Bank of Montreal's $1 Billion Fixed Rate Reset Limited Recourse Capital Notes Offering

Bank of Montreal (BMO) filed a Form 6-K with the SEC, reporting the issuance of $1 billion in 6.875% Fixed Rate Reset Limited Recourse Capital Notes, Series 6 (Non-Viability Contingent Capital (NVCC)) (Subordinated Indebtedness). The notes were issued under an underwriting agreement dated July 21, 2025, with BMO Capital Markets Corp., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Barclays Capital Inc., and Mizuho Securities USA LLC as representatives of the underwriters. The notes are part of a broader offering that includes Non-Cumulative 5-Year Fixed Rate Reset Class B Preferred Shares, Series 55 (NVCC) and common shares of BMO. The filing also includes legal opinions from Sullivan & Cromwell LLP and Osler, Hoskin & Harcourt LLP, among others, and details the terms and conditions of the offering, including the use of proceeds, representations and warranties, and indemnification provisions.