National Bank of Canada Completes US$600M Offering

National Bank of Canada (“NBC”) completed an offering in the United States under Rule 144A and Regulation S of an aggregate amount of US$600,000,000 Series 2, Tranche 2 2.200 per cent covered bonds due October 19, 2016, (the “Covered Bonds”) pursuant to its US$5 Billion Global Covered Bond Programme. The Covered Bonds trade on the London Stock Exchange and are irrevocably and unconditionally guaranteed as to timely payment of principal and interest by NBC Covered Bond Guarantor Limited Partnership. National Bank of Canada Financial Inc., RBC Capital Markets LLC and RBS Securities Inc. acted as lead managers for the issuance.

NBC was advised by in-house counsel Dominic Paradis, Mélanie Viguié-Bilodeau and Pierre-Alexandre Viau and assisted in Canada by McCarthy Tétrault LLP, with a team including Marc MacMullin, Frederic Cotnoir, Richard O'Doherty, Candace Pallone, Jo-Anna Brimmer, Tina Benson, Emily Ng and Gabrielle Richards, Andrew Silverman, and Wendy Brosseau, in the United Kingdom by Robert Brant and Alexander Strong of McCarthy Tétrault, and in the United States by Allen & Overy LLP, with a team including Lawton Camp, John Hwang and Nicola Rogers.

The lead managers were advised in the United States by Morrison & Foerster LLP, with a team including Jerry Marlatt, Melissa Beck and Adam Ostrowsky and in Canada by Osler, Hoskin & Harcourt LLP, with a team including Rick Fullerton, Kashif Zaman, Andrew McGuffin and Amanda Heale (tax).