Royal Bank of Canada announces NVCC AT1 Limited Recourse Capital Notes issue

TORONTO, April 17, 2024 /CNW/ - Royal Bank of Canada (TSX: RY) (NYSE: RY) today announced the offering of US$1.0 billion of non-viability contingent capital (NVCC) Additional Tier 1 (AT1) Limited Recourse Capital Notes, Series 4 (the "LRCNs"). The securities offered are registered with the U.S. Securities and Exchange Commission (the "SEC").

The LRCNs will bear interest at a rate of 7.500 percent annually, payable quarterly, for the initial period ending May 2, 2029. Thereafter, the interest rate on the LRCNs will reset every five years at a rate equal to the prevailing U.S. Treasury Rate plus 2.887 percent. The LRCNs will mature on May 2, 2084. The expected closing date of the offering is April 24, 2024, subject to customary closing conditions.

RBC Capital Markets, LLC, BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., and UBS Securities LLC are the joint book-running managers for the offering.

Concurrently with the issuance of the LRCNs, the bank will issue NVCC Non-Cumulative 5-Year Fixed Rate Reset First Preferred Shares, Series BV ("Preferred Shares Series BV") to be held by Computershare Trust Company of Canada as trustee for Leo LRCN Limited Recourse Trust^TM (the "Limited Recourse Trust"). In case of non-payment of interest on or principal of the LRCNs when due, the recourse of each LRCN holder will be limited to that holder's proportionate share of the Limited Recourse Trust's assets, which will consist of Preferred Shares Series BV except in limited circumstances.

The bank may redeem the LRCNs on May 2, 2029 and on each February 2, May 2, August 2, and November 2 thereafter, only upon the redemption by the bank of the Preferred Shares Series BV held in the Limited Recourse Trust, in accordance with the terms of such shares and with the prior written approval of the Superintendent of Financial Institutions (Canada), in whole on not less than 10 nor more than 60 days' prior notice.

Net proceeds from this transaction will be used for general business purposes.

A registration statement relating to the offering has been filed with the SEC and is effective. The offering is being made only by means of a prospectus supplement and a base prospectus. Copies of the preliminary prospectus supplement and the base prospectus for the offering may be obtained free of charge by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, you may obtain copies of the final prospectus supplement, when available, and the base prospectus for this offering by contacting RBC Capital Markets, LLC, by calling (866)-375-6829, or by e-mailing TMGUS@rbccm.com.

This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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SOURCE Royal Bank of Canada