Conflicts Of Interest

 

·Our Economic Interests And Those Of Any Dealer Participating In The Offering Are Potentially Adverse To Your Interests.

 

 

 

The Issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this document relates. Before you invest, you should read the prospectus in that registration statement and the other documents that the Issuer has filed with the SEC for more complete information about us and this offering. You may obtain these documents free of charge by visiting the SEC’s website at http://www.sec.gov. Alternatively, the Issuer will arrange to send to you the prospectus (as supplemented by the prospectus supplement) if you request it by calling the Issuer’s agent toll-free at 1-877-369-5412.

 

Wells Fargo Advisors is a trade name used by Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC, members SIPC, separate registered broker-dealers and non-bank affiliates of Wells Fargo & Company.

 

 

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