TD.PR.I and TD.PR.K Called For Redemption

The Toronto-Dominion Bank has announced:

that it will exercise its right to redeem all of its 11 million outstanding Non-cumulative 5-Year Rate Reset Preferred Shares, Series AI (the “Series AI Shares”) on July 31, 2014 at the price per share of $25.00, for an aggregate total of approximately $275 million.

TD also announced it will exercise its right to redeem all of its 14 million outstanding Non-cumulative 5-Year Rate Reset Preferred Shares, Series AK (the “Series AK Shares”) on July 31, 2014 at the price per share of $25.00, for an aggregate total of approximately $350 million.

On May 22, 2014, the Board of Directors of TD declared quarterly dividends of $0.390625 per Series AI Share and $0.390625 per Series AK Share. These will be the final dividends on the Series AI Shares and Series AK Shares, respectively, and will be paid in the usual manner on July 31, 2014 to shareholders of record on July 8, 2014, as previously announced. After July 31, 2014, the Series AI Shares and Series AK Shares will cease to be entitled to dividends and the holders of such shares will not be entitled to exercise any right in respect thereof except that of receiving the redemption amount.

With the announcement of the redemption of the Series AI Shares and Series AK Shares, the right of any holder of Series AI Shares or Series AK Shares to convert such shares will cease and terminate.

Beneficial holders who are not directly the registered holder of Series AI Shares or Series AK Shares should contact the financial institution, broker or other intermediary through which they hold these shares to confirm how they will receive their redemption proceeds. Instructions with respect to receipt of the redemption amount will be set out in the Letter of Transmittal to be mailed to registered holders of the Series AI Shares and Series AK Shares shortly. Inquiries should be directed to our Registrar and Transfer Agent, CST Trust Company, at 1-800-387-0825 (or in Toronto 416-682-3860).

No surprises here. TD.PR.I is a FixedReset, 6.25%+415, which commenced trading 2009-3-6 after being announced 2009-2-25.

TD.PR.K is a FixedReset,6.25%+433, which commenced trading 2009-4-3 after being announced 2009-3-25.

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