TD Bank 2012 Annual Report Download - page 146

TD BANK GROUP ANNUAL REPORT 2012 FINANCIAL RESULTS144
Class A First Preferred Shares, Series Q
On January 31, 2008, the Bank issued 8 million Class A First Preferred
Shares, Series Q for gross cash consideration of $200 million. Quarterly
non-cumulative cash dividends, if declared, will be paid at a per annum
rate of 5.60% per Series Q share. The Series Q shares are redeemable
by the Bank, subject to regulatory consent, by payment in cash of $26.00
per share if redeemed on or after January 31, 2013 and decreasing by
$0.25 each 12-month period thereafter to $25.00 per share if redeemed
on or after January 31, 2017.
Class A First Preferred Shares, Series R
On March 12, 2008, the Bank issued 10 million Class A First Preferred
Shares, Series R for gross cash consideration of $250 million. Quarterly
non-cumulative cash dividends, if declared, will be paid at a per annum
rate of 5.60% per Series R share. The Series R shares are redeemable
by the Bank, subject to regulatory consent, by payment in cash of
$26.00 per share if redeemed on or after April 30, 2013 and decreas-
ing by $0.25 each 12-month period thereafter to $25.00 per share if
redeemed on or after April 30, 2017.
5-Year Rate Reset Preferred Shares, Series S
On June 11, 2008, the Bank issued 10 million non-cumulative 5-Year
Rate Reset Preferred Shares, Series S for gross cash consideration of
$250 million. Quarterly non-cumulative cash dividends, if declared, will
be paid at a per annum rate of 5.00% for the initial period from and
including June 11, 2008 to but excluding July 31, 2013. Thereafter,
the dividend rate will reset every five years to equal the then five-year
Government of Canada bond yield plus 1.60%. Holders of the Series S
shares will have the right to convert all or any part of their shares into
non-cumulative Floating Rate Preferred Shares, Series T, subject to
certain conditions, on July 31, 2013, and on July 31 every five years
thereafter and vice versa. The Series S shares are redeemable by the
Bank for cash, subject to regulatory consent, at $25.00 per share on
July 31, 2013 and on July 31 every five years thereafter.
5-Year Rate Reset Preferred Shares, Series Y
On July 16, 2008, the Bank issued 10 million non-cumulative 5-Year
Rate Reset Preferred Shares, Series Y for gross cash consideration of
$250 million. Quarterly non-cumulative cash dividends, if declared, will
be paid at a per annum rate of 5.10% for the initial period from and
including July 16, 2008 to but excluding October 31, 2013. Thereafter,
the dividend rate will reset every five years to equal the then five-year
Government of Canada bond yield plus 1.68%. Holders of the Series Y
shares will have the right to convert their shares into non-cumulative
Floating Rate Preferred Shares, Series Z, subject to certain conditions,
on October 31, 2013, and on October 31 every five years thereafter and
vice versa. The Series Y shares are redeemable by the Bank for cash,
subject to regulatory consent, at $25.00 per share on October 31, 2013
and on October 31 every five years thereafter.
5-Year Rate Reset Preferred Shares, Series AA
On September 12, 2008, the Bank issued 10 million non-cumulative
5-Year Rate Reset Preferred Shares, Series AA for gross cash consid-
eration of $250 million. Quarterly non-cumulative cash dividends,
if declared, will be paid at a per annum rate of 5.00% for the initial
period from and including September 12, 2008 to but excluding
January 31, 2014. Thereafter, the dividend rate will reset every five
years to equal the then five-year Government of Canada bond yield
plus 1.96%. Holders of the Series AA shares will have the right to
convert their shares into non-cumulative Floating Rate Preferred
Shares, Series AB, subject to certain conditions, on January 31, 2014,
and on January 31 every five years thereafter and vice versa. The
Series AA shares are redeemable by the Bank for cash, subject to
regulatory consent, at $25.00 per share on January 31, 2014 and
on January 31 every five years thereafter.
5-Year Rate Reset Preferred Shares, Series AC
On November 5, 2008, the Bank issued 8.8 million non-cumulative
5-Year Rate Reset Preferred Shares, Series AC for gross cash consid-
eration of $220 million. Quarterly non-cumulative cash dividends,
if declared, will be paid at a per annum rate of 5.60% for the initial
period from and including November 5, 2008 to but excluding
January 31, 2014. Thereafter, the dividend rate will reset every five
years to equal the then five-year Government of Canada bond yield
plus 2.74%. Holders of the Series AC shares will have the right to
convert their shares into non-cumulative Floating Rate Preferred
Shares, Series AD, subject to certain conditions, on January 31, 2014,
and on January 31 every five years thereafter and vice versa. The
Series AC shares are redeemable by the Bank for cash, subject to
regulatory consent, at $25.00 per share on January 31, 2014 and
on January 31 every five years thereafter.
5-Year Rate Reset Preferred Shares, Series AE
On January 14, 2009, the Bank issued 12 million non-cumulative
5-Year Rate Reset Preferred Shares, Series AE for gross cash consid-
eration of $300 million. Quarterly non-cumulative cash dividends, if
declared, will be paid at a per annum rate of 6.25% for the initial
period from and including January 14, 2009 to but excluding April 30,
2014. Thereafter, the dividend rate will reset every five years to equal
the then five-year Government of Canada bond yield plus 4.37%.
Holders of the Series AE shares will have the right to convert their
shares into non-cumulative Floating Rate Class A Preferred Shares,
Series AF, subject to certain conditions, on April 30, 2014, and on
April 30 every five years thereafter and vice versa. The Series AE shares
are redeemable by the Bank for cash, subject to regulatory consent,
at $25.00 per share on April 30, 2014 and on April 30 every five
years thereafter.
5-Year Rate Reset Preferred Shares, Series AG
On January 30, 2009, the Bank issued 15 million non-cumulative
5-Year Rate Reset Preferred Shares, Series AG for gross cash consid-
eration of $375 million. Quarterly non-cumulative cash dividends, if
declared, will be paid at a per annum rate of 6.25% for the initial
period from and including January 30, 2009 to but excluding April 30,
2014. Thereafter, the dividend rate will reset every five years to equal
the then five-year Government of Canada bond yield plus 4.38%.
Holders of the Series AG shares will have the right to convert their
shares into non-cumulative Floating Rate Class A Preferred Shares,
Series AH, subject to certain conditions, on April 30, 2014, and on
April 30 every five years thereafter and vice versa. The Series AG shares
are redeemable by the Bank for cash, subject to regulatory consent,
at $25.00 per share on April 30, 2014 and on April 30 every five
years thereafter.
5-Year Rate Reset Preferred Shares, Series AI
On March 6, 2009, the Bank issued 11 million non-cumulative 5-Year
Rate Reset Preferred Shares, Series AI for gross cash consideration of
$275 million. Quarterly non-cumulative cash dividends, if declared, will
be paid at a per annum rate of 6.25% for the initial period from and
including March 6, 2009 to but excluding July 31, 2014. Thereafter,
the dividend rate will reset every five years to equal the then five-year
Government of Canada bond yield plus 4.15%. Holders of the Series AI
shares will have the right to convert their shares into non-cumulative
Floating Rate Class A Preferred Shares, Series AJ, subject to certain
conditions, on July 31, 2014, and on July 31 every five years thereafter
and vice versa. The Series AI shares are redeemable by the Bank for
cash, subject to regulatory consent, at $25.00 per share on July 31,
2014 and on July 31 every five years thereafter.