RY.PR.J - Series BD Prospectus - Royal Bank Preferred Shares

RY.PR.J – Series BD Prospectus – Royal Bank Preferred Shares

The following is a set of excerpts from the prospectus document for the Non-Cumulative 5-Year Rate Reset First Preferred Shares, Series BD. The excerpts, highlight the most relevant information, an investor should know when analyzing this preferred. A link to the prospectus is provided lower in this page. The original document forRY.PR.J – Series BD Prospectus – Royal Bank Preferred Shares was used for the excerpts and the important information was highlighted for quick access.

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Excerpt: Size and initial yield

January 27, 2015 Royal Bank of Canada $600,000,000 24,000,000 Non-Cumulative 5-Year Rate Reset First Preferred Shares, Series BD (Non-Viability Contingent Capital (NVCC)) Our Non-Cumulative 5-Year Rate Reset First Preferred Shares, Series BD (Non-Viability Contingent Capital (NVCC)) (the “Series BD Preferred Shares”) will be entitled to fixed non-cumulative preferential cash dividends, payable quarterly on the 24th day of February, May, August and November in each year, as and when declared by our board of directors, for the initial period from and including the closing date of this offering to, but excluding, May 24, 2020 (the “Initial Fixed Rate Period”) at a per annum rate of 3.60%, or $0.9000 per share per annum. The initial dividend, if declared, will be payable on May 24, 2015 and will be $0.2811 per share, based on an anticipated issue date of January 30, 2015.

Excerpt: Reset Terms and Yield

For each five-year period after the Initial Fixed Rate Period (each a “Subsequent Fixed Rate Period”), the Series BD Preferred Shares will be entitled to fixed non-cumulative preferential cash dividends, payable quarterly on the 24th day of February, May, August and November in each year, as and when declared by our board of directors, in an amount per share per annum determined by multiplying the Annual Fixed Dividend Rate (as defined herein) applicable to such Subsequent Fixed Rate Period by $25.00. We will determine the Annual Fixed Dividend Rate for each ensuing Subsequent Fixed Rate Period on the Fixed Rate Calculation Date (as defined herein), which rate will be equal to the sum of the Government of Canada Yield (as defined herein) on the Fixed Rate Calculation Date plus 2.74%. See “Description of the Series BD Preferred Shares and the Series BE Preferred Shares”.

Excerpt: Conversion Terms

Option to Convert into Non-Cumulative Floating Rate First Preferred Shares, Series BE Holders of the Series BD Preferred Shares will have the option to convert such shares into Non-Cumulative Floating Rate First Preferred Shares, Series BE (Non-Viability Contingent Capital (NVCC)) (the “Series BE Preferred Shares”), subject to certain conditions, on May 24, 2020 and on May 24 every fifth year thereafter. Series BE Preferred Shares will be entitled to floating rate non-cumulative preferential cash dividends, payable quarterly on the 24th day of February, May, August and November in each year (the initial quarterly dividend period and each subsequent quarterly dividend period is referred to as a “Quarterly Floating Rate Period”), as and when declared by our board of directors, in an amount per share determined by multiplying the applicable Floating Quarterly Dividend Rate (as defined herein) by $25.00. The Floating Quarterly Dividend Rate will be equal to the sum of the T-Bill Rate (as defined herein) plus 2.74% (calculated on the basis of the actual number of days in the applicable Quarterly Floating Rate Period divided by 365) determined on the Floating Rate Calculation Date (as defined herein). See “Description of the Series BD Preferred Shares and the Series BE Preferred Shares”. Subject to the provisions of the Bank Act (Canada) (the “Bank Act”) and the consent of the Superintendent.