RBC Completes Second Issuance of SEC-Registered Covered Bonds

Royal Bank of Canada (“RBC”) completed an offering of US$1.5 billion principal amount covered bonds registered with the U.S. Securities and Exchange Commission (the “SEC”). The bonds were issued in connection with the RBC global covered bond programme.

The 3-year US$1.5 billion principal amount covered bonds were issued with an AAA rating and a coupon of 0.625 per cent. The offering is RBC's second issuance of SEC registered covered bonds since initial registration with the SEC was completed in September 2012.

The joint lead managers for the offering were RBC Capital Markets, Citigroup Global Markets and UBS Securities.

Royal Bank of Canada and its subsidiaries operate under the master brand name RBC. RBC is Canada's largest bank as measured by assets and market capitalization, and is among the largest banks in the world, based on market capitalization. With this offering RBC has issued the equivalent of over US$13 billion in different currencies since the launch of its global covered bond programme in the fall of 2007.

RBC was represented by Erin Dion, Senior Counsel, and Joseph Hillier, Counsel, with RBC Law Group, and advised as to Canadian and English law matters by Norton Rose, lead counsel for RBC's global covered bond programme, with a team co-led by Andrew Fleming and Eric Reither that included Peter Noble, Susan Mann, Matthew Lippa (corporate finance and securities); Adrienne Oliver and Glenn Hines (tax) and Dean Naumowicz and Dominic Phillips (derivatives).

RBC was advised as to US law matters by Morrison & Foerster LLP, with a team led by Jerry Marlatt that included Melissa Beck and Marissa Golden and by Sullivan & Cromwell LLP with a team led by Donald Crawshaw and included Katherine McGavin.

The dealers were advised by McCarthy Tétrault LLP as to Canadian law matters with a team led by Marc MacMullin that included Gabrielle Richards, Candace Pallone and Jo-Anna Brimmer. Allen & Overy LLP advised the dealers on US law matters with a team led by Lawton Camp that included Nicola Rogers. Davis Polk & Wardwell LLP acted as special counsel to the joint lead managers with a corporate team led by partner Luigi De Ghenghi.