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Centura shareholders approve acquisition by Royal Bank

January 15, 2002

TORONTO -- At a special meeting of shareholders of Centura Banks Inc. held on May 3, the Centura shareholders approved an agreement in which Royal Bank will acquire Centura, an $11.5 billion-asset financial services company based in Rocky Mount, N.C

Under the terms of the agreement, each share of Centura outstanding will be converted into the right to receive 1.684 common shares of Royal Bank upon closing. The agreement also provides that a wholly owned subsidiary of Royal Bank will merge with and into Centura.

The closing of the merger is subject to receipt of regulatory approvals in Canada, and the U.S. Royal Bank expects to receive the necessary regulatory approvals and complete the merger during its third quarter ending July 31.

Centura has 3,600 employees, more than 240 full-service financial offices, telephone banking, more than 250 ATMs in North Carolina, South Carolina and Virginia, PC banking and online bill payment.


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