RBC Completes US$1.5B Offering

On April 14, 2010, Royal Bank of Canada (the “Bank”) completed an offering in the United States under Rule 144A, in Canada on a private placement basis, and in Europe of Covered Bonds under its covered bond programme in an aggregate amount of US$1,500,000,000. The Covered Bonds, due April 14, 2015, have an interest rate of 3.125 per cent per annum payable semi-annually in arrears.

The offering was completed pursuant to Final Terms dated April 7, 2010, delivered together with a prospectus of the Bank, dated March 26, 2010, and a subscription agreement, dated April 7, 2010, among the Bank, RBC Covered Bond Guarantor L.P., Barclays Bank PLC, Barclays Capital Inc., Goldman, Sachs & Co., RBC Capital Markets Corporation, RBC Dominion Securities Inc. (for sales into Canada only), Banc of America Securities LLC, BMO Capital Markets Corp., CIBC World Markets Corp., Citigroup Global Markets Inc., J.P. Morgan Securities Ltd., Morgan Stanley & Co. Incorporated, Nomura Securities International, Inc., Scotia Capital (USA) Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC, as managers.

Royal Bank of Canada was represented in-house by Paul Guthrie and by Ogilvy Renault LLP as programme and Canadian counsel to Royal Bank of Canada, with a team including Andrew Fleming, Peter Noble, Susan Mann, Eric Reither, Alana Hunt, Joseph Hillier; and Adrienne Oliver and Glenn Hines. Morrison & Foerster LLP and Sullivan & Cromwell LLP acted as US counsel to Royal Bank of Canada with teams including Jerry Marlatt and Melissa Beck, and Donald Crawshaw and Eric Martz (respectively).

The managers were represented in the US by Davis Polk & Wardwell LLP with a team including Luigi De Ghenghi, Warren Motley, Joerg Riegel, Ashley Harris and Jessy Li; and in Canada by McCarthy Tétrault LLP with a team including Marc MacMullin, Timothy Stewart and Gabrielle Richards.


Timothy Stewart Donald R. Crawshaw Andrew Fleming Eric P. Reither Marc J. MacMullin Susan E. Mann Adrienne F. Oliver Peter S. Noble E. Glenn Hines


Norton Rose Fulbright Canada LLP Morrison & Foerster LLP Davis Polk & Wardwell McCarthy Tétrault LLP