TD Announces Conversion Privilege of Non-Cumulative 5-Year Rate Reset Preferred Shares, Series 9 (NVCC)

TORONTO, Sept. 17, 2020 /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 8 million Non-Cumulative 5-Year Rate Reset Preferred Shares, Series 9 (Non-Viability Contingent Capital (NVCC)) (the "Series 9 Shares") of TD on October 31, 2020. As a result and subject to certain conditions set out in the prospectus supplement dated April 17, 2015 relating to the issuance of the Series 9 Shares, the holders of the Series 9 Shares have the right to convert all or part of their Series 9 Shares, on a one-for-one basis, into Non-Cumulative Floating Rate Preferred Shares, Series 10 (NVCC) (the "Series 10 Shares") of TD on November 2, 2020 (being the first business day following the conversion date of October 31, 2020, which falls on a Saturday).  Holders who do not exercise their right to convert their Series 9 Shares into Series 10 Shares on such date will continue to hold their Series 9 Shares. 

The foregoing conversion right is subject to the conditions that: (i) if TD determines that there would be less than 1,000,000 Series 10 Shares outstanding after taking into account all shares tendered for conversion on November 2, 2020, then holders of Series 9 Shares will not be entitled to convert their shares into Series 10 Shares, and (ii) alternatively, if TD determines that there would remain outstanding less than 1,000,000 Series 9 Shares after taking into account all shares tendered for conversion on November 2, 2020, then all remaining Series 9 Shares will automatically be converted into Series 10 Shares on a one-for-one basis on November 2, 2020. In either case, TD will give written notice to that effect to holders of Series 9 Shares no later than October 26, 2020 (being the first business day following the notice date of October 24, 2020, which falls on a Saturday).

The dividend rate applicable to the Series 9 Shares for the 5-year period from and including October 31, 2020 to but excluding October 31, 2025, and the dividend rate applicable to the Series 10 Shares for the 3-month period from and including October 31, 2020 to but excluding January 31, 2021, will be determined and announced by way of a press release on October 1, 2020.

Beneficial owners of Series 9 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 October 1, 2020 until 5:00 p.m. (Toronto time) on October 16, 2020.

Inquiries should be directed to TD's Registrar and Transfer Agent, AST Trust Company (Canada), 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 sixth largest bank in North America by branches and serves over 26 million customers in three key businesses operating in a number of locations in financial centres around the globe: Canadian Retail, including TD Canada Trust, TD Auto Finance Canada, TD Wealth (Canada), TD Direct Investing, and TD Insurance; U.S. Retail, including TD Bank, America's Most Convenient Bank®, TD Auto Finance U.S., TD Wealth (U.S.), and an investment in TD Ameritrade; and Wholesale Banking, including TD Securities. TD also ranks among the world's leading online financial services firms, with more than 14 million active online and mobile customers. TD had CDN$1.7 trillion in assets on July 31, 2020. The Toronto-Dominion Bank trades under the symbol "TD" on the Toronto and New York Stock Exchanges.

SOURCE TD Bank Group