Filed pursuant to Rule 433. Registration Statement Nos. 333-184147 and 333-184147-01
RBS US Large Cap Alternator ETN[TM] (ALTL)
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ETN Overview:
The RBS US Large Cap Alternator Exchange Traded Notes[TM] (the "RBS ETNs") track
the RBS US Large Cap Alternator Index[TM] (USD) (the "Index") which is designed
to provide exposure to the US large cap equity market by alternating between
three popular indices, the S & P 500([R]) Total Return Index (MC), the S & P
500([R]) Low Volatility Total Return Index (LV) and the S & P 500([R]) Equal
Weight Total Return Index (EW) (each, an "Underlying Index"). Each month, the
Index will track the return of the Underlying Index with the highest relative
strength score, which is based on average historical returns.
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RBS US Large Cap Alternator Index[TM] Features
Strategy: Each month, the Index will track the return of the Underlying Index
with the highest relative strength score at the end of the prior month.
Relative strength score: Simple average of the 1-month, 3-month, 6-month,
9-month and 12-month returns of each of the Underlying Indices.
Rebalanced monthly: Relative strength score is calculated with respect to the
last business day of each month. The Index is rebalanced at the close of the
first business day of the next month.
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Hypothetical Market Cycle
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The graph above illustrates a hypothetical market cycle and which Underlying
Index the relative strength Index methodology may select in the above stage of
the market cycle. The illustrations above do not reflect an actual market cycle
and they are not an indication of how a market cycle may develop, how long a
stage of the market cycle could last in the future, which Underlying Index will
be tracked during any part of a market cycle or whether any Underlying Index
will be tracked at all or in any particular order.
S & P 500([R]) Total Return Index
[] Tracks the 500 largest U.S. stocks weighted by market capitalization.
[] Expected to outperform the other Underlying Indices during the last stage of
a bull market.
[] May underperform low volatility indices in falling and choppy markets.
S & P 500([R]) Low Volatility Total Return Index
[] Consists of the 100 stocks from the S & P 500([R]) Index with the lowest
historical volatility over the past 12 months. The least volatile stocks have
the largest weighting in the index.
[] Expected to outperform the other Underlying Indices in choppy markets and
tracks the historically least volatile stocks of the S & P 500([R]) Index.
[] May underperform the other Underlying Indices in a rising market.
S & P 500([R]) Equal Weight Total Return Index
[] All 500 stocks rebalance to the same weight in the index on a quarterly
basis.
[] Expected to outperform the other Underlying Indices at the beginning and
middle of bull markets because the equal weighting creates a higher exposure to
the smaller companies within the index.
[] May underperform the other Underlying Indices in falling markets.
RBS ETN Details
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Ticker ALTL
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Intraday ALTL.IV
Indicative Value
Ticker
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CUSIP 78009P168
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ISIN US78009P1681
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Primary NYSE Arca
Exchange
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Annual Investor 1.00% per annum
Fee
(accrued on a
daily basis)
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Inception Date 8/30/2012
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Maturity 9/5/2042
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Issuer The Royal Bank of Scotland plc
("RBS plc")
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Guarantor The Royal Bank of Scotland
Group plc ("RBSG")
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Underlying S & P 500([R]) Total Return Index
Indices (SPTR), S & P 500([R]) Equal Weight
Total Return Index (SPXEWTR),
S & P 500([R]) Low Volatility Total
Return Index (SP5LVIT)
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Repurchase at You may offer your RBS ETNs
your option to RBS plc for repurchase on
any business day on or prior to
8/27/2042, provided that you
offer a minimum of 20,000 RBS
ETNs for any single repurchase
and follow the procedures
described in the pricing
supplement.
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Early We may redeem all of the RBS
redemption at ETNs at our discretion at any
our option time on or prior to 9/3/2042.
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Daily Upon early repurchase or
Redemption redemption or at maturity, you
Value will receive a cash payment
equal to the daily redemption
value per RBS ETN. The daily
redemption value on the relevant
valuation date will be published
on www.rbs.com/etnus/altl*.
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The ETNs The RBS ETNs are unsecured
and senior debt obligations
of the Issuer and are fully and
unconditionally guaranteed by
the Guarantor.
---------------- ---------------------------------
* Information contained on our website is not incorporated by reference in, and
should not be considered a part of, this document.
To find out more
Call toll free 855-RBS-ETPS or visit
www.rbs.com/etnUS
Not FDIC Insured. May Lose Value.
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Illustration of a $100,000 Investment in Each of the Three Underlying Indices
-- 7/31/2011 - 3/31/2013
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Historical Performance (%) -- as of 3/31/2013
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The graph to the left does not reflect the performance of the RBS US Large Cap
Alternator Index[TM] or the RBS US Large Cap Alternator ETN[TM]. Index performance
returns do not reflect any fees or transaction costs. You can not invest
directly in an index.
Source for chart and graph: Bloomberg. All indices in the graph to the left are
based to $100,000 as of 7/31/2011.
Rolling Annual Returns from March 2009 to March 2013 (%) -- as of 3/31/2013
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Index Statistics -- as of 3/31/2013
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(1)Dividend Yield means the sum of the gross dividends paid on the stocks
comprising the Index (which is a total return index) over the prior 12 months
ending 3/31/2013 divided by the closing level of the price return version of
the Index as of 3/31/2013.
(2)A valuation of a company's current share price compared to its earnings per
share. Earnings per share is measured on a twelve month trailing basis.
(3)A number describing the volatility of an index in relation to the volatility
of the S & P 500([R]) that is calculated using trailing 12 month weekly returns.
Source: Bloomberg
Sector Weightings Comparison(4) -- as of 3/31/2013
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(4)Based on standard industry classifications.
Source: S & P Dow Jones Indices
CERTAIN RISK CONSIDERATIONS: The RBS ETNs involve risks not associated with an
investment in conventional debt securities, including a possible loss of some
or all of your investment. The level of the Index must increase by an amount
suf[]cient to offset the aggregate investor fee applicable to the RBS ETNs in
order for you to receive at least the principal amount of your investment back
at maturity or upon early repurchase or redemption. The Index may underperform
the S & P 500([R]) Index or any Underlying Index.
Even though the RBS ETNs are listed on the NYSE Arca, a trading market may not
develop and the liquidity of the RBS ETNs may be limited and/or vary over time,
as RBS plc is not required to maintain any listing of the RBS ETNs. The RBS
ETNs are not principal protected and do not pay interest. Any payment on the
RBS ETNs is subject to the ability of RBS plc, as the issuer, and RBS Group, as
the guarantor, to pay their respective obligations when they become due. The
intraday indicative value and the daily redemption value are not the same as
the trading price or market price of the RBS ETNs in the secondary market. You
should carefully consider whether the RBS ETNs are suited to your particular
circumstances before you decide to purchase them. We urge you to consult with
your investment, legal, accounting, tax and other advisors with respect to any
investment in the RBS ETNs.
The RBS ETNs are not suitable for all investors. You should carefully read the
relevant pricing supplement and prospectus, including the more detailed
explanation of the risks involved in any investment in the RBS ETNs as
described in the "Risk Factors" section of the pricing supplement, before
investing.
IMPORTANT INFORMATION: RBS plc and RBS Group have filed a registration statement
(including a prospectus) with the U.S. Securities and Exchange Commission (SEC)
for the offering of RBS ETNs to which this communication relates. Before you
invest in any RBS ETNs, you should read the prospectus in that registration
statement and other documents that have been filed by RBS plc and RBS Group with
the SEC for more complete information about RBS plc and RBS Group, and the
offering. You may get these documents for free by visiting EDGAR on the SEC's
web site at www.sec.gov. Alternatively, RBS plc, RBS Securities Inc. (RBSSI) or
any dealer participating in the offering will arrange to send you the prospectus
and the pricing supplement at no charge if you request it by calling
1-855-RBS-ETPS (toll-free).
The RBS US Large Cap Alternator Index[TM] (USD) ("Index") is the property of RBS
plc (the "Index Sponsor"), which has contracted with S & P Opco, LLC, a
subsidiary of S & P Dow Jones Indices LLC ("S & P Dow Jones Indices") to
maintain and calculate the Index. The S & P 500([R]) Index, S & P 500 Low
Volatility Index([R]) and S & P 500([R]) Equal Weight Index[TM] (including the
total return versions) are the exclusive property of S & P Dow Jones Indices and
have been licensed for use by the Index Sponsor in connection with the Index. S
& P Dow Jones Indices, its affiliates and their third party licensors shall have
no liability for any errors or omissions in calculating the Index. S & P([R]) is
a registered trademark of Standard & Poor's Financial Services LLC ("SPFS") and
Dow Jones[R] is a registered trademark of Dow Jones Trademark Holdings LLC ("Dow
Jones"). These trademarks have been licensed to S & P Dow Jones Indices. S &
P([R]), S & P 500([R]), S & P 500 Low Volatility Index([R]), S & P 500([R])
Equal Weight Index[TM] and S & P 500[R] EWI[TM] are trademarks of SPFS and
together with the "Calculated by S & P Dow Jones Indices Custom" and its related
stylized mark(s) have been licensed for use by the Index Sponsor. Copyright [C]
2013 RBS Securities Inc. All rights reserved. RBS Securities Inc., a U.S.
registered broker-dealer, member of FINRA and SIPC, is an indirect wholly-owned
subsidiary of The Royal Bank of Scotland plc.
www.rbs.com/etnUS | TOLL FREE: 855-RBS-ETPS | Not FDIC Insured. May Lose Value.
Dated April 30, 2013
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