Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
November 12 2020 - 01:56PM
Edgar (US Regulatory)

Terms of the Notes
The Contingent Income Auto-Callable Yield Notes Linked to the Least
Performing of the Russell 2000® Index, the Dow Jones
Industrial Average® and the Nasdaq-100® Index
(the “Notes”) provide a quarterly Contingent Coupon Payment of
$7.50 on the applicable Contingent Payment Date if, on the related
monthly Observation Date, the Observation Value of each
Underlying is greater than or equal to its Coupon Barrier.
Beginning in November 2021, if the Observation Value of each
Underlying is greater than or equal to its Starting Value on any
Observation Date (other than the final Observation Date), the Notes
will be automatically called, in whole but not in part, at an
amount equal to 100% of the principal amount, together with the
relevant Contingent Coupon Payment. No further amounts will be
payable following an Automatic Call. If the Notes are not
automatically called, at maturity you will receive the Redemption
Amount, calculated as described under “Redemption Amount
Determination”.
Issuer: |
BofA
Finance LLC (“BofA Finance”) |
Guarantor: |
Bank
of America Corporation (“BAC”) |
Term: |
Approximately
4 years, unless previously automatically called. |
Underlyings: |
Russell
2000® Index (the “RTY”) (Bloomberg symbol: “RTY”), Dow
Jones Industrial Average® (the “INDU”) (Bloomberg
symbol: “INDU”) and the Nasdaq-100® Index (the “INDU”)
(Bloomberg symbol: “NDX”). |
Pricing and Issue Dates*: |
November
24, 2020 and November 30, 2020, respectively |
Observation Dates†*: |
Quarterly.
Please see the Preliminary Pricing Supplement for further
details. |
Coupon Barrier: |
For
each Underlying, 50% of its Starting Value. |
Threshold Value: |
For
each Underlying, 50% of its Starting Value. |
Contingent Coupon Payment*: |
If,
on any quarterly Observation Date, the Observation Value of
each Underlying is greater than or equal to its Coupon
Barrier, we will pay a Contingent Coupon Payment of $7.50 per
$1,000 in principal amount of Notes (equal to a rate of at least
0.75% per quarter or 7.50% per annum) on the applicable Contingent
Payment Date (including the Maturity Date). |
Automatic Call: |
Beginning
in November 2021, all (but not less than all) of the Notes will be
automatically called if the Observation Value of each Underlying is
greater than or equal to its Starting Value on any Observation Date
(other than the final Observation Date). If the Notes are
automatically called the Early Redemption Amount will be paid on
the applicable Contingent Payment Date. |
Early Redemption Amount: |
For
each $1,000 principal amount of Notes, $1,000 plus the applicable
Contingent Coupon Payment. |
Initial Estimated Value Range: |
$900-$950
per Note. |
Underwriting Discount:* |
$25.00
(2.50% of the public offering price) per Note. |
CUSIP: |
09709T2J9 |
Preliminary Pricing Supplement: |
https://www.sec.gov/Archives/edgar/data/70858/000148105720000313/form424b2.htm |
* Subject to change prior
to the Pricing Date.
† Subject to adjustment.
Please see the Preliminary Pricing Supplement for further
details.
|
Redemption Amount Determination
(assuming the Notes have not been automatically called)

Hypothetical Returns at Maturity
Underlying Return of the
Least Performing Underlying |
Redemption
Amount per Note |
Return
on the Notes(1) |
60.00% |
$1,007.50(2) |
0.75% |
50.00% |
$1,007.50 |
0.75% |
20.00% |
$1,007.50 |
0.75% |
10.00% |
$1,007.50 |
0.75% |
5.00% |
$1,007.50 |
0.75% |
2.00% |
$1,007.50 |
0.75% |
0.00% |
$1,007.50 |
0.75% |
-10.00% |
$1,007.50 |
0.75% |
-20.00% |
$1,007.50 |
0.75% |
-25.00% |
$1,007.50 |
0.75% |
-30.00% |
$1,007.50 |
0.75% |
-50.00%(3) |
$1,007.50 |
0.75% |
-50.01% |
$499.90 |
-50.01% |
-75.00% |
$250.00 |
-75.00% |
-100.00% |
$0.00 |
-100.00% |
(1)
The
“Return on the Notes” is calculated based on the Redemption Amount
and potential final Contingent Coupon Payment (assuming a
Contingent Coupon Payment of $7.50 per $1,000 in principal amount),
not including any Contingent Coupon Payments paid prior to
maturity.
(2)
This
amount represents the sum of the principal amount and the final
Contingent Coupon Payment.
(3)
This is
the Underlying Return which corresponds to the Coupon Barrier and
Threshold Value of the Least Performing Underlying.
|

Risk Factors
Structure-related Risks
|
· |
Your investment may result in a
loss; there is no guaranteed return of principal. |
|
· |
Your return on the Notes is
limited to the return represented by the Contingent Coupon
Payments, if any, over the term of the Notes. |
|
· |
The Contingent Coupon Payment,
Early Redemption Amount or Redemption Amount, as applicable, will
not reflect the levels of the Underlyings other than on the
Observation Dates. |
|
· |
The Notes are subject to a
potential Automatic Call, which would limit your ability to receive
the Contingent Coupon Payments over the full term of the
Notes. |
|
· |
You may not receive any Contingent
Coupon Payments and the Notes do not provide for any regular fixed
coupon payments. |
|
· |
Because the Notes are linked to
the least performing (and not the average performance) of the
Underlyings, you may not receive any return on the Notes and may
lose some or all of your principal amount even if the Observation
Value of one Underlying is always greater than or equal to its
Coupon Barrier or Threshold Value, as applicable. |
|
· |
Your return on the Notes may be
less than the yield on a conventional debt security of comparable
maturity. |
|
· |
Any payment on the Notes is
subject to our credit risk and the credit risk of the Guarantor,
and any actual or perceived changes in our or the Guarantor’s
creditworthiness are expected to affect the value of the
Notes. |
Valuation- and Market-related Risks
|
· |
The public offering price you pay
for the Notes will exceed their initial estimated
value. |
|
· |
We cannot assure you that a
trading market for your Notes will ever develop or be
maintained. |
Underlying-related Risks
|
· |
The Notes are subject to risks
associated with small-size capitalization companies. |
|
· |
The Notes are subject to risks
associated with foreign securities markets. |
You may revoke your offer to purchase the Notes at any time prior
to the time at which we accept such offer on the date the Notes are
priced. We reserve the right to change the terms of, or reject any
offer to purchase, the Notes prior to their issuance. In the event
of any changes to the terms of the Notes, we will notify you and
you will be asked to accept such changes in connection with your
purchase. You may also choose to reject such changes in which case
we may reject your offer to purchase.
Please see the Preliminary Pricing Supplement for complete product
disclosure, including related risks and tax disclosure.
This fact sheet is a summary of the terms of the Notes and factors
that you should consider before deciding to invest in the Notes.
BofA Finance has filed a registration statement (including
preliminary pricing supplement, product supplement, prospectus
supplement and prospectus) with the Securities and Exchange
Commission, or SEC, for the offering to which this fact sheet
relates. Before you invest, you should read this fact sheet
together with the Preliminary Pricing Supplement dated November 11,
2020, Product Supplement EQUITY-1 dated January 3, 2020 and
Prospectus Supplement and Prospectus dated December 31, 2019 to
understand fully the terms of the Notes and other considerations
that are important in making a decision about investing in the
Notes. If the terms described in the applicable Preliminary Pricing
Supplement are inconsistent with those described herein, the terms
described in the applicable Preliminary Pricing Supplement will
control. You may get these documents without cost by visiting EDGAR
on the SEC Web site at sec.gov or by clicking on the hyperlinks to
each of the respective documents incorporated by reference in the
Preliminary Pricing Supplement. Alternatively, BofA Finance, any
agent or any dealer participating in this offering will arrange to
send you the Preliminary Pricing Supplement, Product Supplement
EQUITY-1 and Prospectus Supplement and Prospectus if you so request
by calling toll-free at 1-800-294-1322.
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