1 July 2024
Not for distribution, directly
or indirectly, in or into the United States or any jurisdiction in
which such distribution would be unlawful.
The Toronto-Dominion
Bank
Pre-Stabilisation Period
Announcement
The Toronto-Dominion Bank (contact:
Mark Byrne, +4420 7628 2262) hereby gives notice, as Stabilisation
Coordinator, that the Stabilisation Manager(s) named below may
stabilise the offer of the following securities in accordance with
the UK FCA Stabilisation Binding Technical Standards.
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Securities
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Issuer:
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The Toronto-Dominion Bank
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Guarantor(s) (if any):
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Not Applicable
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Aggregate nominal amount:
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SGD benchmark
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Description:
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SGD PerpNC5 Fixed Rate Reset Perpetual
Subordinated Additional Tier 1 Capital Notes
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Offer price:
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TBC
TBC
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Stabilisation
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Stabilisation Manager(s):
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The Toronto-Dominion Bank
(Stabilisation Coordinator)
DBS Bank Ltd.
Oversea-Chinese Banking Corporation
Limited
Standard Chartered Bank (Singapore)
Limited
The Hongkong and Shanghai Banking
Corporation Limited, Singapore Branch
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Stabilisation period expected to start
on:
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The date of this
announcement
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Stabilisation period expected to end
no later than:
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9 August 2024 (30 days after the
proposed issue date of the securities)
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Existence, maximum size and conditions
of use of over-allotment facility:
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The Stabilisation Manager(s) may
over-allot the securities to the extent permitted in accordance
with applicable law
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Stabilisation trading venue
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Over the counter (OTC)
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In connection with the offer of the
above securities, the Stabilisation Manager(s) may over-allot the
securities or effect transactions with a view to supporting the
market price of the securities during the stabilisation period at a
level higher than that which might otherwise prevail. However,
stabilisation may not necessarily occur and any stabilisation
action, if begun, may cease at any time. Any stabilisation action
or over-allotment shall be conducted in accordance with all
applicable laws and rules.
This announcement is for information
purposes only and does not constitute an invitation or offer to
underwrite, subscribe for or otherwise acquire or dispose of any
securities of the Issuer in any jurisdiction.
This announcement and the offer of the
securities to which it relates are only addressed to and directed
at persons outside the United Kingdom and persons in the United
Kingdom who have professional experience in matters related to
investments or who are high net worth persons within Article 12(5)
of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 and must not be acted on or relied on by
other persons in the United Kingdom.
If and to the extent that this
announcement is communicated in, or the offer of the securities to
which it relates is made in, any EEA Member State before the
publication of a prospectus in relation to the securities which has
been approved by the competent authority in that Member State in
accordance with Regulation (EU) 2017/1129 (the "Prospectus
Regulation") (or which has been approved by a competent authority
in another Member State and notified to the competent authority
that Member State in accordance with the
Prospectus Regulation), this
announcement and the offer are only addressed to and directed at
persons in that Member State who are qualified investors within the
meaning of the Prospectus Regulation (or who are other persons to
whom the offer may lawfully be addressed) and must not be acted on
or relied on by other persons in that Member State.
If and to the extent that this
announcement is communicated in, or the offer of the securities to
which it relates is made in, the UK before the publication of a
prospectus in relation to the securities which has been approved by
the competent authority in the UK in accordance with Regulation
(EU) 2017/1129 as it forms part of domestic law by virtue of the
European Union (Withdrawal) Act 2018 (the "UK Prospectus
Regulation"), this announcement and the offer are only addressed to
and directed at persons in the UK who are qualified investors
within the meaning of the UK Prospectus Regulation (or who are
other persons to whom the offer may lawfully be addressed) and must
not be acted on or relied on by other persons in the UK.
This announcement is not an offer of
securities for sale into the United States. The securities have not
been, and will not be, registered under the United States
Securities Act of 1933 and may not be offered or sold in the United
States absent registration or an exemption from registration. There
will be no public offer of securities in the United
States.