The Toronto-Dominion Bank Amends its Normal Course Issuer Bid

The Toronto-Dominion Bank announced that the Toronto Stock Exchange (TSX) and the Office of the Superintendent of Financial Institutions Canada (OSFI) have approved TD’s amended normal course issuer bid.  As previously announced, the purpose of the amendment is to increase the number of common shares that TD may repurchase from 15 million to 35 million. This increase represents approximately 1.1% of the 1,859,880,491 common shares issued and outstanding as of February 28, 2017. To date, TD has completed the purchase of 15 million common shares for cancellation since the commencement of its current normal course issuer bid.

The normal course issuer bid will continue until March 20, 2018, or such earlier date as TD may determine or as TD may complete its purchases pursuant to the amended notice of intention filed with the TSX.  Under the rules of the TSX, TD is entitled to repurchase, during each trading day, up to 715,665 common shares (excluding purchases made pursuant to the block purchase exception), being 25% of the average daily trading volume of 2,862,663 common shares during the six calendar months prior to the commencement of the bid.

Repurchases will continue to be made through the facilities of the TSX as well as through other designated exchanges and alternative trading systems in Canada in accordance with applicable regulatory requirements.  The price paid for such repurchased shares will be the market price of such shares at the time of acquisition or such other price as may be permitted by the TSX. TD may also repurchase shares through other means permitted by the TSX and applicable securities laws, including by private agreement or share repurchase programs pursuant to one or more issuer bid exemption orders issued by applicable securities regulatory authorities. Any purchase made under an exemption order issued by a securities regulatory authority will generally be at a discount to the prevailing market price. All repurchased shares will be cancelled.

The number of shares and timing of the repurchases under this bid will be determined by TD.  Prior to commencing purchases under the bid, TD intends to establish an automatic share purchase plan under which its broker, TD Securities, or alternatively, a broker appointed pursuant to a share repurchase program, will repurchase TD shares pursuant to the normal course issuer bid within a defined set of criteria.

As at July 31, 2017, TD’s Common Equity Tier 1, Tier 1 and Total Capital ratios were 11.0%, 12.8% and 15.6%, respectively.