TORONTO, March 29,
2023 /CNW/ - The Toronto-Dominion Bank ("TD Bank
Group" or "TD") announced today that it does not intend to exercise
its right to redeem all or any part of the currently outstanding 14
million Non-Cumulative 5-Year Rate Reset Preferred Shares, Series
18 (Non-Viability Contingent Capital (NVCC)) (the "Series 18
Shares") of TD on April 30, 2023. As
a result and subject to certain conditions set out in the
prospectus supplement dated March 7,
2018 relating to the issuance of the Series 18 Shares, the
holders of the Series 18 Shares have the right to convert all or
part of their Series 18 Shares, on a one-for-one basis, into
Non-Cumulative Floating Rate Preferred Shares, Series 19
(Non-Viability Contingent Capital (NVCC)) (the "Series 19 Shares")
of TD on May 1, 2023 (being the first
business day following the conversion date of April 30, 2023, which falls on a Sunday). Holders
who do not exercise their right to convert their Series 18 Shares
into Series 19 Shares on such date will continue to hold their
Series 18 Shares, subject to the conditions described
below.
The foregoing conversion right is subject to the conditions
that: (i) if TD determines that there would be less than 1,000,000
Series 19 Shares outstanding after taking into account all shares
tendered for conversion on May 1,
2023, then holders of Series 18 Shares will not be entitled
to convert their shares into Series 19 Shares, and (ii)
alternatively, if TD determines that there would remain outstanding
less than 1,000,000 Series 18 Shares after taking into account all
shares tendered for conversion on May 1,
2023, then all remaining Series 18 Shares will automatically
be converted into Series 19 Shares on a one-for-one basis on
May 1, 2023. In either case, TD will
give written notice to that effect to holders of Series 18 Shares
no later than April 24, 2023 (being
the first business day following the notice date of April 23, 2023, which falls on a Sunday).
The dividend rate applicable to the Series 18 Shares for the
5-year period from and including April 30,
2023 to but excluding April 30,
2028, and the dividend rate applicable to the Series 19
Shares for the 3-month period from and including April 30, 2023 to but excluding July 31, 2023, will be determined and announced
by way of a press release on March 31,
2023.
Beneficial owners of Series 18 Shares who wish to exercise their
conversion right should communicate as soon as possible with their
broker or other nominee to obtain instructions for exercising such
right during the conversion period, which runs from March 31, 2023 until 5:00
p.m. (Toronto time) on
April 17, 2023.
Inquiries should be directed to TD's Registrar and Transfer
Agent, TSX Trust Company, at 1-800-387-0825 (or in Toronto 416-682-3860).
About TD Bank Group
The Toronto-Dominion Bank and its subsidiaries are collectively
known as TD Bank Group ("TD" or the "Bank"). TD is the fifth
largest bank in North America by
assets and serves over 27 million customers in four key businesses
operating in a number of locations in financial centres around the
globe: Canadian Personal and Commercial Banking, including TD
Canada Trust and TD Auto Finance Canada; U.S. Retail, including TD
Bank, America's Most Convenient Bank®, TD Auto Finance
U.S., TD Wealth (U.S.), and an investment in The Charles Schwab
Corporation; Wealth Management and Insurance, including TD Wealth
(Canada), TD Direct Investing, and
TD Insurance; and Wholesale Banking, including TD Securities. TD
also ranks among the world's leading online financial services
firms, with more than 15 million active online and mobile
customers. TD had CDN$1.9 trillion in
assets on January 31, 2023. The
Toronto-Dominion Bank trades under the symbol "TD" on the
Toronto and New York Stock
Exchanges.
SOURCE TD Bank Group