RBC Financial Group Sells Pool of Commercial Mortgages

The Royal Trust Company and Royal Trust Corporation of Canada (RBC Financial Group) sold a pool of Canadian commercial mortgages having an outstanding principal balance of approximately $132.721 million to Merrill Lynch Financial Assets Inc. (MLFAI). The deal closed on December 2, 2003. The RBC mortgages were included in a larger pool assembled by MLFAI for securitization through the issuance of its commercial mortgage pass-through certificates, series 2003-Canada 11, classes A to L and X.

An aggregate principal amount of $256.97 million commercial mortgage pass-through certificates, classes A to E were publicly offered and sold by Merrill Lynch Canada Inc. RBC Dominion Securities Inc. was the underwriter and TD Securities Inc. was the selling agent. The remaining pass-through certificates were privately placed. RBC Financial Group commercial mortgages sold will continue to be serviced by Royal Bank of Canada.

MLFAI, the underwriter and selling agent were represented by McCarthy Tétrault LLP, with a team that included David Rounthwaite, Douglas Klaassen, Jillian Welch and Michael Quigley (tax) and Patrick Squire and Tzen-Yi Goh. RBC Financial Group was represented by Osler, Hoskin & Harcourt LLP, with a team that included Philip Heath and Michael Hart (financial services), John Cook (real estate) and Judith Harris and Lyne Gaulin (tax).