88DB Roy.bk.can. 38

TIDM88DB

RNS Number : 8748R

Royal Bank of Canada

11 March 2021

March 11, 2021

ROYAL BANK OF CANADA

(incorporated under the laws of Canada) (as "Issuer")

U.S.$300,000,000 Floating Rate Debenture Notes due 2085 (the "Debentures")

NOTICE TO DEBENTUREHOLDERS REGARDING THE MODIFICATION OF DEFINITIVE BEARER DEBENTURES TO A PERMANENT GLOBAL BEARER DEBENTURE

NOTICE IS HEREBY GIVEN TO DEBENTUREHOLDERS THAT all outstanding definitive bearer debentures (currently held within Euroclear Bank SA/NV (Euroclear) and Clearstream Banking, S.A. (Clearstream, Luxembourg) under certain sealed note arrangements) shall be represented by a single Permanent Global Bearer Debenture on March 15, 2021 and all payments under the Debentures shall be made via Euroclear and Clearstream Luxembourg forthwith, with the first of such payment expected to commence on March 31, 2021 (being the next Interest Payment Date).

The Permanent Global Bearer Debenture will be exchangeable, in whole or in part, free of charge for definitive bearer Debentures, for registered Debentures or for a combination of definitive bearer Debentures and registered Debentures without certification as to beneficial ownership if such exchange is permitted by applicable law, in the following circumstances:

(i) in the event that either Euroclear or Clearstream, Luxembourg or any other relevant clearing system, as the case may be, is closed for business for a continuous period of at least 14 days (other than by reason of holidays, statutory or otherwise) or it announces an intention permanently to cease business or does in fact do so without a successor; or

   (ii)   at any time upon written request of the debentureholder. 

The relevant exchange will occur no later than 30 days following the occurrence of any of the circumstances described in (i) (the "Permanent Exchange Date") or the making of the written request described in (ii).

The Trustee has consented to making the above modifications on the basis that the modifications do not affect the substance of the Debentures and in the opinion of the Trustee, based on the opinion of counsel, the modifications are expedient to make and will not be prejudicial to the interests of the debentureholders. All terms used but not defined herein shall bear the meanings (if any) given to them in the trust indenture dated June 6, 1986 as modified and restated by the first supplemental trust indenture dated July 2, 2002, the second supplemental trust indenture dated February 28, 2005 and the third supplemental trust indenture expected to be dated March 12, 2021 (together, the "Trust Indenture").

Should debentureholders require any further information in respect of the above, the Issuer invites debentureholders to make contact with the following:

Erin Dion

Assistant General Counsel

Royal Bank of Canada

Telephone Number: (416) 974-4103

Fax Number: (416) 955-2032

Email: erin.dion@rbc.com

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March 11, 2021 02:00 ET (07:00 GMT)

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