TORONTO, June 19, 2013 /PRNewswire/ - The Toronto-Dominion Bank (TD) (TSX: TD)
announced today that the Toronto Stock Exchange (TSX) and the Office of
the Superintendent of Financial Institutions Canada (OSFI) have
approved TD's previously announced normal course issuer bid. As
announced, TD intends to repurchase up to 12 million of its common
shares pursuant to its bid which will commence on June 21, 2013 and end
on June 20, 2014, such earlier date as TD may determine or such earlier
date as TD may complete its purchases pursuant to the notice of
intention filed with the TSX.
The maximum number of shares that may be repurchased under the bid
represents approximately 1.3% of the 924,023,810 common shares issued
and outstanding as of May 31, 2013. The average daily trading volume
(ADTV) for the six months ended May 31, 2013, calculated in accordance
with the rules of the TSX for purposes of the bid, was 1,663,500.
Under the rules of the TSX, TD is entitled to repurchase, during each
trading day, up to 25% of the ADTV of its common shares, such number
being 415,875 (excluding purchases made pursuant to the block purchase
exception).
TD intends to establish an automatic share purchase plan under which its
broker, TD Securities, will repurchase TD shares pursuant to the bid
within a defined set of criteria. All of these repurchases will be
made through the facilities of the TSX as well as through other
exchanges and alternative trading systems in Canada in accordance with
applicable regulatory requirements. The price paid for any repurchased
shares will be the market price of such shares at the time of
acquisition. All repurchased shares will be cancelled. Quarterly, TD
will consult with OSFI prior to making purchases.
As at April 30, 2013, TD's Common Equity Tier 1, Tier 1 and Total
Capital ratios were 8.76%, 10.79% and 13.99% respectively. TD made the
decision to launch the bid in light of its demonstrated ability to
generate capital and has now allocated roughly $1 billion in capital
for share repurchases under the bid.
About TD Bank Group
The Toronto-Dominion Bank and its subsidiaries are collectively known as
TD Bank Group (TD). TD is the sixth largest bank in North America by
branches and serves approximately 22 million customers in four key
businesses operating in a number of locations in key financial centres
around the globe: Canadian Personal and Commercial Banking, including
TD Canada Trust and TD Auto Finance Canada; Wealth and Insurance,
including TD Wealth, TD Direct Investing, an investment in TD
Ameritrade, and TD Insurance; U.S. Personal and Commercial Banking,
including TD Bank, America's Most Convenient Bank, and TD Auto Finance
U.S.; and Wholesale Banking, including TD Securities. TD also ranks
among the world's leading online financial services firms, with
approximately 8 million active online and mobile customers. TD had
CDN$826 billion in assets on April 30, 2013. The Toronto-Dominion Bank
trades under the symbol "TD" on the Toronto and New York Stock
Exchanges.
Caution Regarding Forward-Looking Statements
From time to time, TD makes written and/or oral forward-looking
statements, including in this document, in other filings with Canadian
regulators or the U.S. Securities and Exchange Commission, and in other
communications. In addition, representatives of TD may make
forward-looking statements orally to analysts, investors, the media and
others. All such statements are made pursuant to the "safe harbour"
provisions of, and are intended to be forward-looking statements under,
applicable Canadian and U.S. securities legislation, including the U.S.
Private Securities Litigation Reform Act of 1995. Forward-looking
statements include, but are not limited to, statements made in this
document, the Management's Discussion and Analysis in TD's 2012 Annual
Report ("2012 MD&A") under the headings "Economic Summary and Outlook",
for each business segment "Business Outlook and Focus for 2013" and in
other statements regarding TD's objectives and priorities for 2013 and
beyond and strategies to achieve them, and TD's anticipated financial
performance. Forward-looking statements are typically identified by
words such as "will", "should", "believe", "expect", "anticipate",
"intend", "estimate", "plan", "may", and "could".
By their very nature, these statements require TD to make assumptions
and are subject to inherent risks and uncertainties, general and
specific. Especially in light of the uncertainty related to the
financial, economic, political, and regulatory environments, such risks
and uncertainties - many of which are beyond TD's control and the
effects of which can be difficult to predict - may cause actual results
to differ materially from the expectations expressed in the
forward-looking statements. Risk factors that could cause such
differences include: credit, market (including equity, commodity,
foreign exchange, and interest rate), liquidity, operational (including
technology), reputational, insurance, strategic, regulatory, legal,
environmental, capital adequacy, and other risks which are discussed in
the 2012 MD&A. Examples of such risk factors include the impact of
recent U.S. legislative developments, as discussed under "Significant
Events in 2012" in the "Financial Results Overview" section of the 2012
MD&A; changes to and new interpretations of capital and liquidity
guidelines and reporting instructions; changes to TD's credit ratings;
increased funding costs for credit due to market illiquidity and competition for funding; when consulted, OSFI does not provide its
concurrence for purchases under the bid; the failure of third parties
to comply with their obligations to TD or its affiliates relating to
the care and control of information; disruptions in or attacks
(including cyber attacks) on TD's information technology, internet,
network access or other voice or data communications systems or
services; and the overall difficult litigation environment, including
in the United States. We caution that the preceding list is not
exhaustive of all possible risk factors and other factors could also
adversely affect TD's results. For more detailed information, please
see the "Risk Factors and Management" section of the 2012 MD&A. All
such factors should be considered carefully, as well as other
uncertainties and potential events, and the inherent uncertainty of
forward-looking statements, when making decisions with respect to TD
and we caution readers not to place undue reliance on TD's
forward-looking statements.
Material economic assumptions underlying the forward-looking statements
contained in this document are set out in the 2012 MD&A under the
headings "Economic Summary and Outlook", as updated in TD's Second
Quarter 2013 Report to Shareholders; and for each business segment,
"Business Outlook and Focus for 2013", as updated in TD's Second
Quarter 2013 Report to Shareholders under the headings "Business
Outlook".
Any forward-looking statements contained in this document represent the
views of management only as of the date hereof and are presented for
the purpose of assisting TD's shareholders and analysts in
understanding TD's financial position, objectives and priorities and
anticipated financial performance as at and for the periods ended on
the dates presented, and may not be appropriate for other purposes. TD
does not undertake to update any forward-looking statements, whether
written or oral, that may be made from time to time by or on its
behalf, except as required under applicable securities legislation.
SOURCE TD Bank Group