Company Announcements

The Toronto-Dominion Bank

July 7, 2021

THE TORONTO-DOMINION BANK

(a Canadian chartered bank)

(the Issuer)
 

TD COVERED BOND (LEGISLATIVE) GUARANTOR LIMITED PARTNERSHIP

(the Guarantor)

NOTICE OF BASE RATE MODIFICATION AND ADJUSTED MARGIN

to the holders of the:

£500,000,000 Floating Rate Series CBL18 Covered Bonds due January 30, 2023

(ISIN: XS1759748491)

 (the Series CBL18 Covered Bonds or the Covered Bonds and the holders thereof, the Covered Bondholders)

On June 15, 2021, the Issuer announced an invitation to Eligible Covered Bondholders of the Series CBL18 Covered Bonds to consent to certain amendments to the terms of the Series CBL18 Covered Bonds (the Consent Solicitation).  A meeting of the Series CBL18 Covered Bondholders (the Meeting) was held earlier today in connection with the Consent Solicitation, and the Issuer now announces the base rate modification and Adjusted Margin applicable to the Series CBL18 Covered Bonds.

Capitalised terms used in this announcement but not defined have the meanings given to them in the consent solicitation memorandum dated June 15, 2021 (the Consent Solicitation Memorandum) and the Notice of Meeting with respect to the Series CBL18 Covered Bonds dated June 15, 2021.

Base Rate Modification and Adjusted Margin

In accordance with Annex B (Margin Adjustment) of the Notice of Meeting dated 15 June, 2021, the determination of the LIBOR vs SONIA Interpolated Basis and Forward Start Adjustment took place at or around 1:00 p.m. London time (the Pricing Time) on July  7, 2021.

Accordingly, NOTICE IS HEREBY FURTHER GIVEN to the Series CBL18 Covered Bondholders that in connection with the Series CBL18 Covered Bonds:

(i)   the LIBOR vs SONIA Interpolated Basis (as calculated by the Solicitation Agents at the Pricing Time) is 0.087 per cent.;

(ii)   the Forward Start Adjustment is 0.003 per cent.; and

(iii)  the Adjusted Margin is 0.31 per cent. (being the sum of 0.22 per cent., the LIBOR vs SONIA Interpolated Basis and the Forward Start Adjustment);

each with effect from July 30, 2021.

Further information relating to the Consent Solicitation can be obtained directly from:

NatWest Markets Plc

250 Bishopsgate

London, EC2M 4AA

United Kingdom

Tel: +44 (0) 20 7678 5222

Email: liabilitymanagement@natwestmarkets.com 

Attention: Liability Management

The Toronto-Dominion Bank,

London Branch

60 Threadneedle Street

London

EC2R 8AP

United Kingdom

Tel: +44 (0) 20 7628 2262

Email: tmg@tdsecurities.com
Attention: Liability Management

Lucid Issuer Services Limited

Tankerton Works, 12 Argyle Street

London WC1H 8HA

United Kingdom

Tel:+44 20 7704 0880

Email: td@lucid-is.com

Attention: David Shilson

DISCLAIMER This announcement must be read in conjunction with the Consent Solicitation Memorandum. The distribution of this announcement and the Consent Solicitation Memorandum in certain  jurisdictions may be restricted by law, and persons into whose possession this announcement and/or the Consent Solicitation Memorandum comes are required to inform themselves about, and to observe, any such restrictions. This announcement is made by the Issuer. None of the Tabulation Agent, the Issuing and Paying Agent, the Solicitation Agents or the Bond Trustee assumes any responsibility for the contents of this announcement or the Consent Solicitation Memorandum.

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014 (MAR) AS IT FORMS PART OF DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

This announcement is made by Carla Fleming, Associate Vice President, Funding, Treasury and Balance Sheet Management, on behalf of the Issuer.