-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DN7yYPCDon0GEBt0Z+R13FwsxDXnmYa53rCw0fKRM98ckRIW2u9yTbyBFpDDphiA 0bbECVnRCNwZoVsKiPcdKA== 0001214659-08-001306.txt : 20080605 0001214659-08-001306.hdr.sgml : 20080605 20080605110841 ACCESSION NUMBER: 0001214659-08-001306 CONFORMED SUBMISSION TYPE: 424B2 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080605 DATE AS OF CHANGE: 20080605 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROYAL BANK OF CANADA \ CENTRAL INDEX KEY: 0001000275 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 424B2 SEC ACT: 1933 Act SEC FILE NUMBER: 333-139359 FILM NUMBER: 08882240 BUSINESS ADDRESS: STREET 1: P O BOX 1 STREET 2: ROYAL BANK PLAZA CITY: TORONTO STATE: A6 ZIP: 00000 BUSINESS PHONE: 4169745151 MAIL ADDRESS: STREET 1: P O BOX 6001 STREET 2: MONTREAL QUEBEC CITY: H3C 3A9 424B2 1 f6480424b2.txt REVCON #792 Pricing Supplement dated June 4, 2008 (To the Prospectus dated January 5, 2007; Prospectus Supplement dated February 28, 2007; and Product Prospectus Supplement dated February 28, 2008) ================================================================================ [RBC LOGO] $5,000,000 Reverse Convertible Notes due December 9, 2008 Linked to the Common Stock of a Single Reference Stock Issuer Senior Global Medium-Term Notes, Series C ================================================================================ Terms used in this pricing supplement, but not defined herein, shall have the meanings ascribed to them in the product prospectus supplement dated February 28, 2008 and the prospectus supplement dated February 28, 2007. General: This pricing supplement relates to a Reverse Convertible Notes ("RevCon") offering. The Notes offered hereby are collectively referred to as the "Notes". Issuer: Royal Bank of Canada ("Royal Bank") Pricing Date: June 4, 2008 Issuance Date: June 9, 2008 Valuation Date: December 4, 2008 Maturity Date: December 9, 2008 Deposit Currency U.S. Dollars Denominations: Minimum denomination of $1,000, and integral multiples of $1,000 thereafter. Reference Stock:
Rev- Principal Reference Initial Share Ticker Annual Barrier Monitoring Method CUSIP - ---- --------- --------- ------------- ------ ------ ------- ----------------- ----- Con Amount Stock Price Coupon Rate Price - --- ------ ----- ----- ----------- ----- No. - --- 792 $5,000,000 Rio Tinto plc $461.75 RTP 23.50% $457.13 Close of Trading Day 78008GGM8
Coupon Payment: Each coupon will be paid in equal monthly payments. (Annual Coupon Rate/12) Coupon Payment Dates: The coupon will be paid on the 9th day of each month during the term on the note, except for the final coupon payment which will be paid at maturity. If any coupon payment date is not a business day, then the coupon will be paid on the following business day. Term: Six (6) Months Initial Share Price: The price of the Reference Stock on the Pricing Date. Final Share Price: The price of the Reference Stock on the Valuation Date. Payment at Maturity (if For each $1,000 principal amount of the Notes, the held to maturity): investor will receive $1,000 plus any accrued and unpaid interest at maturity unless: (i) the Final Stock Price is less than the Initial Stock Price; and (ii) (a) for notes subject to Intra-Day Monitoring, at any time during the Monitoring Period, the trading price of the Reference Stock is less than the Barrier Price, or (b) for notes subject to Close of Trading Day Monitoring, on any day during the Monitoring Period, the closing price of the Reference Stock is less than the Barrier Price. If the conditions described in (i) and (ii) are both satisfied, then at maturity the investor will receive, instead of the principal amount of the Notes, in addition to any accrued and unpaid interest, the number of shares of the Reference Stock equal to the Physical Delivery Amount, or at our election, the cash value thereof. If we elect to deliver shares of the Reference Stock, fractional shares will be paid in cash. Investors in these Notes could lose some or all of their investment at maturity if there has been a decline in the trading price of the Reference Stock. Monitoring Period: From and excluding the Pricing Date to and including the Valuation Date Monitoring Method: As set forth above Physical Delivery For each $1,000 principal amount, a number of Amount: shares of the Reference Stock equal to the principal amount divided by the Initial Share Price. If this number is not a round number then the number of shares of the Reference Stock to be delivered will be rounded down and the fractional part shall be paid in cash. Secondary Market: RBC Capital Markets Corporation (or one of its affiliates), though not obligated to do so, plans to maintain a secondary market in the Notes after the Issuance Date. The amount that an investor may receive upon sale of their Notes prior to maturity may be less than the principal amount of such Notes. Calculation Agent: The Bank of New York Listing: None Settlement: DTC; global notes Terms Incorporated In the All of the terms appearing above the item Master Note: captioned "Secondary Market" on the cover page of this pricing supplement and the terms appearing under the caption "Specific Terms of the Reverse Convertible Notes" in the product supplement with respect to reverse convertible notes dated February 28, 2008. Investing in the Notes involves a number of risks. See "Risk Factors" beginning on page S-1 of the prospectus supplement dated February 28, 2007 and "Additional Risk Factors Specific To Your Notes" beginning on page PS-1 of the product prospectus supplement dated February 28, 2008 and "Selected Risk Considerations" beginning on page P-5 of this pricing supplement. The Notes will not be listed on any U.S. securities exchange or quotation system. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined that this pricing supplement is truthful or complete. Any representation to the contrary is a criminal offense. We may use this pricing supplement in the initial sale of Notes. In addition, RBC Capital Markets Corporation or another of our affiliates may use this pricing supplement in market-making transactions in any Notes after their initial sale. Unless we or our agent informs you otherwise in the confirmation of sale, this pricing supplement is being used in a market-making transaction. The price to purchasers who maintain accounts with participating dealers in which only asset-based fees are charged is 98.80%.The price at which you purchase the notes includes hedging costs and profits that Royal Bank or its affiliates expect to incur or realize. These costs and profits will reduce the secondary market price, if any secondary market develops, for the notes. As a result, you will experience an immediate and substantial decline in the value of your notes on the issue date. The Notes will not constitute deposits insured under the Canada Deposit Insurance Corporation Act or by the United States Federal Deposit Insurance Corporation or any other Canadian or United States government agency or instrumentality. P-2
Proceeds to Royal Bank of Price to Public Agent's Commission Canada --------------- ------------------ ------ Per Note 100% 1.20% 98.80% Total $5,000,000 $60,000.00 $4,940,000.00
RBC Capital Markets Corporation June 4, 2008 P-3 You may revoke your offer to purchase the Notes at any time prior to the time at which we accept such offer by notifying the applicable agent. We reserve the right to change the terms of, or reject any offer to purchase the Notes prior to their issuance. In the event of any changes to the terms of the Notes, we will notify you and you will be asked to accept such changes in connection with your purchase. You may also choose to reject such changes in which case we may reject your offer to purchase. ADDITIONAL TERMS SPECIFIC TO THE NOTES You should read this pricing supplement together with the prospectus dated January 5, 2007, as supplemented by the prospectus supplement dated February 28, 2007 and the product prospectus supplement dated February 28, 2008, relating to our Senior Global Medium-Term Notes, Series C, of which these Notes are a part. This pricing supplement, together with the documents listed below, contains the terms of the Notes and supersedes all prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, brochures or other educational materials of ours. You should carefully consider, among other things, the matters set forth in "Risk Factors" in the prospectus supplement dated February 28, 2007 and "Additional Risk Factors Specific to Your Notes" in the product prospectus supplement dated February 28, 2008, as the Notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisors before you invest in the Notes. You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website): o Prospectus dated January 5, 2007: http://www.sec.gov/Archives/edgar/data/1000275/000090956707000025/ o34295e424b3.htm o Prospectus Supplement dated February 28, 2007: http://www.sec.gov/Archives/edgar/data/1000275/000090956707000285/ o35030e424b3.htm o Product Prospectus Supplement dated February 28, 2008: http://www.sec.gov/Archives/edgar/data/1000275/000121465908000498/ f22780424b5.txt Our SEC file number is 333-139359. As used in this pricing supplement, the "Company," "we," "us," or "our" refers to Royal Bank of Canada. Hypothetical Examples of Amounts Payable at Maturity The examples set forth below are provided for illustration purposes only. Assumptions in each of the examples are purely fictional and do not relate to any actual Reference Stock performance. The hypothetical terms do not represent the terms of an actual Note. The examples are hypothetical, and do not purport to be representative of every possible scenario concerning increases or decreases in the price of the Reference Stock on the Valuation Date relative to its price on the Pricing Date. We cannot predict the Reference Stock performance. The table below illustrates the payment at maturity assuming an initial investment of $1,000 if the Final Share Price (as a percentage of the Initial Share Price) were any of the hypothetical prices shown in the left column. We have assumed a Barrier Price of 80%. For this purpose, we have assumed that there will be no anti-dilution adjustments to the Final Share Price and no market disruption events. The second column shows the hypothetical payment at maturity (as a percentage of the Principal Amount) in the case where the market price of the Reference Stock does not close below the Barrier Price on any day during the Monitoring Period. The third column shows the hypothetical payment at P-4 maturity (as a percentage of the Principal Amount) in the case where the market price does close below the Barrier Price on any day during the Monitoring Period. The fourth column shows the hypothetical Physical Delivery Amount assuming an Initial Share Price of $100 (as a number of shares of the Reference Stock). The fifth column shows the hypothetical Cash Delivery Amount (as a percentage of the Initial Share Price), should we elect to deliver the Cash Delivery Amount instead of the Physical Delivery Amount. The prices in the left column represent hypothetical Final Share Prices and are expressed as percentages of the Initial Share Price. The amounts in the second and third columns represent the hypothetical payments at maturity, based on the corresponding hypothetical Final Share Prices.
If the closing market If the closing market price of the price of the Reference Stock Reference Stock falls does not fall below below the Barrier the Barrier Price on Price on any day Hypothetical Hypothetical any day during the during the Physical Cash Monitoring Period: Monitoring Period: Delivery Delivery Amount as a Amount as a Hypothetical Final Hypothetical Hypothetical Number of Percentage of Share Price as Percentage Payment at Maturity Payment at Maturity Shares of the the of as Percentage of as Percentage of Reference Principal Initial Share Price Principal Amount Principal Amount Stock Amount ------------------- ---------------- ---------------- ----- ------ 200.00% 100.00% 100.00% n/a n/a 175.00% 100.00% 100.00% n/a n/a 150.00% 100.00% 100.00% n/a n/a 125.00% 100.00% 100.00% n/a n/a 100.00% 100.00% 100.00% n/a n/a 95.00% 100.00% Physical or Cash 10 95.00% Delivery Amount 90.00% 100.00% Physical or Cash 10 90.00% Delivery Amount 85.00% 100.00% Physical or Cash 10 85.00% Delivery Amount 80.00% 100.00% Physical or Cash 10 80.00% Delivery Amount 79.50% n/a Physical or Cash 10 79.50% Delivery Amount 50.00% n/a Physical or Cash 10 50.00% Delivery Amount 25.00% n/a Physical or Cash 10 25.00% Delivery Amount 0.00% n/a Physical or Cash 10 0.00% Delivery Amount
The payments at maturity shown above are entirely hypothetical; they are based on market prices for the Reference Stock that may not be achieved on the Valuation Date and on assumptions that may prove to be erroneous. The actual market value of your Notes on the Maturity Date or at any other time, including any time you may wish to sell your Notes, may bear little relation to the hypothetical payments at maturity shown above, and those amounts should not be P-5 viewed as an indication of the financial return on an investment in the offered Notes or on an investment in the Reference Stock. Please read "Additional Risk Factors Specific to Your Notes" and "Hypothetical Returns on Your Notes" in the accompanying product prospectus supplement dated February 28, 2008. Payments on your Notes are economically equivalent to the amounts that would be paid on a combination of other instruments. For example, payments on your Notes are economically equivalent to the amounts that would be paid on a combination of an interest-bearing bond bought, and a put option sold, by the investor (with an implicit option premium paid over time to the investor). The discussion in this paragraph does not modify or affect the terms of the offered Notes or the United States or Canadian income tax treatment of the offered Notes as described under "Supplemental Discussion of Canadian Tax Consequences" and "Supplemental Discussion of Federal Income Tax Consequences" in the accompanying product prospectus supplement dated February 28, 2008. Selected Purchase Considerations o Market Disruption Events and Adjustments -- The payment at maturity and the valuation date are subject to adjustment as described in the product prospectus supplement dated February 28, 2008. For a description of what constitutes a market disruption event as well as the consequences of that market disruption event, see "General Terms of the Reverse Convertible Notes--Consequences of Market Disruption Events" in the product prospectus supplement dated February 28, 2008. o Principal At Risk -- Investors in these Notes could lose some or a substantial value of their investment at maturity if there has been a decline in the trading price of the Reference Stock. o Certain U.S. Federal Income Tax Considerations: o RevCon No. 792 (RTP) 78008GGM8: 2.83% of each stated interest payment (23.50% in total) will be treated as an interest payment and 20.67% of each stated interest payment (23.50% in total) will be treated as payment for the Put Option for U.S. federal income tax purposes. For further discussion of the tax consequences applicable to an investor, please see the accompanying prospectus dated January 5, 2007, prospectus supplement dated February 28, 2007 and product prospectus supplement dated February 28, 2008. Selected Risk Considerations An investment in the Notes involves significant risks. Investing in the Notes is not equivalent to investing directly in the Reference Stock. These risks are explained in more detail in the section "Additional Risk Factors Specific to Your Notes" in the product prospectus supplement dated February 28, 2008. In addition to the risks described in the prospectus supplement dated February 28, 2007 and the product prospectus supplement dated February 28, 2008, you should consider the following: o You May Lose Some or All of Your Principal Amount -- You may receive a lower payment at maturity than you would have received if you had invested in the Reference Stock directly. If the Reference Stock performance is not positive, you may receive a payment at maturity of less than the principal amount of your Notes. o The Inclusion in the Purchase Price of the Notes of A Selling Concession and of Royal Bank's Cost of Hedging its Market Risk under the Notes Will Adversely Affect the Value of the Notes Prior to Maturity -- The price at which you purchase of the notes includes a selling concession (including a broker's commission), as well as the costs that Royal Bank (or one of its affiliates) expects to incur in the hedging of its market risk under the notes. Such hedging costs include the expected cost of undertaking this P-6 hedge, as well as the profit that Royal Bank (or its affiliates) expects to realize in consideration for assuming the risks inherent in providing such hedge. As a result, assuming no change in market conditions or any other relevant factors, the price, if any, at which you may be able to sell your notes prior to maturity may be less than your original purchase price. The Notes are not designed to be short-term trading instruments. Accordingly, you should be able and willing to hold your Notes to maturity. Information Regarding the Issuers of the Reference Stock The Reference Stock is registered under the Securities Exchange Act of 1934. Companies with securities registered under that Act are required to file periodically certain financial and other information specified by the Securities and Exchange Commission. Information provided to or filed with the SEC can be inspected and copied at the public reference facilities maintained by the SEC or through the SEC's website at www.sec.gov. In addition, information regarding the Reference Stock may be obtained from other sources including, but not limited to, press releases, newspaper articles and other publicly disseminated documents. The following information regarding the issuer of the Reference Stock is derived from publicly available information. We make no representation or warranty as to the accuracy or completeness of reports filed by the issuer with the SEC, information published by it on its website or in any other format, information about it obtained from any other source or the information provided below. o Rio Tinto plc and Rio Tinto Limited operate as one business organization (Rio Tinto). Rio Tinto is an international mining company. Its business is finding, mining and processing mineral resources. Its major products are aluminum, copper, diamonds, coal, uranium, gold, industrial minerals (borax, salt, talc), and iron ore. Businesses include open pit and underground mines, mills, refineries and smelters, as well as a number of research and service facilities. On October 23, 2007, Rio Tinto acquired Alcan Inc., the parent company of an international group of companies involved in bauxite mining, alumina refining, aluminum smelting, engineered products, flexible and specialty packaging. In April 2008, Hecla Mining Company completed the transaction to acquire the Rio Tinto subsidiaries that held a 70.27% interest in the Greens Creek silver mine and joint venture located near Juneau, Alaska. As a result of the transaction, Hecla subsidiaries hold 100% of the Greens Creek joint venture. o Information filed with the SEC under the Exchange Act can be located by referencing its SEC file number: 001-10533. Historical Information The graph below sets forth the historical performance of the Reference Stock. In addition, below the graph is a table setting forth the intra-day high, intra-day low and period-end closing prices of the Reference Stock. The information provided in this table is for the second, third and fourth calendar quarters of 2004, the four quarters of 2005, 2006 and 2007, the first quarter of 2008, as well as for the period from April 1, 2008 through June 4, 2008. (If no price is provided in the table for a particular period that indicates that the Reference Stock was not traded at such time.) We obtained the information regarding the historical performance of the Reference Stock in the charts below from Bloomberg Financial Markets and Factset Research Systems Inc. We make no representation or warranty as to the accuracy or completeness of the information obtained from Bloomberg Financial Markets and Factset Research Systems Inc. The historical performance of the Reference Stock should not be taken as an indication of future performance, and no assurance can be given as to the market price of the Reference Stock on the Valuation Date. We cannot give you assurance that the performance of the Reference Stock will result in any return in addition to your initial investment. P-7 Rio Tinto PLC (ADS) (98 - 07) [CHART OMITTED]
High Intra-Day Low Intra-Day Period-End Price of the Price of the Closing Price of Period-Start Period-End Reference Stock Reference Stock the Reference Date Date in ($) in ($) Stock in ($) ---- ---- ------ ------ ------------ 4/1/2004 6/30/2004 105.57 84.53 98.05 7/1/2004 9/30/2004 108.74 96.7 108.65 10/1/2004 12/31/2004 119.65 101.97 119.21 1/1/2005 3/31/2005 143.95 110.56 129.75 4/1/2005 6/30/2005 130.9 114.95 121.92 7/1/2005 9/30/2005 167.38 121.9 164.3 10/1/2005 12/30/2005 185 146.56 182.79 1/1/2006 3/31/2006 212.94 176.81 207 4/1/2006 6/30/2006 253.33 184.05 209.71 7/1/2006 9/29/2006 216.11 176.09 189.63 10/1/2006 12/29/2006 231.15 178.7 212.49 1/1/2007 3/31/2007 232.2 192.86 227.81 4/1/2007 6/30/2007 313.5 226.42 306.12 7/1/2007 9/30/2007 347.98 221.92 343.4 10/1/2007 12/31/2007 484.21 325.57 419.9 1/1/2008 1/31/2008 469.02 315.84 411.84 4/1/2008 6/4/2008 558.65 405.13 461.75
PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. P-8 Supplemental Plan of Distribution We expect that delivery of the Notes will be made against payment for the Notes on or about June 9, 2008, which is the third business day following the Pricing Date (this settlement cycle being referred to as "T+3"). See "Plan of Distribution" in the prospectus supplement dated February 28, 2007. Supplemental Discussion of Canadian Tax Consequences The following section supplements the tax discussion under the accompanying prospectus dated January 5, 2007, prospectus supplement dated February 28, 2007 and product prospectus supplement dated February 28, 2008 and is subject to the limitations and exceptions set forth therein. This discussion is only applicable to you if you are a Non-Resident Holder (as defined in the accompanying prospectus). Based on the current administrative practices and policies of the Canada Revenue Agency, interest paid or credited or deemed for purposes of the Income Tax Act (Canada) (the "Act") to be paid or credited on a Note to a Non-Resident Holder will not be subject to Canadian non-resident withholding tax where we deal at arm's length for the purposes of the Act with the Non-Resident Holder at the time of such payment. Anti-dilution Adjustments Anti-dilution adjustments shall be determined according to "General Terms of the Reverse Convertible Notes--Anti-dilution Adjustments" beginning on page PS-10 of the product prospectus supplement dated February 28, 2008, except that, in connection with reverse stock splits, the Initial Reference Stock Price will not be adjusted, unless the reverse stock split occurs after the Pricing Date and on or before the Valuation Date. P-9 No dealer, salesman or other person has been authorized to give any information or to make any representation not contained in this pricing supplement or the accompanying prospectus, prospectus supplement or product prospectus supplement and, if given or made, such information or representation must not be relied upon as having been authorized by Royal Bank of Canada or the Underwriter. This pricing supplement, the accompanying prospectus, prospectus supplement and product prospectus supplement do not constitute an offer to sell or a solicitation of an offer to buy any securities other than the securities described in this pricing supplement nor do they constitute an offer to sell or a solicitation of an offer to buy the securities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in such jurisdiction. The delivery of this pricing supplement, the accompanying prospectus, prospectus supplement and product prospectus supplement at any time does not imply that the information they contain is correct as of any time subsequent to their respective dates. $5,000,000 [RBC LOGO] Royal Bank of Canada Senior Global Medium-Term Notes, Series C Reverse Convertible Notes due December 9, 2008 Linked to the Common Stock of a Single Reference Stock Issuer June 4, 2008 -----END PRIVACY-ENHANCED MESSAGE-----