RBC Capital Markets has signed an agreement to acquire Seasongood & Mayer, LLC, the state of Ohio’s top-ranked public finance firm and leading underwriter of municipal debt.

As part of the proposed deal, RBC has also agreed to acquire Seasongood Asset Management, a wholly owned subsidiary and investment advisor to public funds clients. Completion of the transaction remains subject to regulatory approvals and other customary conditions and is expected to close in the second quarter of 2007. Terms of the transaction were not disclosed.

The proposed merger is intended to bolster RBC Capital Markets’ leadership position in the U.S. municipal investment banking market while enhancing its overall presence in Ohio and in kindergarten to Grade 12 education finance nationally. It will also provide Seasongood’s clients with additional products and services offered by RBC.

In addition to being the top negotiated underwriter in Ohio, the combined RBC entity would be the No.1 ranked municipal bank nationally in both U.S. middle market issues and the K-12 school finance sector based on 2006 rankings. RBC Capital Markets ranked eighth last year in the U.S. in senior-managed negotiated municipal bond underwriting volume.

“As one of the top states for municipal issuance in the country, Ohio represents a key strategic growth area for us,” said Larry Holtz, head of municipal markets for RBC Capital Markets. “We are the only top-10 firm in the U.S. to have a physical presence in the state of Ohio, and this deal will bring the number of people we have on the ground there to over 100. Acquiring Seasongood significantly enhances RBC’s presence in K-12 finance, further strengthens our franchise as one of the leading municipal finance platforms in the United States, and aligns well with our culture and our strategy of having a local presence to serve clients.”

RBC Capital Markets’ municipal finance business ranked in the top five in 2006 in the states of Arizona (No. 1), Pennsylvania (No. 1), Colorado (No. 2), Texas (No. 4) and New Jersey (No. 5). All five states rank among the top 15 issuer states in the U.S. Seasongood & Mayer has been the No. 1 ranked municipal finance firm in Ohio for 12 consecutive years.

Seasongood Asset Management currently manages $1.5 billion in assets for public funds clients in the Ohio region. It is intended that this business will operate under the name RBC Public Fund Services as a joint venture between RBC Capital Markets and Voyageur Asset Management, a business unit of RBC Wealth Management.

“As we continue to work closely with entities within the state of Ohio, this merger gives us a much broader array of quality products and services, global strength, and access to the RBC balance sheet, all of which are essential in our business today,” said Todd Braff, a managing principal of Seasongood & Mayer and head of the new business’ Ohio operations. “It will allow us to better serve our clients and maintain our leadership position in a new, more sophisticated era of public finance.

The transaction is the latest in a series of deals completed by RBC as it continues to build its presence in the United States and globally. RBC has announced seven acquisitions in the U.S. in the past nine months, including recent acquisitions by RBC Capital Markets of Carlin Financial Group, a broker-dealer known for its proprietary trade execution platform, and Daniels & Associates, the nation’s most active M&A advisor to the cable, telecom, broadcast and Internet services industries.