BMO.PR.W - Series 31 Prospectus - BMO Preferred Shares

BMO.PR.W – Series 31 Prospectus – BMO Preferred Shares

The following is a set of excerpts from the prospectus document for the Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 31. The excerpts, highlight the most relevant information, an investor should know when analyzing this preferred. A link to the prospectus is provided lower in this page. The original document for BMO.PR.W – Series 31 Prospectus – BMO Preferred Shares was used for the excerpts and the important information was highlighted for quick access.

Follow this link for additional information on BMO and a comparison of all Bank Of Montreal preferred shares available in the Canadian Market today.

Excerpt: Size and initial yield

July 23, 2014: $300,000,000 Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 31(12,000,000 Shares)The holders of Non-Cumulative 5-Year Rate Reset Class B Preferred Shares, Series 31 (the Preferred Shares Series 31 ) of Bankof Montreal (the Bank ) will be entitled to receive fixed non-cumulative preferential cash dividends, for the initial period fromand including the closing date to, but excluding, November 25, 2019 (the Initial Fixed Rate Period ), payable quarterly on the25th day of February, May, August and November in each year, or if such day is not a business day, on the next business day, as andwhen declared by the board of directors of the Bank (the Board of Directors ). The initial dividend, if declared, shall be payableon November 25, 2014 and shall be $0.30712 per share, based on the anticipated closing date of July 30, 2014. Thereafter, quarterlydividends shall be at a rate of $0.2375 per share. See Details of the Offering .

Excerpt: Reset Terms and Yield

For each five-year period after the Initial Fixed Rate Period (each a Subsequent Fixed Rate Period ), the holders of PreferredShares Series 31 will be entitled to receive fixed non-cumulative preferential cash dividends, as and when declared by the Board ofDirectors, payable quarterly on the 25th day of February, May, August and November in each year, in the amount per share perannum determined by multiplying the Annual Fixed Dividend Rate (as defined herein) applicable to such Subsequent Fixed RatePeriod by $25.00. The Annual Fixed Dividend Rate for the ensuing Subsequent Fixed Rate Period will be determined by the Bankon the 30th day prior to the first day of such Subsequent Fixed Rate Period and will be equal to the sum of the Government ofCanada Yield (as defined herein) on the date on which the Annual Fixed Dividend Rate is determined plus 2.22%. See Details ofthe Offering .

Excerpt: Conversion Terms

Option to Convert Into Preferred Shares Series 32The holders of Preferred Shares Series 31 will have the right, at their option, to convert their shares into an equal number ofNon-Cumulative Floating Rate Class B Preferred Shares, Series 32 of the Bank (the Preferred Shares Series 32 ), subject to certain conditions, on November 25, 2019 and on November 25 every five years thereafter. The holders of PreferredShares Series 32 will be entitled to receive floating rate non-cumulative preferential cash dividends, as and when declared bythe Board of Directors, payable quarterly on the 25th day of February, May, August and November in each year (the initialquarterly dividend period and each subsequent quarterly dividend period is referred to as a Quarterly Floating RatePeriod ), in the amount per share determined by multiplying the applicable Quarterly Floating Dividend Rate (as definedherein) by $25.00. The Quarterly Floating Dividend Rate will be equal to the sum of the T-Bill Rate (as defined herein) plus2.22% (calculated on the basis of the actual number of days elapsed in the applicable Quarterly Floating Rate Period dividedby 365) determined on the 30th day prior to the first day of the applicable Quarterly Floating Rate Period. See Details ofthe Offering .(continued on next page)No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise.