TD Bank Group Newsroom
TD Bank Financial Group Reports Second Quarter 2009 Results
SECOND QUARTER FINANCIAL HIGHLIGHTS, compared with the second quarter a
year ago:
- Reported diluted earnings per share(1) were $0.68, compared with
$1.12.
- Adjusted diluted earnings per share(2) were $1.23, compared with
$1.32.
- Reported net income(1) was $618 million, compared with $852 million.
- Adjusted net income(2) was $1,089 million, compared with
$973 million.
YEAR-TO-DATE FINANCIAL HIGHLIGHTS, six months ended April 30, 2009,
compared with the corresponding period a year ago:
- Reported diluted earnings per share(1) were $1.50, compared with
$2.44.
- Adjusted diluted earnings per share(2) were $2.58, compared with
$2.77.
- Reported net income(1) was $1,330 million, compared with
$1,822 million.
- Adjusted net income(2) was $2,238 million, compared with
$2,033 million.
SECOND QUARTER ADJUSTMENTS (ITEMS OF NOTE)
The second quarter reported diluted earnings per share figures included
the following items of note:
- Amortization of intangibles of $127 million after tax (14 cents per
share), compared with $92 million after tax (12 cents per share) in
the second quarter last year.
- A loss of $134 million after tax (16 cents per share) due to the loss
in excess of the accrued amount of the economic hedges related to the
reclassified available-for-sale debt securities portfolio.
- Restructuring and integration charges of $50 million after tax
(6 cents per share), relating to the acquisition of Commerce,
compared with $30 million after tax (4 cents per share) in the second
quarter last year.
- A loss of $44 million after tax (5 cents per share) due to the change
in fair value of credit default swaps hedging the corporate loan
book, net of provision for credit losses, compared with a gain of
$1 million after tax in the same quarter last year.
- An increase of $77 million after tax (9 cents per share) in general
allowance for Canadian Personal and Commercial Banking (excluding
VFC) and Wholesale Banking.
- Settlement of TD Banknorth shareholder litigation of $39 million
after tax (5 cents per share).
All dollar amounts are expressed in Canadian currency unless otherwise
noted.
(1) Reported results are prepared in accordance with Canadian generally
accepted accounting principles (GAAP).
(2) Reported and adjusted results are explained under the "How the Bank
Reports" section.
TORONTO, May 28 /CNW/ - TD Bank Financial Group (TDBFG) today announced
its financial results for the second quarter ended April 30, 2009. Results for
the quarter included solid earnings contributions from TD's personal and
commercial banking operations in Canada and the United States and very strong
Wholesale Banking results, while Wealth Management continued to manage
prudently through challenging financial markets.
"All TD businesses are holding up very well under the weight of the
recession in Canada and the United States," said Ed Clark, President and Chief
Executive Officer, TDBFG. "With adjusted earnings over $1 billion again this
quarter, we're feeling quite good about these results. They provide further
evidence of TD's earnings power and capital strength - strengths that have
helped us earn through higher credit losses and end the quarter with a robust
Tier 1 capital ratio of 10.9%. These strengths also allowed us to continue
making the strategic investments that drive future growth, positioning TD to
come out of this global recession with business momentum."
SECOND QUARTER BUSINESS SEGMENT PERFORMANCE
Canadian Personal and Commercial Banking
Canadian Personal and Commercial Banking posted earnings of $589 million
in the second quarter, up 1% from the same period last year. The combination
of solid revenue growth and prudent expense management more than offset the
significant increase in provision for credit losses (PCL). Strong volume
growth in deposits and lending continued this quarter.
"Operating in a challenging economic environment, TD Canada Trust chalked
up two significant achievements this quarter," said Clark. "First, its
earnings power continued to push through the economic headwinds and deliver
solid results - results that were generated while we continued to invest in
future growth, adding six new branches and 31 business bankers and advisers.
Second, our internal measure of customer loyalty and advocacy increased for
the sixth month in a row, as dedicated employees worked together with
customers and clients to address financial challenges. Service means something
different in a downturn of this magnitude and we're committed to rising to
that challenge."
Wealth Management
Wealth Management, including TDBFG's equity share in TD Ameritrade,
earned $126 million in the quarter, down 31% from the second quarter of last
year, as very strong transactional volumes in online brokerage operations were
more than offset by the impact of market declines on the mutual funds and
advice-based businesses. As previously announced, TD Ameritrade contributed
$48 million in earnings to the segment, with near-record new account openings
in its quarter ended March 31, 2009.
"Our Wealth Management segment performed as expected given the
environment," said Clark. "While we have felt the impact of margin pressure as
a result of low nominal interest rates, we've seen impressive online brokerage
volumes and continued growth in new client assets. In the U.S., TD Ameritrade
continues to maintain its leadership position in active trading and is growing
net new retail assets faster than its largest peer."
"And this quarter we continued to increase the number of client-facing
advisors. This investment in our Wealth businesses through these tough times
positions us extremely well for the eventual market recovery."
U.S. Personal and Commercial Banking
U.S. Personal and Commercial Banking for the quarter generated $231
million in reported net income and $281 million in adjusted net income, an 8%
decline in adjusted net income from the previous quarter due to increased
provision for credit losses and seasonal factors. Second quarter adjusted
earnings were 116% higher than adjusted earnings for the same period last
year, with much of the increase due to the fact that Commerce earnings did not
contribute to this segment until the third quarter of 2008.
"In most of our U.S. footprint, we're the only triple-A rated bank
around, and the TD brand is increasingly recognised for its safety and
soundness. That recognition contributed to our ability to grow both deposits
and loans despite continued economic stresses, gaining us market share and
supporting the opening of 24 new stores so far in fiscal 2009," said Clark.
"We remain cautious on the U.S. economic environment and so have increased our
reserves prudently, which is reflected in higher PCLs. But we continue to
believe we'll be a positive outlier, giving us the strength to take advantage
of strategic opportunities."
"A key accomplishment for us this quarter is our fourth consecutive win
of the J.D. Power award for customer satisfaction. Winning this honour in the
midst of the Commerce integration is an enormous achievement."
Wholesale Banking
Wholesale Banking earned net income for the quarter of $173 million, up
86% compared with the same period last year. Strong interest rate and foreign
exchange trading were partially offset by net realized security losses in the
public equity investment portfolio. These losses were related to the strategic
decision to exit the portfolio and redeploy the capital to support franchise
operations.
"This was a very strong quarter for TD Securities, and we continue to be
very pleased with the positioning of our Wholesale business," said Clark. "The
segment managed to perform very well while significantly reducing positions in
the credit trading and public equity portfolios. Looking forward, we will
continue to focus on growing our client-driven franchise businesses and
solidifying our position as a top-three dealer in Canada."
Conclusion
"While the next phase of this global recession will hurt all banks, at TD
we're extremely well positioned - not just to weather the storm but also to
prepare the bank for future growth. In fact, there is a reasonable chance this
may be a recession where we actually grow volumes through the downturn, as we
continue to fill the gaps left by those who have exited the lending market and
help ensure access to credit."
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
From time to time, TD Bank Financial Group (TDBFG or the Bank) makes
written and oral forward-looking statements, including in this document, in
other filings with Canadian regulators or the U.S. Securities and Exchange
Commission (SEC), and in other communications. In addition, the Bank's senior
management may make forward-looking statements orally to analysts, investors,
representatives of the media and others. All such statements are made pursuant
to the "safe harbour" provisions of the U.S. Private Securities Litigation
Reform Act of 1995 and applicable Canadian securities legislation. Forward-
looking statements include, among others, statements regarding the Bank's
objectives and targets for 2009 and beyond, and strategies to achieve them,
the outlook for the Bank's business lines, and the Bank's anticipated
financial performance. The forward-looking information contained in this
document is presented for the purpose of assisting our shareholders and
analysts in understanding our financial position as at and for the periods
ended on the dates presented and our strategic priorities and objectives, and
may not be appropriate for other purposes. The economic assumptions for 2009
for the Bank are set out in the Bank's 2008 Annual Report under the heading
"Economic Summary and Outlook" and for each of our business segments, under
the heading "Business Outlook and Focus for 2009." 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 us to make assumptions and are
subject to inherent risks and uncertainties, general and specific. Especially
in light of the current, unprecedented financial and economic environment,
such risks and uncertainties may cause actual results to differ materially
from the expectations expressed in the forward-looking statements. Some of the
factors - many of which are beyond our control and the effects of which can be
difficult to predict - that could cause such differences include: credit,
market (including equity and commodity), liquidity, interest rate,
operational, reputational, insurance, strategic, foreign exchange, regulatory,
legal and other risks discussed in the Bank's 2008 Annual Report and in other
regulatory filings made in Canada and with the SEC; general business and
economic conditions in Canada, the U.S. and other countries in which the Bank
conducts business, as well as the effect of changes in existing and newly
introduced monetary and economic policies in those jurisdictions and changes
in the foreign exchange rates for the currencies of those jurisdictions; the
degree of competition in the markets in which the Bank operates, both from
established competitors and new entrants; defaults by other financial
institutions in Canada, the U.S. and other countries; the accuracy and
completeness of information the Bank receives on customers and counterparties;
the development and introduction of new products and services in markets;
developing new distribution channels and realizing increased revenue from
these channels; the Bank's ability to execute its strategies, including its
integration, growth and acquisition strategies and those of its subsidiaries,
particularly in the U.S.; changes in accounting policies (including future
accounting changes) and methods the Bank uses to report its financial
condition, including uncertainties associated with critical accounting
assumptions and estimates; changes to our credit ratings; global capital
market activity; increased funding costs for credit due to market illiquidity
and increased competition for funding; the Bank's ability to attract and
retain key executives; reliance on third parties to provide components of the
Bank's business infrastructure; the failure of third parties to comply with
their obligations to the Bank or its affiliates as such obligations relate to
the handling of personal information; technological changes; the use of new
technologies in unprecedented ways to defraud the Bank or its customers and
the organized efforts of increasingly sophisticated parties who direct their
attempts to defraud the Bank or its customers through many channels;
legislative and regulatory developments; change in tax laws; unexpected
judicial or regulatory proceedings; continued negative impact of the U.S.
securities litigation environment; unexpected changes in consumer spending and
saving habits; the adequacy of the Bank's risk management framework, including
the risk that the Bank's risk management models do not take into account all
relevant factors; the possible impact on the Bank's businesses of
international conflicts and terrorism; acts of God, such as earthquakes; the
effects of disease or illness on local, national or international economies;
and the effects of disruptions to public infrastructure, such as
transportation, communication, power or water supply. A substantial amount of
the Bank's business involves making loans or otherwise committing resources to
specific companies, industries or countries. Unforeseen events affecting such
borrowers, industries or countries could have a material adverse effect on the
Bank's businesses, financial results, financial condition or liquidity. The
preceding list is not exhaustive of all possible risk factors and other
factors could also adversely affect the Bank's results. For more information,
see the discussion starting on page 64 of the Bank's 2008 Annual Report. All
such factors should be considered carefully when making decisions with respect
to the Bank, and undue reliance should not be placed on the Bank's forward-
looking statements. Any forward-looking information or statements contained in
this document represent the views of management only as of the date hereof.
The Bank 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.
This document was reviewed by the Bank's Audit Committee and was approved
by the Bank's Board of Directors, on the Audit Committee's recommendation,
prior to its release.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATING PERFORMANCE
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This Management's Discussion and Analysis (MD&A) is presented to enable
readers to assess material changes in the financial condition and operational
results of TD Bank Financial Group (TDBFG or the Bank) for the three and six
months ended April 30, 2009, compared with the corresponding periods. This
MD&A should be read in conjunction with the Bank's unaudited Interim
Consolidated Financial Statements and related Notes included in this Report to
Shareholders and with our 2008 Annual Report. This MD&A is dated May 27, 2009.
Unless otherwise indicated, all amounts are expressed in Canadian dollars and
have been primarily derived from the Bank's Annual or Interim Consolidated
Financial Statements prepared in accordance with Canadian generally accepted
accounting principles (GAAP). Certain comparative amounts have been
reclassified to conform to the presentation adopted in the current period.
Additional information relating to the Bank is available on the Bank's website
http://www.td.com, as well as on SEDAR at http://www.sedar.com and on the U.S.
Securities and Exchange Commission's (SEC's) website at http://www.sec.gov
(EDGAR filers section).
FINANCIAL HIGHLIGHTS
-------------------------------------------------------------------------
For the six
For the three months ended months ended
(millions of --------------------------------------------------
Canadian dollars, Apr. 30 Jan.31 Apr. 30 Apr. 30 Apr. 30
except as noted) 2009(1) 2009 2008 2009(1) 2008
-------------------------------------------------------------------------
Results of operations
Total revenue $4,325 $4,150 $3,388 $8,475 $6,992
Provision for credit
losses 656 537 232 1,193 487
Non-interest expenses 3,051 3,020 2,206 6,071 4,434
Net income - reported(2) 618 712 852 1,330 1,822
Net income - adjusted(2) 1,089 1,149 973 2,238 2,033
Economic profit(3) 58 164 283 224 735
Return on common
equity - reported 6.6% 8.1% 13.4% 7.3% 15.4%
Return on invested
capital(3) 10.6% 11.7% 13.2% 11.1% 14.6%
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Financial position
Total assets $574,882 $585,365 $503,621 $574,882 $503,621
Total risk-weighted
assets 199,745 211,715 178,635 199,745 178,635
Total shareholders'
equity 39,627 38,050 30,595 39,627 30,595
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Financial ratios -
reported
Efficiency ratio 70.6% 72.8% 65.1% 71.6% 63.4%
Tier 1 capital to
risk-weighted assets 10.9% 10.1% 9.1% 10.9% 9.1%
Provision for credit
losses as a % of net
average loans 1.12% 0.90% 0.48% 1.01% 0.51%
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Common share information
- reported
(Canadian dollars)
Per share
Basic earnings $0.68 $0.82 $1.12 $1.50 $2.46
Diluted earnings 0.68 0.82 1.12 1.50 2.44
Dividends 0.61 0.61 0.59 1.22 1.16
Book value 42.60 41.57 36.70 42.60 36.70
Closing share price 47.10 39.80 66.11 47.10 66.11
Shares outstanding
(millions)
Average basic 848.8 832.6 747.7 840.6 732.9
Average diluted 849.8 834.2 753.7 841.9 739.0
End of period 850.6 848.7 802.9 850.6 802.9
Market capitalization
(billions of Canadian
dollars) $40.1 $33.8 $53.1 $40.1 $53.1
Dividend yield 5.9% 5.0% 3.5% 5.3% 3.4%
Dividend payout ratio 89.8% 75.5% 56.2% 82.1% 49.0%
Price to earnings
multiple 12.0 9.1 12.1 12.0 12.1
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Common share information
- adjusted
(Canadian dollars)
Per share
Basic earnings $1.23 $1.35 $1.33 $2.58 $2.79
Diluted earnings 1.23 1.34 1.32 2.58 2.77
Dividend payout ratio 49.4% 46.1% 49.2% 47.7% 43.8%
Price to earnings
multiple 10.0 8.3 11.5 10.0 11.5
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(1) As explained in the "How the Bank Reports" section, effective this
quarter, as the reporting periods of U.S. entities are aligned with
the reporting period of the Bank, the results of U.S. entities for
the three months ended April 30, 2009 have been included with results
of the Bank, while the results of January 2009 have been included
directly in retained earnings and not included in the results of the
Bank.
(2) Adjusted and reported results are explained in the "How the Bank
Reports" section, which includes reconciliation between reported and
adjusted results.
(3) Economic profit and return on invested capital are non-GAAP financial
measures and are explained in the "Economic Profit and Return on
Invested Capital" section.
HOW WE PERFORMED
Corporate Overview
The Toronto-Dominion Bank and its subsidiaries are collectively known as
TD Bank Financial Group (TDBFG or the Bank). The Bank is the sixth largest
bank in North America by branches and serves approximately 17 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 Insurance; Wealth Management, including TD
Waterhouse and an investment in TD Ameritrade; U.S. Personal and Commercial
Banking through TD Banknorth Inc. (TD Banknorth) and TD Bank, America's Most
Convenient Bank; and Wholesale Banking, including TD Securities. The Bank also
ranks among the world's leading online financial services firms, with more
than 5.5 million online customers. The Bank had $575 billion in assets on
April 30, 2009. The Toronto-Dominion Bank trades under the symbol "TD" on the
Toronto and New York Stock Exchanges.
How the Bank Reports
The Bank prepares its consolidated financial statements in accordance
with GAAP and refers to results prepared in accordance with GAAP as "reported"
results. The Bank also utilizes non-GAAP financial measures referred to as
"adjusted" results to assess each of its businesses and to measure overall
Bank performance. To arrive at adjusted results, the Bank removes "items of
note", net of income taxes, from reported results. The items of note relate to
items which management does not believe are indicative of underlying business
performance. The Bank believes that adjusted results provide the reader with a
better understanding of how management views the Bank's performance. The items
of note are listed in the table on the following page. As explained, adjusted
results are different from reported results determined in accordance with
GAAP. Adjusted results, items of note and related terms used in this document
are not defined terms under GAAP and, therefore, may not be comparable to
similar terms used by other issuers.
For the purpose of alignment of reporting periods with the Bank,
effective the quarter ended April 30, 2009, the reporting periods of TD
Banknorth and Commerce Bancorp, Inc. (Commerce) have been aligned with the
reporting period of the Bank as described in Note 1 to the Interim
Consolidated Financial Statements. Previously, the reporting periods of TD
Banknorth and Commerce were included in the Bank's financial statements on a
one month lag. Accordingly, to maintain comparability and include only six
months of results through April 30, 2009, the results of TD Banknorth and
Commerce for the three months ended April 30, 2009 have been included with the
results of the Bank for the three and six months ended April 30, 2009 while
the results of January 2009 have been included directly in retained earnings
and not included in the results of the Bank.
The following tables provide reconciliations between the Bank's reported
and adjusted results.
Operating Results - Reported
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $2,940 $2,728 $1,858 $5,668 $3,646
Other income 1,385 1,422 1,530 2,807 3,346
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Total revenue 4,325 4,150 3,388 8,475 6,992
Provision for credit
losses (656) (537) (232) (1,193) (487)
Non-interest expenses (3,051) (3,020) (2,206) (6,071) (4,434)
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Income before
income taxes, non-
controlling interests
in subsidiaries and
equity in net income of
an associated company 618 593 950 1,211 2,071
(Provision for) recovery
of income taxes (35) 58 (160) 23 (395)
Non-controlling interests
in subsidiaries, net
of income taxes (28) (28) (9) (56) (17)
Equity in net income of
an associated company,
net of income taxes 63 89 71 152 163
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Net income - reported 618 712 852 1,330 1,822
Preferred dividends (41) (29) (11) (70) (19)
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Net income available to
common shareholders -
reported $577 $683 $841 $1,260 $1,803
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-------------------------------------------------------------------------
Reconciliation of Non-GAAP Financial Measures
Adjusted Net Income to Reported Net Income
-------------------------------------------------------------------------
Operating results
- adjusted For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $2,940 $2,728 $1,858 $5,668 $3,646
Other income(1) 1,612 1,722 1,529 3,334 3,320
-------------------------------------------------------------------------
Total revenue 4,552 4,450 3,387 9,002 6,966
Provision for credit
losses(2) (546) (457) (232) (1,003) (470)
Non-interest expenses(3) (2,745) (2,741) (2,041) (5,486) (4,147)
-------------------------------------------------------------------------
Income before
income taxes, non-
controlling interests
in subsidiaries and
equity in net income of
an associated company 1,261 1,252 1,114 2,513 2,349
Provision for income
taxes(4) (223) (179) (220) (402) (495)
Non-controlling interests
in subsidiaries, net
of income taxes (28) (28) (9) (56) (17)
Equity in net income of
an associated company,
net of income taxes(5) 79 104 88 183 196
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Net income - adjusted 1,089 1,149 973 2,238 2,033
Preferred dividends (41) (29) (11) (70) (19)
-------------------------------------------------------------------------
Net income available to
common shareholders -
adjusted 1,048 1,120 962 2,168 2,014
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Items of note affecting
net income, net of
income taxes
Amortization of
intangibles(6) (127) (127) (92) (254) (167)
Decrease in fair value
of derivatives hedging
the reclassified
available-for-sale
debt securities
portfolio(7) (134) (200) - (334) -
Restructuring and
integration charges
relating to the
Commerce acquisition(8) (50) (67) (30) (117) (30)
(Decrease) increase in
fair value of credit
default swaps hedging
the corporate loan book,
net of provision for
credit losses(9) (44) 12 1 (32) 26
Other tax items(10) - - - - (20)
Provision for insurance
claims(11) - - - - (20)
General allowance
increase in Canadian
Personal and Commercial
Banking (excluding VFC)
and Wholesale Banking (77) (55) - (132) -
Settlement of TD
Banknorth shareholder
litigation(12) (39) - - (39) -
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Total items of note (471) (437) (121) (908) (211)
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Net income available to
common shareholders -
reported $577 $683 $841 $1,260 $1,803
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(1) Adjusted other income excludes the following items of note: second
quarter 2009 - $61 million loss due to change in fair value of
credit default swaps (CDS) hedging the corporate loan book, as
explained in footnote 9; $166 million loss due to change in fair
value of derivatives hedging the reclassified available-for-sale
(AFS) debt securities portfolio, as explained in footnote 7; first
quarter 2009 - $13 million gain due to change in fair value of CDS
hedging the corporate loan book; $313 million loss due to change in
fair value of derivatives hedging the reclassified AFS debt
securities portfolio; second quarter 2008 - $1 million gain due to
change in fair value of CDS hedging the corporate loan book; first
quarter 2008 - $55 million gain due to change in fair value of CDS
hedging the corporate loan book; $30 million provision for insurance
claims, as explained in footnote 11.
(2) Adjusted provision for credit losses excludes the following items of
note: second quarter 2009 - $110 million increase in general
allowance for credit losses in Canadian Personal and Commercial
Banking (excluding VFC) and Wholesale Banking; first quarter 2009 -
$80 million increase in general allowance for credit losses in
Canadian Personal and Commercial Banking (excluding VFC) and
Wholesale Banking.
(3) Adjusted non-interest expenses excludes the following items of note:
second quarter 2009 - $171 million amortization of intangibles, as
explained in footnote 6; $77 million restructuring and integration
charges related to the Commerce acquisition, as explained in
footnote 8; settlement of TD Banknorth shareholder litigation of
$58 million, as explained in footnote 12; first quarter 2009 -
$173 million amortization of intangibles; $106 million restructuring
and integration charges related to the Commerce acquisition; second
quarter 2008 - $117 million amortization of intangibles; $48 million
restructuring and integration charges related to the Commerce
acquisition; first quarter 2008 - $122 million amortization of
intangibles.
(4) For reconciliation between reported and adjusted provision for
income taxes, see the 'Reconciliation of non-GAAP provision for
(recovery of) income taxes' table in the "Taxes" section.
(5) Adjusted equity in net income of an associated company excludes the
following items of note: second quarter 2009 - $16 million
amortization of intangibles, as explained in footnote 6; first
quarter 2009 - $15 million amortization of intangibles; second
quarter 2008 - $17 million amortization of intangibles; first
quarter 2008 - $16 million amortization of intangibles.
(6) Amortization of intangibles relates to the Canada Trust acquisition
in 2000, the TD Banknorth acquisition in 2005 and its privatization
in 2007, the acquisitions by TD Banknorth of Hudson United Bancorp
in 2006 and Interchange Financial Services Corporation in 2007, the
Commerce acquisition in 2008 and the amortization of intangibles
included in equity in net income of TD Ameritrade.
(7) Effective August 1, 2008, as a result of recent deterioration in
markets and severe dislocation in the credit market, the Bank
changed its trading strategy with respect to certain trading debt
securities. The Bank no longer intends to actively trade in these
debt securities. Accordingly, the Bank reclassified certain debt
securities from trading to AFS category in accordance with the
Amendments to the Canadian Institute of Chartered Accountants (CICA)
Handbook Section 3855, Financial Instruments - Recognition and
Measurement. As part of the Bank's trading strategy, these debt
securities are economically hedged, primarily with CDS and interest
rate swap contracts. This includes foreign exchange translation
exposure related to the debt securities portfolio and the
derivatives hedging it. These derivatives are not eligible for
reclassification and are recorded on a fair value basis with changes
in fair value recorded in the period's earnings. Management believes
that this asymmetry in the accounting treatment between derivatives
and the reclassified debt securities results in volatility in
earnings from period to period that is not indicative of the
economics of the underlying business performance in Wholesale
Banking. As a result, the derivatives are accounted for on an
accrual basis in Wholesale Banking and the gains and losses related
to the derivatives in excess of the accrued amounts are reported in
the Corporate segment and disclosed as an item of note. Adjusted
results of the Bank exclude the gains and losses of the derivatives
in excess of the accrued amount.
(8) As a result of the acquisition of Commerce and related restructuring
and integration initiatives undertaken, the Bank incurred
restructuring and integration charges. Restructuring charges
consisted of employee severance costs, the costs of amending certain
executive employment and award agreements and the write-down of
long-lived assets due to impairment. Integration charges consisted
of costs related to employee retention, external professional
consulting charges and marketing (including customer communication
and rebranding). In the Interim Consolidated Statement of Income,
the restructuring and integration charges are included in non-
interest expenses.
(9) The Bank purchases CDS to hedge the credit risk in Wholesale
Banking's corporate lending portfolio. These CDS do not qualify for
hedge accounting treatment and are measured at fair value with
changes in fair value recognized in current period's earnings. The
related loans are accounted for at amortized cost. Management
believes that this asymmetry in the accounting treatment between CDS
and loans would result in periodic profit and loss volatility which
is not indicative of the economics of the corporate loan portfolio
or the underlying business performance in Wholesale Banking. As a
result, the CDS are accounted for on an accrual basis in Wholesale
Banking and the gains and losses on the CDS, in excess of the
accrued cost, are reported in the Corporate segment. Adjusted
results exclude the gains and losses on the CDS in excess of the
accrued cost.
(10) This represents the negative impact of the scheduled reductions in
the income tax rate on reduction of net future income tax assets.
(11) The provision for insurance claims related to a court decision in
Alberta. The Alberta government's legislation effectively capping
minor injury insurance claims was challenged and held to be
unconstitutional. While the government of Alberta has appealed the
decision, the ultimate outcome remains uncertain. As a result, the
Bank accrued an additional actuarial liability for potential losses
in the first quarter of 2008.
(12) Upon the announcement of the privatization of TD Banknorth in
November 2006, certain minority shareholders of TD Banknorth
initiated class action litigation alleging various claims against
the Bank, TD Banknorth and TD Banknorth officers and directors. The
parties agreed to settle the litigation in February 2009 for
$61.3 million (US$50 million) of which $3.7 million (US$3 million)
had been previously accrued on privatization. A settlement approval
hearing with the Court of Chancery in Delaware is scheduled for
June 2009.
Reconciliation of Reported Earnings per Share (EPS) to Adjusted EPS(1)
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
(Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Diluted - reported $0.68 $0.82 $1.12 $1.50 $2.44
Items of note affecting
income (as above) 0.55 0.52 0.16 1.08 0.29
Items of note affecting
EPS only(2) - - 0.04 - 0.04
-------------------------------------------------------------------------
Diluted - adjusted $1.23 $1.34 $1.32 $2.58 $2.77
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Basic - reported $0.68 $0.82 $1.12 $1.50 $2.46
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) EPS is computed by dividing net income available to common
shareholders by the weighted-average number of shares outstanding
during the period. As a result, the sum of the quarterly EPS may not
equal to year-to-date EPS.
(2) The diluted EPS figures do not include Commerce earnings for the
month of April 2008 because there was a month lag between fiscal
quarter ends until the prior quarter, while share issuance on
transaction close resulted in a one-time negative earnings impact of
4 cents per share.
Amortization of Intangibles, Net of Income Taxes(1)
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Canada Trust $39 $40 $37 $79 $58
TD Bank, N.A. 70 70 32 140 65
TD Ameritrade (included
in equity in net income
of an associated company) 16 15 17 31 33
Other 2 2 6 4 11
-------------------------------------------------------------------------
Amortization of
intangibles, net of
income taxes $127 $127 $92 $254 $167
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Amortization of intangibles is included in the Corporate segment.
Economic Profit and Return on Invested Capital
The Bank utilizes economic profit as a tool to measure shareholder value
creation. Economic profit is adjusted net income available to common
shareholders less a charge for average invested capital. Average invested
capital is equal to average common equity for the period plus the average
cumulative after-tax goodwill and intangible assets amortized as of the
reporting date. The rate used in the charge for capital is the equity cost of
capital calculated using the capital asset pricing model. The charge
represents an assumed minimum return required by common shareholders on the
Bank's invested capital. The Bank's goal is to achieve positive and growing
economic profit.
Return on invested capital (ROIC) is adjusted net income available to
common shareholders divided by average invested capital. ROIC is a variation
of the economic profit measure that is useful in comparison to the equity cost
of capital. Both ROIC and the equity cost of capital are percentage rates,
while economic profit is a dollar measure. When ROIC exceeds the equity cost
of capital, economic profit is positive. The Bank's goal is to maximize
economic profit by achieving ROIC that exceeds the equity cost of capital.
Economic profit and ROIC are non-GAAP financial measures as these are not
defined terms under GAAP. Readers are cautioned that earnings and other
measures adjusted to a basis other than GAAP do not have standardized meanings
under GAAP and therefore, may not be comparable to similar terms used by other
issuers.
The following table reconciles between the Bank's economic profit, ROIC
and net income available to common shareholders - adjusted. Adjusted results,
items of note and related terms are discussed in the "How the Bank Reports"
section.
Reconciliation of Economic Profit, Return on Invested Capital and Net
Income Available to Common Shareholders - Adjusted
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Average common equity $36,120 $33,559 $25,593 $34,777 $23,599
Average cumulative
goodwill/intangible
assets amortized,
net of income taxes 4,491 4,379 4,082 4,435 4,049
-------------------------------------------------------------------------
Average invested
capital $40,611 $37,938 $29,675 $39,212 $27,648
Rate charged for
invested capital 10.0% 10.0% 9.3% 10.0% 9.3%
-------------------------------------------------------------------------
Charge for invested
capital $(990) $(956) $(679) $(1,944) $(1,279)
-------------------------------------------------------------------------
Net income available
to common shareholders
- reported $577 $683 $841 $1,260 $1,803
Items of note impacting
income, net of
income taxes 471 437 121 908 211
-------------------------------------------------------------------------
Net income available to
common shareholders
- adjusted $1,048 $1,120 $962 $2,168 $2,014
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Economic profit $58 $164 $283 $224 $735
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Return on invested
capital 10.6% 11.7% 13.2% 11.1% 14.6%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
FINANCIAL RESULTS OVERVIEW
Performance Summary
An overview of the Bank's performance on an adjusted basis for the second
quarter of 2009 against the financial shareholder indicators included in the
2008 Annual Report is outlined below. Shareholder performance indicators help
guide and benchmark the Bank's accomplishments. For the purposes of this
analysis, the Bank utilizes adjusted earnings, which excludes items of note
from the reported results that are prepared in accordance with GAAP. Reported
and adjusted results and items of note are explained in the "How the Bank
Reports" section.
- Adjusted diluted earnings per share for the six months ended
April 30, 2009 were down 7% from the same period last year,
reflecting common and preferred equity issuance in fiscal 2009 to
further strengthen the Bank's capital position. The Bank's goal is to
achieve 7 - 10% adjusted earnings per share growth over the longer
term. In the current environment, meeting this goal will be
challenging in the short and medium term.
- Adjusted return on risk-weighted assets (RWA) for the first six
months of 2009 was 2.1% compared with 2.6% in the first half of 2008.
- For the twelve months ended April 30, 2009, the total shareholder
return was (25.2)% which was below the Canadian peer average of
(17.7)%.
Impact of U.S. dollar on U.S. Personal and Commercial Banking and TD
Ameritrade Translated Earnings
Our U.S. Personal and Commercial Banking segment earnings and TD
Ameritrade equity pick-up are impacted by fluctuations in the U.S.
dollar/Canadian dollar exchange rate.
Depreciation of the Canadian dollar had a favourable impact on our
consolidated earnings for the quarter and for the six months ended April 30,
2009, compared with the corresponding periods of 2008, as shown in the table
below.
Impact of U.S. Dollar on U.S. Translated Earnings
-------------------------------------------------------------------------
For the three For the six
months ended months ended
--------------------------------------
Apr. 30 2009 vs. Apr. 30 2009 vs.
(millions of Canadian dollars) Apr. 30 2008 Apr. 30 2008
-------------------------------------------------------------------------
U.S. Personal and Commercial Banking
Increased total revenue $252 $483
Increased non-interest expenses 144 279
Increased net income 55 114
-------------------------------------------------------------------------
TD Ameritrade
Increased equity pick-up $9 $24
-------------------------------------------------------------------------
Earnings per share impact $0.06 $0.14
-------------------------------------------------------------------------
Net Income
Year-over-year comparison
-------------------------
Reported net income for the quarter was $618 million, a decrease of $234
million, or 27%, compared with the second quarter last year. Adjusted net
income for the quarter was $1,089 million, an increase of $116 million or 12%.
The increase in adjusted net income was due to higher earnings in U.S.
Personal and Commercial Banking and Wholesale Banking, which was partially
offset by lower earnings from the Wealth Management segment and greater loss
in the Corporate segment. U.S. Personal and Commercial Banking adjusted net
income increased largely due to earnings from Commerce since its acquisition
on March 31, 2008. Wholesale Banking's results in the quarter included strong
trading revenues, led by interest rate and foreign exchange revenue, partially
offset by net security losses in the public equity investment portfolio (Head
Office Portfolio). Wealth Management net income decreased due to market
declines in assets under management and assets under administration in mutual
funds and advice-based businesses, net interest margin compression and lower
earnings from TD Ameritrade due to lower underlying earnings related largely
to lower net interest margins in the quarter. The Corporate segment reported
an increased net loss driven by higher unallocated corporate expenses and the
impact of a favourable tax item reported last year partially offset by net
gains from securitization and net income relating to hedging and treasury
activities.
Prior quarter comparison
------------------------
Reported net income for the quarter decreased $94 million, or 13%,
compared with the prior quarter. Adjusted net income for the quarter decreased
$60 million or 5%. The decrease in adjusted net income was due to lower
earnings in the Wholesale Banking, U.S. Personal and Commercial Banking and
Wealth Management segments, which was partially offset by a lower net loss
from the Corporate segment. Wholesale Banking decreased mainly due to lower
trading revenue. U.S. Personal and Commercial Banking adjusted net income
decreased largely due to seasonal factors and higher provision for credit
losses (PCL) that were driven by a cyclical increase in bankruptcies and
delinquencies. Wealth Management net income decreased due to a lower
contribution from TD Ameritrade. The Corporate segment net loss was lower this
quarter due largely to an increase in net securitization gains.
Year-to-date comparison
-----------------------
On a year-to-date basis, reported net income was $1,330 million, a
decrease of $492 million, or 27%, compared with the same period last year.
Year-to-date adjusted net income increased $205 million or 10%. The increase
in adjusted net income was primarily driven by higher U.S. Personal and
Commercial Banking net income due to the inclusion of Commerce and higher
earnings from Wholesale Banking which was partially offset by lower earnings
in the Wealth Management, Canadian Personal and Commercial Banking and
Corporate segments. Wholesale Banking net income was primarily driven by
higher trading revenue and an increase in client capital market activity.
Wealth Management delivered lower earnings due to lower revenues in mutual
funds and advice-based businesses driven by lower assets under management and
assets under administration, lower interest income due to net interest margin
compression and a decline in TD Ameritrade's underlying earnings. Canadian
Personal and Commercial Banking earnings decreased due to higher PCLs.
Corporate segment net loss increased due the impact of retail hedging activity
and costs related to increased corporate financing activity, higher
unallocated corporate expenses and the impact of favourable tax items reported
last year.
Net Interest Income
Year-over-year comparison
-------------------------
Net interest income for the quarter was $2,940 million, an increase of
$1,082 million, or 58%, compared with the second quarter last year. The growth
in net interest income was driven by the U.S. Personal and Commercial Banking,
Wholesale Banking and Canadian Personal and Commercial Banking segments
partially offset by Wealth Management. U.S. Personal and Commercial Banking
net interest income increased primarily due to the inclusion of Commerce.
Wholesale Banking net interest income increased primarily due to higher
trading-related net interest income. Canadian Personal and Commercial Banking
net interest income increased due to strong volume growth across most banking
products, particularly in real-estate secured lending, partially offset by a 2
basis point (bps) decline in margin on average earning assets to 2.94%. Wealth
Management net interest income decreased primarily due to net interest margin
compression and lower margin loans.
Prior quarter comparison
------------------------
Net interest income increased $212 million, or 8%, compared with the
prior quarter. The growth in net interest income was driven by the U.S.
Personal and Commercial Banking and Canadian Personal and Commercial Banking
segments with partial offsets in the Wholesale Banking, Wealth Management and
Corporate segments. U.S. Personal and Commercial Banking net interest income
increased primarily due to strong volume growth across all products that was
partially offset by a 4 bps decline in margin on average earning assets.
Canadian Personal and Commercial Banking net interest income increased due to
strong volume growth across most banking products and a 12 bps increase in
margin on average earning assets. Wholesale Banking net interest income
decreased, primarily due to lower trading-related net interest income. Wealth
Management net interest income decreased primarily due to net interest margin
compression and lower margin loans. Corporate segment net interest income
increased due to higher net income related to treasury activities.
Year-to-date comparison
-----------------------
On a year-to-date basis, net interest income of $5,668 million increased
$2,022 million, or 55%, compared with the same period last year. The growth
was driven primarily by the U.S. Personal and Commercial Banking, Canadian
Personal and Commercial Banking and Wholesale Banking segments partially
offset by Wealth Management. U.S. Personal and Commercial Banking net interest
income increased primarily due to the inclusion of Commerce. Canadian Personal
and Commercial Banking net interest income increased primarily due to strong
volume growth in lending and deposits which was partially offset by a 9 bps
decline in margin on average earning assets to 2.88%. Wholesale Banking net
interest income increased largely due to higher trading-related net interest
income. Wealth Management net interest income decreased primarily due to net
interest margin compression.
Other Income
Year-over-year comparison
-------------------------
Reported other income for the second quarter was $1,385 million, a
decrease of $145 million, or 9%, compared with the second quarter of last
year. Adjusted other income for the quarter was $1,612 million, an increase of
$83 million or 5%. The growth was driven primarily by the U.S. Personal and
Commercial Banking and Canadian Personal and Commercial Banking segments with
partial offsets in the Wholesale Banking and Wealth Management segments. The
increase in adjusted other income was driven by U.S. Personal and Commercial
Banking, primarily due to the Commerce acquisition, as well as higher
insurance and fee income in Canadian Personal and Commercial Banking. Other
income in Wholesale Banking decreased primarily due to net security losses
related to the equity investment portfolio that were recognized during the
quarter. Wealth Management other income decreased as the impact of market
declines in mutual funds and advice-based business asset levels were only
partially offset by continued strength in trading volumes in our online
brokerage business.
Prior quarter comparison
------------------------
Reported other income decreased $37 million, or 3%, compared with the
prior quarter. Adjusted other income decreased $110 million, or 6%. The
decrease in adjusted other income was due to decreases in the Wholesale
Banking, Canadian Personal and Commercial Banking and U.S. Personal and
Commercial Banking segments. Wholesale Banking other income decreased due to
lower trading revenue. Canadian Personal and Commercial Banking other income
decreased primarily due to fewer calendar days in the current quarter, an
adjustment related to the cost of Visa travel reward points and higher loss
ratios in the insurance business. U.S. Personal and Commercial Banking other
income decreased primarily due to lower fee income.
Year-to-date comparison
-----------------------
Reported other income of $2,807 million decreased $539 million, or 16%,
compared with the same period last year. Year-to-date adjusted other income
increased $14 million from the previous year. The increase in adjusted other
income was due to an increase in the U.S. Personal and Commercial Banking
segment which was partially offset by decreases in the Canadian Personal and
Commercial Banking, Wholesale Banking and Wealth Management segments. The U.S.
Personal and Commercial Banking increase was due to the inclusion of Commerce
results. Canadian Personal and Commercial Banking other income decreased
primarily due to an adjustment related to the cost of Visa travel reward
points and higher loss ratios in the insurance business. The decrease in
Wholesale Banking was driven by net security losses related to the public
equity investment portfolio. Wealth Management experienced a small decline in
other income driven by lower revenue in mutual funds and lower average fees.
Provision for Credit Losses
Year-over-year comparison
-------------------------
During the quarter, the Bank recorded PCL of $656 million, an increase of
$424 million compared with the second quarter last year. The increase was
primarily due to higher provisions in U.S. Personal and Commercial Banking and
Canadian Personal and Commercial Banking, and an increase of $110 million in
general allowance for credit losses related to the Canadian Personal and
Commercial Banking (excluding VFC) and Wholesale Banking segments.
Prior quarter comparison
------------------------
PCL for the second quarter was up $119 million from the prior quarter.
The increase was primarily due to higher provisions in the U.S. Personal and
Commercial Banking and Canadian Personal and Commercial Banking segments, and
an increase in general allowance for credit losses related to the Canadian
Personal and Commercial Banking (excluding VFC) and Wholesale Banking
segments.
Year-to-date comparison
-----------------------
On a year-to-date basis, PCL of $1,193 million increased $706 million, or
145%. The increase was primarily due to higher provisions in the U.S. Personal
and Commercial Banking and Canadian Personal and Commercial Banking segments,
and an increase of $190 million in general allowance for credit losses related
to the Canadian Personal and Commercial Banking (excluding VFC) and Wholesale
Banking segments.
Provision for Credit Losses
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Net new specifics
(net of reversals) $446 $386 $244 $832 $511
Recoveries (25) (24) (33) (49) (65)
-------------------------------------------------------------------------
Provision for credit
losses - specifics 421 362 211 783 446
Change in general allowance
for credit losses
VFC 22 21 16 43 31
U.S. Personal and
Commercial Banking 103 74 5 177 9
Canadian Personal and
Commercial Banking
(excluding VFC) and
Wholesale Banking 110 80 - 190 -
Other - - - - 1
-------------------------------------------------------------------------
Total $656 $537 $232 $1,193 $487
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Non-Interest Expenses and Efficiency Ratio
Year-over-year comparison
-------------------------
Reported non-interest expenses for the quarter were $3,051 million, an
increase of $845 million, or 38%, compared with the second quarter last year.
Adjusted non-interest expenses of $2,745 million increased $704 million, or
34%. The increase in adjusted non-interest expense was primarily driven by
growth in the operating business segments. U.S. Personal and Commercial
Banking increased primarily due to the inclusion of Commerce. Wholesale
Banking non-interest expenses increased, due primarily to higher variable
compensation on stronger results, higher severance and investment in control
and risk initiatives. Wealth Management non-interest expenses increased due to
continued investment in the business partially offset by lower variable
expenses. Canadian Personal and Commercial Banking non-interest expenses
increased due to higher employee compensation and investments in branches.
The reported efficiency ratio was 70.6%, compared with 65.1% in the
second quarter last year. The adjusted efficiency ratio remained unchanged
from the same period last year at 60.3%.
Prior quarter comparison
------------------------
Reported non-interest expenses increased $31 million, or 1%, compared
with the prior quarter. Adjusted non-interest expenses increased $4 million,
which was relatively unchanged, due to higher expenses in U.S. Personal and
Commercial Banking, partially offset by lower expenses in Canadian Personal
and Commercial Banking, Wholesale Banking and Wealth Management. U.S. Personal
and Commercial Banking adjusted non-interest expenses increased primarily due
to Federal Deposit Insurance Corporation (FDIC) premiums and timing of payroll
benefits. Canadian Personal and Commercial Banking non-interest expenses
decreased due to lower litigation costs. Wholesale Banking non-interest
expenses decreased due to lower variable compensation and severance costs.
Wealth Management non-interest expenses decreased due to lower variable
compensation.
The reported efficiency ratio was 70.6%, compared with 72.8% in the prior
quarter. The adjusted efficiency ratio was 60.3%, compared with 61.6% in the
prior quarter.
Year-to-date comparison
-----------------------
On a year-to-date basis, reported non-interest expenses were $6,071
million, an increase of $1,637 million, or 37%, compared with the same period
last year. The current year-to-date reported non-interest expenses included
$183 million of restructuring and integration charges attributable to the
Commerce acquisition. Adjusted non-interest expenses were $5,486 million, an
increase of $1,338 million, or 32%. The increase in adjusted non-interest
expense was primarily driven by growth in the operating business segments.
U.S. Personal and Commercial Banking expenses increased due to the inclusion
of Commerce. Canadian Personal and Commercial Banking expenses increased due
to higher employee compensation. Wholesale Banking expenses increased
primarily due to higher variable compensation and severance costs. Wealth
Management expenses increased due to the continued investment in growing our
advice-based businesses and related support staff.
The reported efficiency ratio was 71.6%, compared with 63.4% in the same
period last year. The Bank's adjusted efficiency ratio was 61.0%, compared
with 59.5% in the same period last year.
Taxes
As discussed in the "How the Bank Reports" section, the Bank adjusts its
reported results to assess each of its businesses and to measure overall Bank
performance. As such, the provision for income taxes is stated on a reported
and an adjusted basis.
The Bank's reported effective tax rate was 5.7% for the second quarter,
compared with 16.8% in the same quarter last year and (9.8)% in the prior
quarter. On a year-to-date basis, the Bank's effective tax rate was (1.9)%,
compared with 19.1% in the same period last year. The negative reported
effective tax rate was primarily caused by a significant decrease in reported
net income before taxes, a proportionate increase in tax exempt income, and a
lower effective tax rate on international operations.
Taxes
-------------------------------------------------------------------------
For the three months ended
----------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30
Canadian dollars) 2009 2009 2008
-------------------------------------------------------------------------
Income taxes at Canadian
statutory income tax rate $196 31.8% $189 31.8% $310 32.7%
Increase (decrease)
resulting from:
Dividends received (85) (13.8) (132) (22.3) (79) (8.3)
Rate differentials on
international
operations (117) (19.0) (134) (22.5) (69) (7.3)
Other - net 41 6.7 19 3.2 (2) (0.3)
-------------------------------------------------------------------------
Provision for (recovery
of) income taxes and
effective income tax
rate - reported $35 5.7% $(58) (9.8)% $160 16.8%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
---------------------------------------------------------
For the six months ended
------------------------------
(millions of Apr. 30 Apr. 30
Canadian dollars) 2009 2008
---------------------------------------------------------
Income taxes at Canadian
statutory income tax rate $385 31.8% $677 32.7%
Increase (decrease)
resulting from:
Dividends received (217) (17.9) (166) (8.0)
Rate differentials on
international
operations (251) (20.7) (153) (7.4)
Other - net 60 4.9 37 1.8
---------------------------------------------------------
Provision for (recovery
of) income taxes and
effective income tax
rate - reported $(23) (1.9)% $395 19.1%
---------------------------------------------------------
---------------------------------------------------------
The Bank's adjusted effective tax rate was 17.7% for the quarter, compared
with 19.7% in the same quarter last year and 14.3% in the prior quarter. On a
year-to-date basis, the Bank's adjusted effective tax rate was 16.0%, compared
with 21.1% in the same period last year.
Reconciliation of Non-GAAP Provision for (Recovery of) Income Taxes
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Provision for
(recovery of) income
taxes - reported $35 $(58) $160 $(23) $395
Increase (decrease)
resulting from items
of note:
Amortization of
intangibles 60 61 42 121 105
Change in fair value
of derivatives hedging
the reclassified
available-for-sale
debt securities
portfolio 32 113 - 145 -
Restructuring and
integration charges
relating to the
Commerce acquisition 27 39 18 66 18
Change in fair value
of credit default
swaps hedging the
corporate loan book,
net of provision for
credit losses 17 (1) - 16 (13)
Other tax items - - - - (20)
Provision for insurance
claims - - - - 10
General allowance
increase in Canadian
Personal and Commercial
Banking (excluding VFC)
and Wholesale Banking 33 25 - 58 -
Settlement of TD
Banknorth shareholder
litigation 19 - - 19 -
-------------------------------------------------------------------------
Tax effect
- items of note 188 237 60 425 100
-------------------------------------------------------------------------
Provision for income
taxes - adjusted $223 $179 $220 $402 $495
-------------------------------------------------------------------------
Effective income tax
rate - adjusted(1) 17.7% 14.3% 19.7% 16.0% 21.1%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Adjusted effective income tax rate is adjusted provisions for income
taxes as a percentage of adjusted net income before taxes.
HOW OUR BUSINESSES PERFORMED
For management reporting purposes, the Bank's operations and activities
are organized around four key business segments operating in a number of
locations in key financial centres around the globe: Canadian Personal and
Commercial Banking, including TD Canada Trust and TD Insurance; Wealth
Management, including TD Waterhouse and an investment in TD Ameritrade; U.S.
Personal and Commercial Banking through TD Banknorth and TD Bank, America's
Most Convenient Bank; and Wholesale Banking, including TD Securities. The
Bank's other activities are grouped into the Corporate segment. Effective the
third quarter of 2008, U.S. insurance and credit card businesses were
transferred to the Canadian Personal and Commercial Banking segment, and the
U.S. wealth management businesses to the Wealth Management segment for
management reporting purposes to align with how these businesses are now being
managed on a North American basis. Prior periods have not been reclassified as
the impact was not material.
Results of each business segment reflect revenue, expenses, assets and
liabilities generated by the businesses in that segment. The Bank measures and
evaluates the performance of each segment based on adjusted results where
applicable, and for those segments the Bank notes that the measure is
adjusted. Amortization of intangible expense is included in the Corporate
segment. Accordingly, net income for the operating business segments is
presented before amortization of intangibles, as well as any other items of
note not attributed to the operating segments. For further details, see the
"How the Bank Reports" section, the "Business Focus" section in the 2008
Annual Report and Note 30 to the 2008 Consolidated Financial Statements. For
information concerning the Bank's measures of economic profit and return on
invested capital, which are non-GAAP financial measures, see the "Economic
Profit and Return on Invested Capital" section. Segmented information also
appears in Note 14.
Net interest income within Wholesale Banking is calculated on a taxable
equivalent basis (TEB), which means that the value of non-taxable or tax-
exempt income, including dividends, is adjusted to its equivalent before-tax
value. Using TEB allows the Bank to measure income from all securities and
loans consistently and makes for a more meaningful comparison of net interest
income with similar institutions. The TEB increase to net interest income and
provision for income taxes reflected in Wholesale Banking results is reversed
in the Corporate segment. The TEB adjustment for the quarter was $103 million,
compared with $107 million in the second quarter last year, and $185 million
in the prior quarter. On a year-to-date basis, the TEB adjustment was $288
million, compared with $242 million in the same period last year.
The Bank securitizes retail loans and receivables, and records a gain or
loss on sale, including the setup of an asset related to the retained
interests. Credit losses incurred on retained interests subsequent to
securitization are recorded as a charge to other income in the Bank's
consolidated financial statements. For segment reporting, the provision for
credit losses (PCL) related to securitized volumes is included in the Canadian
Personal and Commercial Banking segment but is reversed in the Corporate
segment and reclassified as a charge to other income to comply with GAAP.
Canadian Personal and Commercial Banking
Canadian Personal and Commercial Banking net income for the quarter was
$589 million, an increase of $7 million, or 1%, compared with the second
quarter last year, and an increase of $5 million, or 1%, compared with the
prior quarter. The annualized return on invested capital for the quarter was
28% compared to 29% in the second quarter last year and 27% in the prior
quarter. Net income for the six months ended April 30, 2009 was $1,173
million, a decrease of $7 million, or 1%, compared with the same period last
year. On a year-to-date basis the annualized return on invested capital was
27% compared to 29% for the same period last year.
Revenue for the quarter was $2,276 million, an increase of $142 million,
or 7%, compared with the second quarter last year primarily due to strong
volume growth across most banking products, particularly personal and business
deposits, and real-estate secured lending. Inclusion of revenue from the U.S.
insurance and credit card businesses since the third quarter of 2008 also
contributed to the growth. Revenue decreased by $16 million, or 1%, compared
with the prior quarter mainly due to fewer calendar days in the current
quarter. Revenues this quarter benefited from continued strong volume growth
and from margin improvement, largely offset by an adjustment related to the
cost of Visa travel reward points and higher loss ratios in the insurance
business. The latter was partly offset by gains due to a change in the
insurance liabilities discount rate. Revenue on a year-to-date basis was
$4,568 million, up $287 million, or 7%, compared with the same period last
year. Margin on average earning assets decreased by 2 bps from 2.96% to 2.94%
compared with the second quarter last year, but was up 12 bps compared with
the prior quarter due to wider real estate secured lending margins, partially
offset by narrower margins in term and business deposits. The margin on
average earning assets on a year-to-date basis decreased by 9 bps to 2.88%
when compared with the same period last year. Compared with the second quarter
last year, personal deposits volume grew by $18.1 billion or 16.9%; real-
estate secured lending volume (including securitizations) grew by $17.1
billion or 11.9%; and consumer loan volume grew by $2.4 billion or 13.5%.
Business deposit volume increased by $6.6 billion, or 16.2%, and business
loans and acceptances volume grew by $1.9 billion or 6.9%. Gross originated
insurance premiums grew by $48 million or 8%.
PCL for the quarter was $286 million, an increase of $95 million, or 50%,
compared with the second quarter last year. Personal banking PCL of $260
million was $85 million, or 49%, higher than the second quarter last year as
deteriorating economic conditions led to higher provisions in unsecured lines
of credit and credit cards. Business banking PCL was $26 million for the
quarter, compared with $16 million in the second quarter last year. Annualized
PCL as a percentage of credit volume was 0.54%, an increase of 15 bps,
compared with the second quarter last year. PCL increased by $20 million, or
8%, compared with the prior quarter. Personal banking provisions increased $15
million, or 6%, compared with the prior quarter primarily due to higher
bankruptcies. Business banking provisions increased by $5 million, compared
with the prior quarter. PCL on a year-to-date basis was $552 million, an
increase of $189 million, or 52%, compared with the same period last year.
Personal banking provisions were $505 million, up $164 million, or 48%, and
business banking provisions were $47 million, up $25 million, or 114%.
Non-interest expenses for the quarter were $1,143 million, an increase of
$48 million, or 4%, compared with the second quarter last year, but a decrease
of $43 million, or 4%, compared to the prior quarter. Non-interest expenses on
a year-to-date basis were $2,329 million, an increase of $138 million, or 6%,
compared with the same period last year. Primary drivers of the year-over-year
and year-to-date expense growth were higher employee compensation and
inclusion of the U.S. insurance and credit card businesses. The decrease from
the prior quarter was mainly due to fewer calendar days in the quarter and
lower litigation costs. The average full time equivalent (FTE) staffing levels
increased by 722, or 2%, compared with the second quarter last year and
decreased by 182, or 1%, compared with the prior quarter. FTE staffing levels
on a year-to-date basis increased by 726, or 2%, compared with the same period
last year. The efficiency ratio for the current quarter was 50.2%, compared
with 51.3% in the second quarter last year and 51.7% in the prior quarter. The
efficiency ratio on a year-to-date basis was 51.0%, compared with 51.2% in the
same period last year.
Business activity continues to be vulnerable to economic pressures. The
outlook is for revenue growth to moderate in 2009 as volume growth slows in
deposits. Revenue growth should continue to benefit from our leadership
position in branch hours and continued new branch and marketing investments,
as well as improved customer cross-sell and productivity improvements. PCL
rates are expected to continue to reflect conditions in the Canadian economy.
We anticipate that expenses will be higher relative to last year due to
continued investments in new branches, higher employee compensation and
benefit costs, and the inclusion of the U.S. insurance and credit card
businesses.
Wealth Management
Wealth Management net income for the second quarter was $126 million, a
decrease of $56 million, or 31%, compared with the second quarter last year,
and a decrease of $26 million, or 17%, compared with the prior quarter. Net
income in Global Wealth Management, which excludes TD Ameritrade, was $78
million, a decrease of $37 million, or 32%, compared with the second quarter
last year, and an increase of $3 million, or 4%, compared with the prior
quarter. The decline in net income from last year was driven by market
declines in assets under management and assets under administration in mutual
funds and advice-based businesses, lower average fees earned in mutual funds
and net interest margin compression. This was partially offset by continued
strength in trading volumes in our online brokerage business. The Bank's
reported investment in TD Ameritrade generated net income of $48 million, a
decrease of $19 million, or 28%, compared with the second quarter last year
and a decrease of $29 million, or 38%, compared with the prior quarter. TD
Ameritrade experienced lower interest income due to net interest margin
compression which was partially offset by continued increases in trading
volumes and asset growth. For its second quarter ended March 31, 2009, TD
Ameritrade reported net income of US$132 million, a decrease of $55 million,
or 29%, compared with its second quarter last year and a decrease of $52
million, or 28%, compared with its prior quarter. Wealth Management's
annualized return on invested capital for the quarter was 11% compared to 19%
in the second quarter last year and 13% in the prior quarter.
Net income for the six months ended April 30, 2009 was $278 million, a
decrease of $120 million, or 30%, compared with the same period last year. The
decrease in net income included results from the Bank's investment in TD
Ameritrade, which generated $125 million of net income compared with $155
million in the same period last year. Annualized return on invested capital on
a year-to-date basis was 12%, compared to 21% in same period last year.
Revenue for the quarter was $528 million, which decreased by $30 million,
or 5%, compared with the second quarter last year. The decrease was primarily
due to lower revenues in mutual funds and advice-based businesses driven by
lower assets under management and assets under administration, lower average
fees, lower interest income due to net interest margin compression and lower
margin loans. This was partially offset by strong trading volumes in our
online brokerage business and the inclusion of the U.S. wealth management
businesses effective the third quarter of 2008. Revenue remained flat compared
with the prior quarter, primarily due to increased trading volumes in online
brokerage and modest increases in assets offset by net interest margin
compression, lower commissions per trade in online brokerage and lower average
fees in mutual funds. Revenue on a year-to-date basis was $1,056 million,
which decreased $72 million, or 6%, compared with the same period last year
primarily due to lower revenues in mutual funds and advice-based businesses
driven by lower assets under management and assets under administration, lower
average fees and net interest margin compression, partially offset by higher
trade volumes in online brokerage, increased new issues revenue and the
inclusion of the U.S. wealth management businesses.
Non-interest expenses for the quarter were $414 million, an increase of
$27 million, or 7%, compared with the second quarter last year, and a decrease
of $5 million, or 1%, compared with the prior quarter. The increase from the
second quarter of last year was primarily due to the inclusion of U.S. wealth
management businesses and continued investment in the business, partially
offset by lower variable expenses. The decrease compared with the previous
quarter is primarily due to lower variable expenses and prudent expense
management, partially offset by higher volume-related expenses. Non-interest
expenses on a year-to-date basis were $833 million, an increase of $67
million, or 9%, compared with the same period last year. This increase was
mainly due to the inclusion of U.S. wealth management businesses, the
continued investment in growing the sales force in our advice-based businesses
and related support staff, partially offset by lower variable expenses and
prudent expense management.
The average FTE staffing levels increased by 782, or 13%, compared with
the second quarter last year primarily due to the inclusion of 562 FTE from
the U.S. wealth management businesses, new client-facing advisors and
increased temporary processing staff to handle higher volumes. The increase of
127, or 2%, compared with the prior quarter was mainly due to new client-
facing advisors and increased temporary processing staff to handle higher
volumes. FTE staffing levels on a year-to-date basis increased by 713, or 12%,
compared with the same period last year for the same reasons. The efficiency
ratio for the current quarter was 78.4%, compared with 69.4% in the second
quarter last year and 79.4% in the prior quarter. The efficiency ratio on a
year-to-date basis was 78.9%, compared with 67.9% in the same period last
year.
Assets under management of $168 billion at April 30, 2009 decreased by $2
billion, or 1%, from October 31, 2008, as the addition of net new client
assets was more than offset by market declines. Assets under administration of
$174 billion were flat compared with October 31, 2008, as market declines were
offset by the addition of net new client assets.
We anticipate that current capital market and economic challenges in this
low interest rate environment will continue to impact our results over the
next few quarters. However, client engagement remains strong as evidenced by
growth in new accounts and net new client assets. We will continue to manage
expenses prudently while continuing our focused investment in client-facing
advisors, products and technology to ensure future business growth.
Wealth Management
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Global Wealth(1) $78 $75 $115 $153 $243
TD Ameritrade 48 77 67 125 155
-------------------------------------------------------------------------
Net income $126 $152 $182 $278 $398
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Effective the third quarter of 2008, the Bank transferred the U.S.
wealth management businesses to the Wealth Management segment for
management reporting purposes. Prior periods have not been
reclassified as the impact was not material to segment results.
TD AMERITRADE Holding Corporation
As at April 30, 2009, the Bank's reported investment in TD Ameritrade
Holding Corporation (TD Ameritrade) was 47.5% of the issued and outstanding
shares of TD Ameritrade.
On February 18, 2009, TD Ameritrade announced a common stock repurchase
program for an aggregate 34 million shares from its second largest
shareholder. As a result of TD Ameritrade's share repurchase activity, the
Bank's ownership position in TD Ameritrade increased to 47.5% as at April 30,
2009 from 44.9% as at January 31, 2009. This level of ownership interest is
expected to be temporary as TD Ameritrade has announced that it plans to issue
shares in connection with its acquisition of thinkorswim Group Inc. Upon
completion of the issuance, the Bank intends to conduct additional sales as
required to bring its ownership interest under the cap of 45% under the
Stockholders' Agreement.
On March 2, 2009, the Bank took delivery of 27 million shares in
settlement of its amended hedging arrangement with Lillooet Limited (Lillooet)
at a hedged cost to the Bank of US$515 million. As Lillooet was consolidated
in the Bank's consolidated financial statements, the replacement of the
amended hedge arrangement with the direct ownership of the 27 million shares
had no material impact on the Bank.
The condensed financial statements of TD AMERITRADE Holding Corporation,
based on its consolidated financial statements filed with the SEC, are
provided as follows:
Condensed Consolidated Balance Sheet
-------------------------------------------------------------------------
As at
--------------------
Mar. 31, Sep. 30,
(millions of U.S. dollars) 2009 2008
-------------------------------------------------------------------------
Assets
Receivable from brokers, dealers and
clearing organizations $2,079 $4,177
Receivable from clients, net of allowance
for doubtful accounts 3,469 6,934
Other assets 7,566 4,841
-------------------------------------------------------------------------
Total assets $13,114 $15,952
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Liabilities
Payable to brokers, dealers and clearing
organizations $2,390 $5,770
Payable to clients 5,706 5,071
Other liabilities 2,234 2,186
-------------------------------------------------------------------------
Total liabilities 10,330 13,027
-------------------------------------------------------------------------
Stockholders' equity 2,784 2,925
-------------------------------------------------------------------------
Total liabilities and stockholders' equity $13,114 $15,952
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Condensed Consolidated Statement of Income
-------------------------------------------------------------------------
For the three For the six
months ended months ended
----------------------------------------
(millions of U.S. dollars, Mar. 31 Mar. 31 Mar. 31 Mar. 31
except per share amounts) 2009 2008 2009 2008
-------------------------------------------------------------------------
Revenues
Net interest revenue $67 $138 $152 $287
Fee-based and other revenue 458 485 984 978
-------------------------------------------------------------------------
Total revenue 525 623 1,136 1,265
-------------------------------------------------------------------------
Expenses
Employee compensation and benefits 121 132 238 238
Other 180 191 373 371
-------------------------------------------------------------------------
Total expenses 301 323 611 609
-------------------------------------------------------------------------
Other income - - - 1
-------------------------------------------------------------------------
Pre-tax income 224 300 525 657
Provision for income taxes 92 113 209 229
-------------------------------------------------------------------------
Net income(1) $132 $187 $316 $428
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Earnings per share - basic $0.23 $0.31 $0.54 $0.72
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Earning per share - diluted $0.23 $0.31 $0.54 $0.71
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) The Bank's equity share of net income of TD Ameritrade is subject to
adjustments relating to amortization of intangibles.
U.S. Personal and Commercial Banking
As described in the "How the Bank Reports" section, effective this
quarter the reporting periods of all units within U.S. Personal and Commercial
Banking are now aligned with the Bank. Previously, the results for TD
Banknorth and Commerce were reported on a one month lag. The results for this
quarter represent the three months ended April 30, 2009. Net income of TD
Banknorth and Commerce for January 2009 has been excluded from the results of
U.S. Personal and Commercial Banking in this quarter.
U.S. Personal and Commercial Banking reported net income for the second
quarter was $231 million, an increase of $131 million, or 131%, compared with
the second quarter last year, and a slight decrease of $9 million, or 4%,
compared with the prior quarter. Excluding restructuring and integration
charges related to the Commerce acquisition, adjusted net income for the
quarter was $281 million, an increase of $151 million, or 116%, compared with
the second quarter last year, and a decrease of $26 million, or 8%, compared
with the prior quarter. Much of the increase over the second quarter last year
related to the earnings from Commerce since its acquisition on March 31, 2008.
The annualized return on invested capital for the quarter was 5.3%, compared
with 5.8% in the second quarter last year and 5.9% in the prior quarter.
Reported net income for the six months ended April 30, 2009 was $471
million, an increase of $244 million, or 107%, compared with the same period
last year, while adjusted net income was $588 million, an increase of $331
million, or 129%, compared with the same period last year. This increase was
primarily due to the earnings from Commerce since its acquisition. The
annualized return on invested capital on a year-to-date basis was 5.6%,
compared with 5.8% in the same period last year.
Revenue for the quarter was $1,281 million, an increase of $806 million,
or 170%, compared with the second quarter last year, principally due to the
Commerce acquisition and the translation effect of a weaker Canadian dollar.
Revenue increased by $87 million, or 7%, over the prior quarter, partially due
to the translation effect of a weaker Canadian dollar. In U.S. dollar terms,
revenue increased 4% due to strong loan and deposit growth. Revenue on a
year-to-date basis was $2,475 million, representing an increase of $1,548
million, or 167% (116% in U.S. dollar terms), compared with the same period
last year, primarily due to the factors stated above. The margin on average
earning assets of 3.58% decreased by 15 bps from the second quarter last year
and decreased by 4 bps from the prior quarter. The slight decrease over the
prior quarter is primarily due to lower spreads on deposits, partially offset
by the benefit of increased prepayment rates on loans and securities. Margin
on average earning assets on a year-to-date basis decreased by 21 bps from
3.81% to 3.60%, compared with the same period last year. In U.S. dollar terms,
average loans grew by 3% and deposits grew by 5% over the prior quarter. The
available-for-sale (AFS) securities portfolio totalled approximately $56
billion (US$47 billion) for the quarter, including a net unrealized loss of
approximately $1.2 billion after tax (US$1.0 billion). A significant amount of
this unrealized loss is attributed to the current lack of liquidity in
financial markets, and we continue to monitor our position as market
conditions change and we update our valuation models as new data becomes
available. Compared with the prior quarter, the after-tax unrealized loss
declined by $985 million, of which $226 million related to non-agency
collateralized mortgage obligations.
PCL for the quarter was $201 million, an increase of $155 million, or
337%, compared with the second quarter last year and an increase of $62
million, or 45%, over the prior quarter. The PCL increases were largely due to
higher levels of charge-offs and reserve increases resulting from loan risk
rating downgrades, principally in commercial real estate. Net impaired loans
totalled $688 million, an increase of $415 million, or 152%, over the second
quarter of last year and an increase of $124 million, or 22%, from the prior
quarter. The increase was largely due to net new formations resulting from
continued weakness in the real estate markets and the recession in the U.S.
Net impaired loans as a percentage of total loans and leases were 1.12%,
compared with 0.59% as at the end of the second quarter last year and 0.92% at
the end of the prior quarter. PCL on a year-to-date basis was $340 million,
which increased by $268 million, or 372%, compared with the same period last
year, primarily due to reasons listed above for the quarter.
Reported non-interest expenses for the quarter were $823 million, an
increase of $529 million, or 180%, compared with the second quarter last year
and an increase of $22 million, or 3%, compared with the prior quarter.
Adjusted non-interest expenses for the quarter were $744 million, an increase
of $498 million, or 202%, compared with the second quarter last year and an
increase of $49 million, or 7%, compared with the prior quarter. Primary
drivers of the expense growth over the prior year were the acquired Commerce
franchise and the translation effect of a weaker Canadian dollar. The increase
over the prior quarter was due to higher Federal Deposit Insurance Corporation
(FDIC) deposit insurance premiums which increased for all banks in the U.S.
effective January 1, 2009, and timing of employee benefit costs. Reported
non-interest expenses on a year-to-date basis were $1,624 million which
increased by $1,092 million, or 205%, compared with the same period last year.
Adjusted non-interest expenses on a year-to-date basis were $1,439 million
which increased by $955 million, or 197%, compared with the same period last
year, primarily due to the Commerce acquisition and the translation effect of
the weaker Canadian dollar. While staffing levels were significantly higher
than in the second quarter of last year due to the Commerce acquisition, the
average FTE staffing level declined by approximately 2% (excluding new store
openings) since the acquisition of Commerce, primarily due to staff reductions
related to integration efforts and branch consolidations. In fiscal 2009, 24
new stores have been opened compared with 13 in the April to September 2008
period representing the first six months of ownership of the Commerce
franchise. The reported efficiency ratio for the quarter was 64.2%, compared
with 61.9% in the second quarter last year and 67.1% in the prior quarter. The
adjusted efficiency ratio for the quarter was 58.2%, compared with 51.7% in
the second quarter last year and 58.2% in the prior quarter. The reported and
adjusted efficiency ratios on a year-to-date basis were 65.6% and 58.1%
respectively, compared with 57.4% and 52.2% respectively in the same period
last year.
The banking environment in the U.S. is expected to remain challenging,
and there remains uncertainty as to the continuing effects of the ongoing
market issues related to the recession in the U.S. On May 22, 2009, the FDIC,
in the U.S., finalized a five bps special assessment charge based on total
assets less Tier 1 capital of an institution insured under the FDIC program as
at June 30, 2009. The special assessment charge, of approximately US$50
million, is payable by the Bank on September 30, 2009. The final rule adopted
also provides the FDIC authority to charge similar special assessments on
December 31, 2009 and March 31, 2010, if needed, subject to additional FDIC
Board approval at that time. We expect that the weak economy will continue to
result in higher than normal PCLs and lower loan growth; however, the
translation effect of the weaker Canadian dollar, attainment of synergies and
strong expense control should help offset these.
Wholesale Banking
Wholesale Banking net income for the quarter was $173 million, an
increase of $80 million, or 86%, compared with the second quarter of last
year, primarily driven by strong interest rate and foreign exchange trading
revenue and an increase in client activity, partially offset by significant
realized net security losses in the public equity investment portfolio (Head
Office Portfolio). Net income decreased by $92 million, or 35%, compared with
prior quarter primarily due to lower trading revenue. The annualized return on
invested capital for the quarter was 18% compared with 11% in the second
quarter of last year and 22% in the prior quarter.
Net income for the six months ended April 30, 2009 was $438 million, an
increase of $182 million, or 71%, compared with the same period last year. The
annualized return on invested capital on a year-to-date basis was 20%,
compared to 16% for the same period last year.
Wholesale Banking revenue was derived primarily from capital markets,
investing and corporate lending activities. Revenue for the quarter was $620
million, an increase of $192 million, or 45%, compared with the second quarter
last year and a decrease of $219 million, or 26%, compared with the prior
quarter. Capital markets revenue increased from the second quarter last year
primarily due to very strong interest rate and foreign exchange revenues, an
increase in underwriting and equity commission revenues, and higher energy
trading revenue. Strong interest rate and foreign exchange trading was mainly
driven by an increase in customer flows, wider spreads, and favourable trading
results. Underwriting and equity commission revenues increase was driven by
higher capital market activity. Energy trading revenue increased primarily due
to higher client-related transaction revenues and good trading results.
Effective August 1, 2008, Wholesale Banking reclassified certain debt
securities in its credit trading business from trading to AFS. The AFS
portfolio generated a small, positive contribution in the second quarter
driven mainly by net spread earned on the portfolio. While the portfolio had
securities losses related to defaults by four bond issuers during the quarter,
these losses were fully offset by gains on credit protection held. Revenue
declined from the prior quarter primarily due to lower interest rate and
foreign exchange trading revenue coming off a record quarter and lower
client-driven equity transaction revenues, partially offset by higher credit
and energy trading revenues. The prior quarter also included a recovery from
the cancellation of a loan commitment. Earlier this year, Wholesale Banking
made a strategic decision to exit its public equity investment portfolio.
Approximately two thirds of the portfolio was sold during the quarter which
led to significant realized security losses. The public equity investment
portfolio generated net security gains in the same quarter last year and
moderately lower net security losses in the prior quarter. Corporate lending
revenues increased compared with the second quarter last year and the prior
quarter primarily due to higher margins. Revenue on a year-to-date basis was
$1,459 million, an increase of $423 million, or 41% compared with the same
period last year primarily due to strong trading revenues and an increase in
fee revenues related to higher client activity, partially offset by
significant realized net security losses in the public equity investment
portfolio.
PCL is composed of specific provisions for credit losses and accrual
costs for credit protection. PCL for the quarter was $59 million, compared
with $10 million in the second quarter of last year and $66 million in the
prior quarter. The provision for the quarter included a specific allowance of
$48 million related to one credit exposure in the corporate lending portfolio
and the cost of credit protection. The provision for the second quarter last
year reflected the cost of credit protection. The provision for the prior
quarter included specific allowances of $56 million related to credit
exposures in the corporate lending and merchant banking portfolios and the
cost of credit protection. PCL on a year-to-date basis was $125 million, an
increase of $59 million, or 89%, compared with the same period last year.
Wholesale Banking continues to actively manage the credit risk in the
corporate loan portfolio and currently holds $2.4 billion in notional credit
default swap (CDS) protection.
Non-interest expenses for the quarter were $356 million, an increase of
$65 million, or 22%, compared with the second quarter of last year due
primarily to higher variable compensation on stronger results, higher
severance and investment in control and risk initiatives. Non-interest
expenses decreased $32 million, or 8%, from the prior quarter primarily due to
lower variable compensation and severance costs. Non-interest expenses on a
year-to-date basis were $744 million, an increase of $132 million, or 22%,
compared with the same period last year, primarily due to higher variable
compensation and severance costs.
Overall, the Wholesale Bank had a very strong quarter. Our integrated,
client focused franchise strategy for TD Securities generated strong results.
In addition, the continued focus on strategic use of capital resulted in a
significant reduction in risk weighted assets. Wholesale Banking continued to
make good progress in reducing credit trading positions outside North America
and total exposures are down significantly from the end of last year. There
was also significant progress made with our decision to exit from the public
equity investment portfolio which we expect to be substantially complete in
the third quarter. While Wholesale had strong first half results, we do not
expect this run rate to continue for the second half. We expect the operating
environment to remain volatile and challenging which may lead to lower trading
revenues, additional PCL and further investment security write-downs. Key
priorities for 2009 include solidifying our position as a top-three dealer in
Canada, growing our client driven franchise businesses and completing the
repositioning of the credit trading business.
Corporate
Corporate segment's reported net loss for the quarter was $501 million,
compared with a reported net loss of $105 million in the second quarter last
year and a reported net loss of $529 million in the prior quarter. The
adjusted net loss for the quarter was $80 million, an increase in net loss of
$66 million compared with the second quarter last year and a decrease in net
loss of $79 million from the previous quarter. Compared with the second
quarter last year, the higher adjusted net loss was driven by an increase in
unallocated corporate expenses, decreased revenues and a non-recurring tax
benefit reported last year, which were partially offset by net gains from
securitization and net income from other treasury activities. Compared with
the previous quarter, the lower adjusted net loss was primarily attributable
to an increase in net securitization gains, higher net income from other
treasury activities and lower costs related to corporate financing activity
that were partially offset by the impact of unallocated corporate expenses and
decreased revenues in the current quarter.
The reported net loss for the six months ended April 30, 2009 was $1,030
million compared with a net loss of $239 million in the same period last year.
The adjusted net loss on a year-to-date basis was $239 million, an increase in
net loss of $181 million compared with last year and was primarily
attributable to a non-recurring tax benefit reported last year, retail hedging
activities, costs associated with corporate financing activity and higher
unallocated corporate items.
The difference between reported and adjusted net loss for the Corporate
segment was due to items of note as outlined below. These items are described
more fully on page 6.
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Jan. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Corporate segment net
loss - reported $(501) $(529) $(105) $(1,030) $(239)
-------------------------------------------------------------------------
Items of note affecting
net loss, net of
income taxes:
Amortization of
intangibles 127 127 92 254 167
Change in fair value
of derivatives hedging
the reclassified
available-for-sale
securities portfolio 134 200 - 334 -
Change in fair value of
credit default swaps
hedging the corporate
loan book, net of
provision for credit
losses 44 (12) (1) 32 (26)
Other tax items - - - - 20
Provision for insurance
claims - - - - 20
General allowance
increase in Canadian
Personal and Commercial
Banking (excluding VFC)
and Wholesale Banking 77 55 - 132 -
Settlement of TD
Banknorth shareholder
litigation 39 - - 39 -
-------------------------------------------------------------------------
Total items of note 421 370 91 791 181
-------------------------------------------------------------------------
Corporate segment net
loss - adjusted $(80) $(159) $(14) $(239) $(58)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Decomposition of items
included in net loss -
adjusted
Net securitization 40 (33) (1) 7 (14)
Unallocated Corporate
expenses (69) (60) (43) (129) (108)
Other (51) (66) 30 (117) 64
-------------------------------------------------------------------------
Corporate segment net
loss - adjusted $(80) $(159) $(14) $(239) $(58)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
BALANCE SHEET REVIEW
Total assets of the Bank were $575 billion as at April 30, 2009, $12
billion, or 2%, higher than at October 31, 2008. The net increase reflected a
$25 billion increase in securities and a $10 billion increase in loans (net of
allowance for loan losses), partially offset by an $11 billion decrease in
securities purchased under reverse repurchase agreements, an $8 billion
decrease in other assets and a $5 billion decrease in interest-bearing
deposits with other banks. Translation effect of the weaker Canadian dollar
caused the value of assets in our U.S. Personal and Commercial Banking segment
to increase by $16 billion; the impact of this growth and higher business
volumes in the U.S. Personal and Commercial Banking segment were more than
offset by lower balances in our Wholesale Banking segment.
Securities increased largely due to a $21 billion increase in AFS
securities primarily related to growth in the U.S. Personal and Commercial
Banking segment due to reinvestment of balances previously invested in
securities purchased under reverse repurchase agreements, Canadian dollar
translation impact of $6 billion and business growth.
Loans (net of allowance for loan losses) increased by $10 billion due to
the translation effect of the weaker Canadian dollar and volume growth
primarily in the Canadian Personal and Commercial Banking and U.S. Personal
and Commercial Banking segments. Consumer installment and other personal loans
increased by $7 billion, business and government loans in U.S. Personal and
Commercial Banking increased by $7 billion while residential mortgages in
Canadian Personal and Commercial Banking decreased by $6 billion due to an
increase in securitization activity.
Other assets declined by $8 billion due to a $9 billion decrease in the
market value of derivatives primarily in Wholesale Banking; offset partially
by a $2 billion increase in goodwill primarily due to foreign exchange
adjustments relating to previous U.S. acquisitions.
Total liabilities of the Bank were $535 billion as at April 30, 2009, $4
billion, or 1%, higher than at October 31, 2008. The net increase was composed
primarily of a $26 billion increase in total deposits and a $23 billion
decrease in other liabilities. Translation effect of the weaker Canadian
dollar caused the value of liabilities in U.S. Personal and Commercial Banking
to increase by $14 billion; the impact of this growth and higher business
volumes in this segment were more than offset by lower balances in our
Wholesale Banking segment.
Deposits increased $26 billion, or 7%, primarily due to a $23 billion
increase in personal deposits driven by the translation effect of the weaker
Canadian dollar in the U.S. Personal and Commercial Banking segment and volume
increases in the Canadian Personal and Commercial Banking and U.S. Personal
and Commercial Banking segments; a $3 billion increase in business and
government deposits, primarily driven by volume increases in the Canadian
Personal and Commercial Banking and U.S. Personal and Commercial Banking
segments which were offset by decreases in Wholesale Banking volumes.
Other liabilities decreased $23 billion, or 16%, due to a $12 billion
decrease in obligations related to securities sold under repurchase agreements
in Wholesale Banking, a $6 billion increase in Wholesale Banking derivatives
due to volatility in currency and interest rate markets and a $5 billion
decrease in obligations related to securities sold short.
Common shares and preferred shares increased $3 billion year-to-date,
primarily due to the new share issuances of $1.4 billion and $1.5 billion,
respectively.
CREDIT PORTFOLIO QUALITY
Gross impaired loans were $1,875 million at April 30, 2009, $718 million
higher than at October 31, 2008, largely attributable to a $442 million
increase in U.S. Personal and Commercial Banking (of which approximately $116
million was the foreign exchange effect), a $133 million increase in personal
impaired loans in Canadian Personal and Commercial Banking, and a $104 million
increase in Wholesale Banking.
Net impaired loans as at April 30, 2009, after deducting specific
allowances, totalled $1,358 million, compared with $805 million as at October
31, 2008.
The allowance for credit losses of $2,178 million as at April 30, 2009
was comprised of total specific allowances of $517 million and a general
allowance of $1,661 million. Specific allowances increased by $165 million
from October 31, 2008. The total general allowance as at April 30, 2009 was up
by $477 million, compared with October 31, 2008, mainly due to a $190 million
increase in the general allowance for the Canadian Personal and Commercial
Banking (excluding VFC) and Wholesale Banking segments, and increases in
allowance related to the U.S. Personal and Commercial Banking segment. The
Bank establishes general allowances to recognize losses that management
estimates to have occurred in the portfolio at the balance sheet date for
loans or credits not yet specifically identified as impaired.
Changes in Gross Impaired Loans and Acceptances
-------------------------------------------------------------------------
For the six
For the three months ended months ended
--------------------------------------------------
(millions of Apr. 30 Oct. 31 Apr. 30 Apr. 30 Apr. 30
Canadian dollars) 2009 2009 2008 2009 2008
-------------------------------------------------------------------------
Balance at beginning
of period $1,543 $1,001 $818 $1,157 $569
Impact due to reporting-
period alignment of
U.S. entities(1) 57 - - 57 -
Additions 927 616 575 1,917 1,234
Return to performing
status, repaid or sold (294) (243) (234) (591) (431)
Write-offs (334) (247) (258) (707) (470)
Foreign exchange and
other adjustments (24) 30 8 42 7
-------------------------------------------------------------------------
Balance at end of period $1,875 $1,157 $909 $1,875 $909
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Allowance for Credit Losses
-------------------------------------------------------------------------
As at
------------------------------
Apr. 30 Oct. 31 Apr. 30
(millions of Canadian dollars) 2009 2008 2008
-------------------------------------------------------------------------
Specific allowance - on-balance sheet loans $517 $352 $255
-------------------------------------------------------------------------
General allowance for - on-balance sheet
loans 1,399 1,184 1,114
- off-balance sheet
instruments(2) 262 - -
-------------------------------------------------------------------------
Total general allowance 1,661 1,184 1,114
-------------------------------------------------------------------------
Allowance for credit losses $2,178 $1,536 $1,369
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Impaired loans net of specific allowance $1,358 $805 $654
Net impaired loans as a percentage of net
loans 0.6% 0.3% 0.3%
Provision for credit losses as a percentage
of net average loans (quarterly ratio) 1.12% 0.49% 0.48%
-------------------------------------------------------------------------
(1) As a result of the reporting-period alignment of U.S. entities as
described in the "How the Bank Reports" section, the impact on gross
impaired loans for January 2009 comprised of additions to impaired
loans of $153 million; return to performing status, repaid or sold of
$66 million; write-offs of $35 million; and foreign exchange and
other adjustments of $5 million.
(2) Effective April 30, 2009, the allowance for credit losses for
off-balance sheet instruments is recorded in other liabilities. Prior
period balances have not been reclassified.
Non-prime Loans
As at April 30, 2009, VFC had approximately $1.3 billion (October 31,
2008: $1.2 billion) gross exposure to non-prime loans which mainly consist of
automotive loans originated in Canada. The credit loss rate, defined as the
average PCL divided by the average month-end loan balance, which is an
indicator of credit quality, is approximately 6% (October 31, 2008:
approximately 6%) on an annual basis. The portfolio continues to perform as
expected. These loans are recorded at amortized cost.
SECURITIES PORTFOLIO
Exposure to Non-Agency Collateralized Mortgage Obligation (CMO)
As at April 30, 2009, the amortized cost of the non-agency CMOs held by
the Bank was US$8.1 billion ($9.7 billion), compared with US$8.7 billion ($9.3
billion) as at October 31, 2008. These securities are collateralized primarily
by Alt-A and Prime Jumbo mortgages most of which are prepayable, fixed-rate
mortgages without rate reset features. At the acquisition date, this portfolio
was recorded at fair value and classified as available-for-sale. The fair
value at acquisition became the new cost basis for these securities. See Note
31 to the 2008 Consolidated Financial Statements for more details. At the time
of the acquisition and at the end of the third quarter of 2008, the CMO
portfolio was recognized at fair value using broker quotes. The liquidity in
the market for these securities has decreased since then, and the market has
become inactive. The trading volume for these securities has declined
significantly relative to historical levels. There has been a significant
widening of the bid-ask spread and there are only a small number of bidders
for these securities in the market. Determination of whether a market is
inactive requires judgement, and the above factors are indicators of an
inactive market. In current markets, the broker quotes cannot be considered as
a primary source of valuation. Subsequent to the third quarter of 2008, the
Bank fair valued these securities using a valuation technique which maximizes
the use of observable inputs including broker quotes. The valuation technique
uses assumptions a market participant would use in valuing these securities.
The valuation model determines the fair value by discounting the expected cash
flows using a risk-adjusted interest rate curve that incorporates a liquidity
premium derived from various indices observable in the active market. The
broker quotes for securities in the portfolio are another input to the
valuation model. The contractual cash flows are adjusted for expected
prepayments and credit losses to determine the expected cash flows.
During the quarter, the Bank re-securitized a portion of the non-agency
CMO securities portfolio. As part of the on-balance sheet re-securitization,
new credit ratings were obtained for the re-securitized securities that better
reflect the discount on acquisition and the Bank's risk inherent on the entire
portfolio. As a result, 80% of the non-agency CMO securities are now rated AAA
for regulatory capital reporting. The net capital benefit of the
re-securitization transaction is reflected in the changes in risk-weighted
assets and in the securitization deductions from Tier 1 and Tier 2 capital.
For accounting purposes, the Bank retained a majority of the beneficial
interests in the re-securitized securities resulting in no financial statement
impact. The Bank's assessment of an other-than-temporary impairment for these
securities is not impacted by the change in the credit ratings.
The fair value of the portfolio as at April 30, 2009 was US$6.9 billion
($8.2 billion). The decline in fair value of the non-agency CMO portfolio was
not considered to be an other-than-temporary impairment and therefore, an
impairment loss was not recognized. Determination of whether an
other-than-temporary impairment exists requires judgement. The decline in the
fair value of these securities subsequent to acquisition was mainly due to the
current liquidity crisis in the market. An other-than-temporary impairment is
recognized for these securities when the fair value is significantly below the
cost for a prolonged period of time with no expectation of recovery by
maturity. The Bank continues to validate its view on the expected credit loss
by assessing the inputs, such as the projected default rate, the loss given
default rate and housing price decline used in the determination of the
expected credit loss. The Bank's view on the expected credit loss on these
securities determined on acquisition has not changed. The following table
discloses the fair value of the securities by vintage year:
Non-Agency Alt-A and Prime Jumbo CMO Securities by Vintage Year
-------------------------------------------------------------------------
As at Apr. 30, 2009
-------------------------------------------------------------
Alt-A Prime Jumbo Total
(millions -------------------------------------------------------------
of U.S. Amortized Fair Amortized Fair Amortized Fair
dollars) cost value cost value cost value
-------------------------------------------------------------------------
2003 $418 $388 $715 $658 $1,133 $1,046
2004 696 619 818 763 1,514 1,382
2005 956 750 1,877 1,635 2,833 2,385
2006 535 377 733 606 1,268 983
2007 794 594 579 493 1,373 1,087
-------------------------------------------------------------------------
Total
securities(1) $3,399 $2,728 $4,722 $4,155 $8,121 $6,883
-------------------------------------------------------------------------
-------------------------------------------------------------------------
As at Oct. 31, 2008
-------------------------------------------------------------
Alt-A Prime Jumbo Total
(millions -------------------------------------------------------------
of U.S. Amortized Fair Amortized Fair Amortized Fair
dollars) cost value cost value cost value
-------------------------------------------------------------------------
2003 $423 $360 $775 $664 $1,198 $1,024
2004 759 626 972 850 1,731 1,476
2005 979 787 2,031 1,711 3,010 2,498
2006 549 429 819 656 1,368 1,085
2007 818 644 587 478 1,405 1,122
-------------------------------------------------------------------------
Total
securities $3,528 $2,846 $5,184 $4,359 $8,712 $7,205
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) These securities are mainly investment grade with ratings of BBB and
above for accounting purposes and do not reflect the
re-securitization transaction.
CAPITAL POSITION
The Bank's capital ratios are calculated using the guidelines of the
Office of the Superintendent of Financial Institutions Canada (OSFI), which
are based under the "International Convergence on Capital Measurement and
Capital Standards - A Revised Framework" (Basel II) issued by the Basel
Committee on Banking Supervision. Effective April 30, 2009, for accounting
purposes, and effective October 31, 2008 for regulatory reporting purposes,
the one month lag in reporting of TD Banknorth and Commerce financial position
and results was eliminated by using the same period end as the rest of the
Bank. Prior to October 31, 2008, regulatory capital was calculated
incorporating TD Banknorth and Commerce on a one month lag. Further, effective
October 31, 2008, for regulatory purposes only, the Bank's investment in TD
Ameritrade is translated using the period end foreign exchange rate of the
Bank.
Under Basel II, risk-weighted assets (RWA) are calculated for each of
credit risk, market risk and operational risk, as shown below:
Risk-Weighted Assets
-------------------------------------------------------------------------
As at
------------------------------
Apr. 30, Oct. 31, Apr. 30,
(millions of Canadian dollars) 2009 2008 2008
-------------------------------------------------------------------------
Risk-weighted assets for:
Credit risk $167,836 $177,552 $147,617
Market risk 7,737 9,644 7,140
Operational risk 24,172 24,554 23,878
-------------------------------------------------------------------------
Total risk-weighted assets $199,745 $211,750 $178,635
-------------------------------------------------------------------------
-------------------------------------------------------------------------
OSFI's target Tier 1 and Total capital ratios for Canadian banks are 7%
and 10%, respectively. Effective November 1, 2008, substantial investments
held prior to January 1, 2007, which were previously deducted from Tier 2
capital, are deducted 50% from Tier 1 capital and 50% from Tier 2 capital.
Insurance subsidiaries continue to be deconsolidated and reported as a
deduction from Tier 2 capital.
As at April 30, 2009, the Bank's Tier 1 capital ratio was 10.9%, compared
with 9.8% as at October 31, 2008. The increase was primarily a result of
capital issuances, including common shares, preferred shares and innovative
Tier 1 capital securities and a decline in RWA, largely in Wholesale Banking,
partially offset by the 50/50 deduction discussed above. The Total capital
ratio was 14.1% as at April 30, 2009, compared with 12.0% as at October 31,
2008. The increase was largely due to lower RWA and capital issuances.
The Bank continues to hold sufficient capital levels to ensure that
flexibility is maintained to grow operations, both organically and through
strategic acquisitions. The strong capital ratios are the result of the Bank's
internal capital generation, management of the balance sheet and periodic
issuance of capital securities.
For further details of equity and preferred share issuances, see Notes 5,
6 and 8 to the Interim Consolidated Financial Statements. For further details
of regulatory capital, see Note 9 to the Interim Consolidated Financial
Statements.
MANAGING RISK
EXECUTIVE SUMMARY
Financial services involve prudently taking risks in order to generate
profitable growth. At the Bank, our goal is to earn a stable and sustainable
rate of return for every dollar of risk we take, while putting significant
emphasis on investing in our businesses to ensure we can meet our future
growth objectives. Our businesses thoroughly examine the various risks to
which they are exposed and assess the impact and likelihood of those risks. We
respond by developing business and risk management strategies for our various
business units, taking into consideration the risks and business environment
in which we operate. Through our businesses and operations, we are exposed to
a broad number of risks that have been identified and defined in our
Enterprise Risk Framework. This framework outlines appropriate risk oversight
processes and the consistent communication and reporting of key risks that
could hinder the achievement of our business objectives and strategies. Our
risk governance structure and risk management approach have not substantially
changed from that described in our 2008 Annual Report. Certain risks have been
outlined below. For a complete discussion of our risk governance structure and
our risk management approach, see our 2008 Annual Report.
Certain sections of this MD&A represent a discussion relating to credit,
market and liquidity risks and form an integral part of the Interim
Consolidated Financial Statements for the period ended April 30, 2009. These
sections, which are included non-continuously below, are shaded on pages 21 to
23 of the fully formatted version of this second quarter 2009 Report to
Shareholders, which can be found on the Bank's website at
www.td.com/investor/earnings.jsp.
CREDIT RISK
Gross credit risk exposures, measured before credit risk mitigants, are
given below:
Credit Risk Exposures(1) - Standardized and AIRB Approaches
-------------------------------------------------------------------------
As at Apr. 30, 2009 As at Oct. 31, 2008
------------------------------------------------------------
(millions of
Canadian Standard- Standard-
dollars) ized(2) AIRB Total ized(2) AIRB Total
-------------------------------------------------------------------------
Retail
Residential
secured $10,377 $134,310 $144,687 $7,733 $134,930 $142,663
Qualifying
revolving
retail - 40,714 40,714 - 41,461 41,461
Other retail 17,193 22,157 39,350 15,386 20,415 35,801
-------------------------------------------------------------------------
Total retail 27,570 197,181 224,751 23,119 196,806 219,925
-------------------------------------------------------------------------
Non-retail
Corporate 50,947 99,827 150,774 44,991 113,119 158,110
Sovereign 397 56,762 57,159 305 57,856 58,161
Bank 15,206 80,908 96,114 8,302 91,635 99,937
-------------------------------------------------------------------------
Total
non-retail 66,550 237,497 304,047 53,598 262,610 316,208
-------------------------------------------------------------------------
Gross
credit risk
exposures $94,120 $434,678 $528,798 $76,717 $459,416 $536,133
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Gross credit risk exposures represent Exposure at default and are
before the effects of credit risk mitigation. This table excludes
securitization and equity exposures.
(2) Beginning the first quarter of 2009, credit risk exposures from the
Commerce acquisition are reported using the Standardized approach,
previously reported within the Standardized approach using the
Interim Approach to Reporting.
MARKET RISK
A graph that discloses daily Value-at-Risk (VaR) usage and
trading-related income(1) within the Wholesale Banking segment is included on
page 21 of the fully formatted version of this second quarter 2009 Report to
Shareholders, which can be found on the Bank's website at
www.td.com/investor/earnings.jsp. For the quarter ended April 30, 2009
trading-related income was positive for 85.9% of the trading days. Losses in
the quarter did not exceed VaR on any trading day.
(1) Trading-related income is the total of net interest income on trading
positions reported in net interest income and trading income reported
in other income. Trading-related revenue in the graph above excludes
revenue related to changes in the fair value of loan commitments.
Similarly, the commitments are not included in the VaR measure as
they are not managed as trading positions. In the prior quarter,
there was a significant recovery realized on the cancellation of a
loan commitment due to specific circumstances related to the
borrower.
The following table presents the end of quarter, average, high and low
Total VaR usage.
Value-at-Risk Usage
-------------------------------------------------------------------------
For the three months ended
-----------------------------------------------------
Apr. 30 Jan. 31 Apr. 30
2009 2009 2008
(millions of -----------------------------------------------------
Canadian dollars) As at Average High Low Average Average
-------------------------------------------------------------------------
Interest rate and
credit spread risk $21.3 $25.2 $36.4 $18.1 $31.4 $26.3
Equity risk 10.3 8.2 12.9 4.6 13.1 10.2
Foreign exchange risk 2.4 5.2 9.1 2.1 4.2 2.4
Commodity risk 0.6 0.9 2.1 0.5 1.0 1.6
Debt specific risk 29.3 39.4 50.1 29.3 49.2 31.2
Diversification
effect(1) (30.0) (32.1) n/m(2) n/m(2) (38.9) (29.8)
-------------------------------------------------------------------------
Total Value-at-Risk $33.9 $46.8 $58.7 $33.9 $60.0 $41.9
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------
For the six
months ended
-----------------
Apr. 30 Apr. 30
2009 2008
(millions of -----------------
Canadian dollars) Average Average
-------------------------------------
Interest rate and
credit spread risk $28.3 $21.1
Equity risk 10.6 7.7
Foreign exchange risk 4.7 2.5
Commodity risk 1.0 1.3
Debt specific risk 44.2 25.2
Diversification
effect(1) (35.4) (24.9)
-------------------------------------
Total Value-at-Risk $53.4 $32.9
-------------------------------------
-------------------------------------
(1) The aggregate VaR is less than the sum of the VaR of the different
risk types due to risk offsets resulting from portfolio
diversification.
(2) Not meaningful. It is not meaningful to compute a diversification
effect because the high and low may occur on different days for
different risk types.
Interest Rate Risk
A graph that shows our interest rate risk exposure (as measured by
Economic Value at Risk, or EVaR) on all non-trading assets, liabilities and
derivative instruments used for interest rate risk management instruments is
included on page 22 of the fully formatted version of this second quarter 2009
Report to Shareholders, which can be found on the Bank's website at
www.td.com/investor/earnings.jsp.
The Bank uses derivative financial instruments, wholesale instruments and
other capital market alternatives and, less frequently, product pricing
strategies to manage interest rate risk. As at April 30, 2009, an immediate
and sustained 100 bps increase in interest rates would have decreased the
economic value of shareholders' equity by $82.8 million after tax. An
immediate and sustained 100 bps decrease in interest rates would have reduced
the economic value of shareholders' equity by $197.4 million after tax.
The following table shows the sensitivity of the economic value of
shareholders' equity (after tax) by currency for those currencies where the
Bank has material exposure.
Sensitivity of After-tax Economic Value at Risk by Currency
-------------------------------------------------------------------------
As at As at
Apr. 30, 2009 Oct. 31, 2008
-----------------------------------------
100 bps 100 bps 100 bps 100 bps
(millions of Canadian dollars) increase decrease increase decrease
-------------------------------------------------------------------------
Canadian dollar $(10.2) $(58.1) $(0.4) $(27.0)
U.S. dollar (72.6) (139.3) (122.4) (2.0)
-------------------------------------------------------------------------
Liquidity Risk
As a financial organization, we must always ensure that we have access to
enough readily-available funds to cover our financial obligations as they come
due, and to sustain and grow our assets and operations under both normal and
stress conditions. In the event of a funding disruption, we need to ensure we
have sufficient liquid assets to continue to function. The process that
ensures adequate access to funds is known as the management of liquidity risk.
Our overall liquidity requirement is defined as the amount of liquidity
we need to fund expected cash outflows, as well as a prudent liquidity reserve
to fund potential cash outflows in the event of a disruption in the capital
markets or other event that could affect our access to liquidity. We do not
rely on short-term wholesale funding for purposes other than funding
marketable securities or short-term assets.
To define the amount of liquidity that must be held at all times for a
specified minimum period, we use a conservative base-case scenario stress
test. This scenario ensures that we have sufficient liquidity to cover 100% of
our unsecured wholesale debt coming due, potential retail and commercial
deposit run-off and forecasted operational requirements. In addition, we
provide for coverage of Bank-sponsored funding programs, such as Bankers'
Acceptances we issue on behalf of clients, and Bank-sponsored asset-backed
commercial paper (ABCP). We also use an extended liquidity coverage test to
ensure that we can fund our operations on a fully secured basis for a period
up to one year.
To meet liquidity requirements, we hold assets that can be readily
converted into cash. Assets must be currently marketable, of sufficient credit
quality and available for sale to be considered readily convertible into cash.
Liquid assets are represented in a cumulative liquidity gap framework based on
settlement timing and market depth. Assets that are not available without
delay because they are needed for collateral or other similar purposes are not
considered readily convertible into cash.
While each of our major operations has responsibility for the measurement
and management of its own liquidity risks, we also manage liquidity on an
enterprise-wide basis to ensure consistent and efficient management of
liquidity risk across all of our operations. On April 30, 2009, our
consolidated surplus liquid-asset position for up to 90 days, as measured
under our base-case scenario, was $3.7 billion, compared with a surplus
liquid-asset position of $16.4 billion on January 31, 2009. The $12.7 billion
decrease in surplus liquid-asset position over the three month period ended
April 30, 2009 was attributable primarily to changes in the liquidity value
used for certain Wholesale Banking assets due to changes in market conditions.
Our surplus liquid-asset position is our total liquid assets less our
unsecured wholesale funding requirements, potential non-wholesale deposit
run-off and contingent liabilities coming due in 90 days.
The base-case scenario models a Bank-specific liquidity stress event and
assumes normal levels of asset liquidity in the markets. In response to
conditions recently experienced in global financial markets which
significantly affected liquidity, Asset/Liability Committee (ALCO) and the
Risk Committee of the Board approved managing to a Systemic Market Event
liquidity stress test scenario as directed by the Global Liquidity Risk
Management policy. Building on the base-case scenario described above, the
Systemic Market Event scenario further adjusts asset liquidity to reflect both
the stressed conditions in the current market environment as well as the
availability of high quality, unencumbered Bank-owned assets eligible as
collateral under secured borrowing programs such as the Bank of Canada Term
Purchase and Resale Agreement (PRA) and National Housing Act Mortgage-Backed
Securities (NHA MBS) auction programs and other central bank programs. In
addition, we assume coverage of increased contingent requirements for
potential draws on committed line of credit facilities. Our policy requires
that a surplus liquid-asset position be maintained for all measured time
periods up to 90 days. As of April 30, 2009, we reported a positive surplus as
required.
We have contingency plans in place to provide direction in the event of a
liquidity crisis.
We also regularly review the level of increased collateral our trading
counterparties would require in the event of a downgrade of the Bank's credit
rating. The impact of a one notch downgrade would be minimal and could be
readily managed in the normal course of business.
In response to current conditions in global financial markets affecting
liquidity, the Global Liquidity Forum meets frequently and closely monitors
global funding market conditions and potential impacts to our funding access
on a daily basis.
OFF-BALANCE SHEET ARRANGEMENTS
The Bank carries out certain business activities via arrangements with
special purpose entities (SPEs). We use SPEs to obtain sources of liquidity by
securitizing certain of the Bank's financial assets, to assist our clients in
securitizing their financial assets and to create investment products for our
clients. SPEs may be organized as trusts, partnerships or corporations and
they may be formed as qualifying special purpose entities (QSPEs) or variable
interest entities (VIEs). When an entity is deemed a VIE, the entity must be
consolidated by the primary beneficiary. Consolidated SPEs have been presented
in the Bank's Consolidated Balance Sheet.
Securitization of Bank-Originated Assets
The Bank securitizes residential mortgages, personal loans and commercial
mortgages to enhance its liquidity position, to diversify sources of funding
and to optimize the management of the balance sheet. All products securitized
by the Bank were originated in Canada and sold to Canadian securitization
structures. Details of these securitization exposures are as follows:
Total Outstanding Exposures Securitized by the Bank as an
Originator(1),(2)
-------------------------------------------------------------------------
As at Apr. 30, 2009
------------------------------------------
Significant Significant
unconsolidated unconsolidated
QSPEs SPEs
------------------------------------------
Carrying Carrying
Secur- value of Secur- value of
itized retained itized retained
(millions of Canadian dollars) assets interests assets interests
-------------------------------------------------------------------------
Residential mortgage loans $- $- $34,078 $936
Personal loans 8,100 102 - -
Commercial mortgage loans 133 3 - -
-------------------------------------------------------------------------
$8,233 $105 $34,078 $936
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
As at Oct. 31, 2008
------------------------------------------
Significant Significant
unconsolidated unconsolidated
QSPEs SPEs
------------------------------------------
Carrying Carrying
Secur- value of Secur- value of
itized retained itized retained
(millions of Canadian dollars) assets interests assets interests
-------------------------------------------------------------------------
Residential mortgage loans $- $- $24,332 $442
Personal loans 8,100 80 - -
Commercial mortgage loans 148 4 - -
-------------------------------------------------------------------------
$8,248 $84 $24,332 $442
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Certain comparative amounts have been restated and reclassified to
conform to the presentation adopted in the current period.
(2) In all the securitization transactions that the Bank has undertaken
for its own assets, it has acted as an originating bank and retained
securitization exposure.
Residential Mortgage Loans
The Bank may be exposed to the risks of transferred loans to the
securitization vehicles through retained interests. There are no expected
credit losses on the retained interests of the securitized residential
mortgages as the mortgages are all government guaranteed.
Personal Loans
The Bank securitizes personal loans through QSPEs, as well as
single-seller conduits via QSPEs. As at April 30, 2009, the single-seller
conduits had $5.1 billion (October 31, 2008 - $5.1 billion) of commercial
paper outstanding while another Bank-sponsored QSPE had $3.0 billion (October
31, 2008 - $3.0 billion) of term notes outstanding. While the probability of
loss is negligible, as at April 30, 2009, the Bank's maximum potential
exposure to loss for these conduits through the sole provision of liquidity
facilities was $5.1 billion (October 31, 2008 - $5.1 billion) of which $1.1
billion (October 31, 2008 - $1.1 billion) of underlying personal loans was
government insured. Additionally, the Bank had retained interests of $102
million (October 31, 2008 - $80 million) relating to excess spread.
Commercial Mortgage Loans
As at April 30, 2009, the Bank's maximum potential exposure to loss was
$3 million (October 31, 2008 - $4 million) through retained interests in the
excess spread and cash collateral account of the QSPE.
Securitization of Third Party-Originated Assets
The Bank administers multi-seller conduits and provides liquidity
facilities as well as securities distribution services; it may also provide
credit enhancements. Third party-originated assets are securitized through
Bank-sponsored SPEs, which are not consolidated by the Bank. The Bank's
maximum potential exposure to loss due to its ownership interest in commercial
paper and through the provision of global style liquidity facilities for
multi-seller conduits was $9.0 billion (October 31, 2008 - $10.7 billion) as
at April 30, 2009. Further, the Bank has committed an additional $2.0 billion
(October 31, 2008 - $1.8 billion) in liquidity facilities for ABCP that could
potentially be issued by the conduits. As at April 30, 2009, the Bank also
provided deal-specific credit enhancement in the amount of $75 million
(October 31, 2008 - $78 million).
All third-party assets securitized by the Bank were originated in Canada
and sold to Canadian securitization structures. Details of the
Bank-administered multi-seller, ABCP conduits are as follows:
Total Exposure to Third Party-Originated Assets Securitized by
Bank-Sponsored Conduits
-------------------------------------------------------------------------
As at Apr. 30, 2009
-------------------------------------------
Ratings profile of Expected
Significant SPE asset class weighted
unconsol- ------------------- average
idated AA+ to life
(millions of Canadian dollars) SPEs AAA AA- (years)(1)
-------------------------------------------------------------------------
Residential mortgage loans $2,890 $2,844 $46 2.3
Credit card loans 500 500 - 3.2
Automobile loans and leases 3,547 3,543 4 1.4
Equipment loans and leases 526 526 - 1.2
Trade receivables 1,570 1,546 24 2.6
-------------------------------------------------------------------------
$9,033 $8,959 $74 2.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------
---------------------------------------------------------------
As at Oct. 31, 2008
---------------------------------
Ratings profile of
Significant SPE asset class
unconsol- -------------------
idated AA+ to
(millions of Canadian dollars) SPEs AAA AA-
---------------------------------------------------------------
Residential mortgage loans $3,428 $3,378 $50
Credit card loans 500 500 -
Automobile loans and leases 4,474 4,470 4
Equipment loans and leases 638 636 2
Trade receivables 1,705 1,679 26
---------------------------------------------------------------
$10,745 $10,663 $82
---------------------------------------------------------------
---------------------------------------------------------------
(1) Expected weighted average life for each asset type is based upon each
conduit's remaining purchase commitment for revolving pools and the
expected weighted average life of the assets for amortizing pools.
As at April 30, 2009, the Bank held $1.5 billion (October 31, 2008 - $2.8
billion) of ABCP issued by Bank-sponsored multi-seller and single-seller
conduits, on its balance sheet.
Exposure to Third Party-Sponsored Conduits
The Bank has exposure to the U.S. arising from providing liquidity
facilities of $339 million (October 31, 2008 - $465 million) to third
party-sponsored conduits of which $207 million (October 31, 2008 - $24
million) has been drawn. The assets within these conduits primarily comprise
automotive-related financing assets, including loans and leases. During the
three months ended April 30, 2009 and subsequently, these assets have received
significantly different ratings (split ratings) from various credit rating
agencies, ranging from AAA to BB-. The weighted average of the lowest of the
split ratings, in the event that the facilities are drawn, will result in
credit exposure to the Bank of BBB+ (October 31, 2008 - AAA).
The Bank's exposure to Canadian third party-sponsored conduits in the
form of margin funding facilities as at April 30, 2009 was not significant.
Other Investment and Financing Products
Other Financing Transactions
The Bank enters into transactions with major U.S. corporate clients
through VIEs as a means to provide them with cost efficient financing. Under
these transactions, as at April 30, 2009, the Bank provided approximately
$2.12 billion (October 31, 2008 - $2.13 billion) in financing to these VIEs.
The Bank has received guarantees from or has recourse to major U.S. banks with
A+ credit ratings on an S&P-equivalent basis, fully covering its investments
in these VIEs (October 31, 2008 - AA). At inception or through recent
restructuring of the transactions, the counterparties posted collateral with
AAA ratings on an S&P-equivalent basis in favour of the Bank and the Bank
purchased credit protection to further reduce its exposure to the U.S. banks.
At April 30, 2009, the Bank's net exposure to the U.S. banks after taking into
account collateral and CDS was approximately $361 million (October 31, 2008 -
$960 million). As at April 30, 2009, the Bank's maximum total exposure to loss
before considering guarantees, recourse, collateral and CDS was approximately
$2.12 billion (October 31, 2008 - $2.13 billion). The transactions allow the
Bank or the counterparties discretion to exit the transactions on short
notice. As at April 30, 2009, these VIEs had assets totalling more than $9.1
billion (October 31, 2008 - $8.0 billion).
Exposure to Collateralized Debt Obligations
Since the decision was made in 2005 to exit the structured products
business, the Bank no longer originates Collateralized Debt Obligation
vehicles (CDOs). Total CDOs purchased and sold in the trading portfolio as at
April 30, 2009, were as follows:
-------------------------------------------------------------------------
As at As at
Apr. 30, 2009(1) Oct. 31, 2008(1)
----------------------------------------
Positive Positive
(negative) (negative)
Notional fair Notional fair
(millions of Canadian dollars) amount value amount value
-------------------------------------------------------------------------
Funded
CDOs - Purchased protection via
Bank-issued credit linked notes $242 $(49) $283 $(38)
Unfunded
CDOs - Sold protection
- positive fair value 898 - 891 -
- negative fair value - (276) - (278)
CDOs - Purchased protection
- positive fair value 170 103 261 104
- negative fair value - (4) - (28)
Unfunded - Similar Reference
Portfolio
CDOs - Sold protection
- positive fair value 79 4 1,820 5
- negative fair value - - - (568)
CDOs - Purchased protection
- positive fair value 79 - 1,883 613
- negative fair value - (4) - (5)
-------------------------------------------------------------------------
(1) This table excludes standard index tranche CDOs.
The Bank does not have any exposure to U.S. subprime mortgages via the
CDOs. The CDOs are referenced to corporate debt securities. The hedges on the
similar reference portfolio are not entered into with monoline insurers;
rather they are entered into with global financial institutions, such as
universal banks or broker-dealers. All exposures are managed with risk limits
that have been approved by the Bank's risk management group and are hedged
with various financial instruments, including credit derivatives and bonds
within the trading portfolio, not included in this table. Counterparty
exposure on hedges is collateralized under Credit Support Agreements (CSAs)
and netting arrangements, consistent with other over-the-counter (OTC)
derivative contracts. The Bank's CDO positions are fair valued using valuation
techniques with significant non-observable market inputs. The potential effect
of using reasonable possible alternative assumptions for valuing these CDO
positions would range from a reduction in the fair value by $7.4 million to an
increase in the fair value by $6.8 million.
Leveraged Finance Credit Commitments
Included in 'Commitments to extend credit' in Note 28 to the 2008
Consolidated Financial Statements are leveraged finance commitments. Leveraged
finance commitments are agreements that provide funding to a wholesale
borrower with higher levels of debt, measured by the ratio of debt capital to
equity capital of the borrower, relative to the industry in which it operates.
The Bank's exposure to leveraged finance commitments as at April 30, 2009, was
not significant (October 31, 2008 - $3.3 billion).
QUARTERLY RESULTS
The following table provides summary information related to the Bank's
eight most recently completed quarters.
Quarterly Results(1)
-------------------------------------------------------------------------
For the three months ended
----------------------------------------
2009 2008
----------------------------------------
(millions of Canadian dollars) Apr. 30 Jan. 31 Oct. 31 July 31
-------------------------------------------------------------------------
Net interest income $2,940 $2,728 $2,449 $2,437
Other income 1,385 1,422 1,191 1,600
-------------------------------------------------------------------------
Total revenue 4,325 4,150 3,640 4,037
Provision for credit losses (656) (537) (288) (288)
Non-interest expenses (3,051) (3,020) (2,367) (2,701)
(Provision for) recovery of
income taxes (35) 58 (20) (122)
Non-controlling interests in
subsidiaries, net of income taxes (28) (28) (18) (8)
Equity in net income of an
associated company, net of
income taxes 63 89 67 79
-------------------------------------------------------------------------
Net income - reported 618 712 1,014 997
-------------------------------------------------------------------------
Items of note affecting net
income, net of income taxes:
Amortization of intangibles 127 127 126 111
Reversal of Enron litigation
reserve - - (323) -
Decrease (increase) in fair value
of derivatives hedging the
reclassified available-for-sale
debt securities portfolio 134 200 (118) -
Gain relating to restructuring
of Visa - - - -
Restructuring and integration
charges relating to the
Commerce acquisition 50 67 25 15
Decrease (increase) in fair value
of credit default swaps hedging
the corporate loan book, net of
provision for credit losses 44 (12) (59) (22)
Other tax items - - - 14
Provision for insurance claims - - - -
General allowance increase
(release) in Canadian Personal
and Commercial Banking
(excluding VFC) and
Wholesale Banking 77 55 - -
Settlement of TD Banknorth
shareholder litigation 39 - - -
-------------------------------------------------------------------------
Total adjustments for items of
note, net of income taxes 471 437 (349) 118
-------------------------------------------------------------------------
Net income - adjusted 1,089 1,149 665 1,115
Preferred dividends (41) (29) (23) (17)
-------------------------------------------------------------------------
Net income available to common
shareholders - adjusted $1,048 $1,120 $642 $1,098
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(Canadian dollars, except as noted)
-------------------------------------------------------------------------
Basic earnings per share
- reported $0.68 $0.82 $1.23 $1.22
- adjusted 1.23 1.35 0.79 1.37
Diluted earnings per share
- reported 0.68 0.82 1.22 1.21
- adjusted 1.23 1.34 0.79 1.35
Return on common shareholders'
equity 6.6% 8.1% 13.3% 13.4%
-------------------------------------------------------------------------
-------------------------------------------------------------------------
For the three months ended
----------------------------------------
2008 2007
----------------------------------------
(millions of Canadian dollars) Apr. 30 Jan. 31 Oct. 31 July 31
-------------------------------------------------------------------------
Net interest income $1,858 $1,788 $1,808 $1,783
Other income 1,530 1,816 1,742 1,899
-------------------------------------------------------------------------
Total revenue 3,388 3,604 3,550 3,682
Provision for credit losses (232) (255) (139) (171)
Non-interest expenses (2,206) (2,228) (2,241) (2,216)
(Provision for) recovery of
income taxes (160) (235) (153) (248)
Non-controlling interests in
subsidiaries, net of income taxes (9) (8) (8) (13)
Equity in net income of an
associated company, net of
income taxes 71 92 85 69
-------------------------------------------------------------------------
Net income - reported 852 970 1,094 1,103
-------------------------------------------------------------------------
Items of note affecting net
income, net of income taxes:
Amortization of intangibles 92 75 99 91
Reversal of Enron litigation
reserve - - - -
Decrease (increase) in fair value
of derivatives hedging the
reclassified available-for-sale
debt securities portfolio - - - -
Gain relating to restructuring
of Visa - - (135) -
Restructuring and integration
charges relating to the
Commerce acquisition 30 - - -
Decrease (increase) in fair value
of credit default swaps hedging
the corporate loan book, net of
provision for credit losses (1) (25) 2 (30)
Other tax items - 20 - -
Provision for insurance claims - 20 - -
General allowance increase
(release) in Canadian Personal
and Commercial Banking
(excluding VFC) and
Wholesale Banking - - (39) -
Settlement of TD Banknorth
shareholder litigation - - - -
-------------------------------------------------------------------------
Total adjustments for items of
note, net of income taxes 121 90 (73) 61
-------------------------------------------------------------------------
Net income - adjusted 973 1,060 1,021 1,164
Preferred dividends (11) (8) (5) (2)
-------------------------------------------------------------------------
Net income available to common
shareholders - adjusted $962 $1,052 $1,016 $1,162
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(Canadian dollars, except as noted)
-------------------------------------------------------------------------
Basic earnings per share
- reported $1.12 $1.34 $1.52 $1.53
- adjusted 1.33 1.46 1.42 1.61
Diluted earnings per share
- reported 1.12 1.33 1.50 1.51
- adjusted 1.32 1.45 1.40 1.60
Return on common shareholders'
equity 13.4% 18.0% 20.8% 21.0%
-------------------------------------------------------------------------
(1) Certain comparative amounts have been reclassified to conform to the
presentation adopted in the current period.
ACCOUNTING POLICIES AND ESTIMATES
The Bank's unaudited Interim Consolidated Financial Statements, presented
on pages 29 to 44 of this Report to Shareholders, have been prepared in
accordance with GAAP. These Interim Consolidated Financial Statements should
be read in conjunction with the Bank's Consolidated Financial Statements for
the year ended October 31, 2008. The accounting policies used in the
preparation of these Consolidated Financial Statements are consistent with
those used in the Bank's 2008 Consolidated Financial Statements, except as
described below.
Changes in Accounting Policies
Alignment of Reporting Period of U.S. Entities
Effective for the quarter ended April 30, 2009, the reporting periods of
TD Banknorth and Commerce have been aligned with the reporting period of the
Bank to eliminate the one month lag in financial reporting. Previously, the
reporting periods of TD Banknorth and Commerce were included in the Bank's
financial statements on a one month lag. In accordance with CICA Handbook
Section 1506, Accounting Changes, this alignment is considered a change in
accounting policy. Changes in accounting policy are to be reported through
retrospective application to all prior period financial statements presented.
The Bank has assessed that the impact to the prior period consolidated
financial statements is not material and therefore, an adjustment was made to
opening retained earnings to align the reporting periods of TD Banknorth and
Commerce to that of the Bank's reporting period. Accordingly, the results of
TD Banknorth and Commerce for the three months ended April 30, 2009 have been
included with the results of the Bank for the three and six months ended April
30, 2009, while the results of January 2009 have been included directly in
retained earnings and not included in the Interim Consolidated Statement of
Income.
Subsequent Accounting for Impaired Financial Assets
During the quarter, the Bank adopted an amendment to CICA Handbook
Section 3855, Financial Instruments - Recognition and Measurement. The
amendment clarified that, subsequent to the recognition of an impairment loss
on a financial asset (other than a loan), interest income on the impaired
financial asset is recognized using the interest rate used to determine the
impairment loss. The adoption of this amendment did not have a material impact
on the financial position or the earnings of the Bank.
Goodwill, Intangible Assets and Financial Statement Concepts
Effective November 1, 2008, the Bank adopted CICA Handbook Section 3064,
Goodwill and Intangible Assets, which clarifies that costs can be deferred
only when they relate to an item that meets the definition of an asset, and as
a result, start-up costs must be expensed as incurred. CICA Handbook Section
1000, Financial Statement Concepts, was also amended to provide consistency
with Section 3064. These standards did not have a material effect on the
financial position or earnings of the Bank.
Credit Risk and Fair Value
Effective November 1, 2008, the Bank adopted EIC 173, Credit Risk and the
Fair Value of Financial Assets and Financial Liabilities. The abstract
clarifies how the Bank's own credit risk and the credit risk of the
counterparty should be taken into account in determining the fair value of
financial assets and financial liabilities, including derivatives. The new
guidance did not have a material effect on the financial position or earnings
of the Bank.
Critical Accounting Estimates
The critical accounting estimates remain unchanged from those disclosed
in the Bank's 2008 Annual Report.
Future Accounting and Reporting Changes
Financial Instruments Disclosures
The CICA's Accounting Standards Board (AcSB) amended CICA Handbook
Section 3862, Financial Instruments - Disclosures, to enhance the disclosure
requirements regarding fair value measurements and the liquidity risk of
financial instruments. The amendments will be effective for the Bank's fiscal
year ending October 31, 2009.
Conversion to International Financial Reporting Standards in Fiscal 2012
The AcSB requires that all Canadian publicly accountable enterprises
adopt IFRS for years beginning on or after January 1, 2011. IFRS uses a
conceptual framework similar to Canadian GAAP, but there are some differences
in recognition, measurement and disclosures.
IFRS will be effective for the Bank for the fiscal 2012 year beginning on
November 1, 2011. This includes restatement of prior year comparative fiscal
2011 financial results for interim and annual periods. Currently, the Bank is
in the planning phase of converting to IFRS. It is not yet possible to fully
determine the impact to the financial statements, as accounting standards and
their interpretations are changing. The conversion to IFRS is a significant
initiative for the Bank, for which substantial resources are being dedicated
to ensure proper implementation.
CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING
During the most recent interim period, there have been no changes in the
Bank's policies and procedures and other processes that comprise its internal
control over financial reporting that have materially affected, or are
reasonably likely to materially affect, the Bank's internal control over
financial reporting.
INTERIM CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
-------------------------------------------------------------------------
INTERIM CONSOLIDATED BALANCE SHEET (unaudited)
-------------------------------------------------------------------------
As at
--------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009 2008
-------------------------------------------------------------------------
ASSETS
Cash and due from banks $2,437 $2,517
Interest-bearing deposits with banks 10,805 15,429
-------------------------------------------------------------------------
13,242 17,946
-------------------------------------------------------------------------
Securities
Trading 51,232 53,095
Designated as trading under the fair value option 8,732 6,402
Available-for-sale (Note 2) 96,481 75,121
Held-to-maturity 12,480 9,507
-------------------------------------------------------------------------
168,925 144,125
-------------------------------------------------------------------------
Securities purchased under reverse repurchase
agreements 31,609 42,425
-------------------------------------------------------------------------
Loans
Residential mortgages 60,135 63,003
Consumer installment and other personal 86,857 79,610
Credit card 7,667 7,387
Business and government 76,721 70,650
Business and government loans designated as
trading under the fair value option 381 510
-------------------------------------------------------------------------
231,761 221,160
Allowance for loan losses (Note 3) (1,916) (1,536)
-------------------------------------------------------------------------
Loans, net of allowance for loan losses 229,845 219,624
-------------------------------------------------------------------------
Other
Customers' liability under acceptances 10,954 11,040
Investment in TD Ameritrade 6,271 5,159
Derivatives 74,376 83,548
Goodwill 16,384 14,842
Other intangibles 3,062 3,141
Land, buildings and equipment 4,166 3,833
Other assets 16,048 17,531
-------------------------------------------------------------------------
131,261 139,094
-------------------------------------------------------------------------
Total assets $574,882 $563,214
-------------------------------------------------------------------------
-------------------------------------------------------------------------
LIABILITIES
-------------------------------------------------------------------------
Deposits
Personal $215,508 $192,234
Banks 5,023 9,680
Business and government 131,727 129,086
Trading 49,697 44,694
-------------------------------------------------------------------------
401,955 375,694
-------------------------------------------------------------------------
Other
Acceptances 10,954 11,040
Obligations related to securities sold short 13,802 18,518
Obligations related to securities sold under
repurchase agreements 4,945 18,654
Derivatives 68,917 74,473
Other liabilities 19,142 17,721
-------------------------------------------------------------------------
117,760 140,406
-------------------------------------------------------------------------
Subordinated notes and debentures 12,469 12,436
-------------------------------------------------------------------------
Liability for preferred shares (Note 5) 550 550
-------------------------------------------------------------------------
Liability for capital trust securities (Note 6) 900 894
-------------------------------------------------------------------------
Non-controlling interests in subsidiaries (Note 7) 1,621 1,560
-------------------------------------------------------------------------
SHAREHOLDERS' EQUITY
Common shares (millions of shares issued and
outstanding: Apr. 30, 2009 - 850.6 and
Oct. 31, 2008 - 810.1) (Note 8) 14,875 13,241
Preferred shares (millions of shares issued and
outstanding: Apr. 30, 2009 - 135.8 and
Oct. 31, 2008 - 75.0) (Note 8) 3,395 1,875
Contributed surplus 350 350
Retained earnings 18,039 17,857
Accumulated other comprehensive income (loss)
(Note 10) 2,968 (1,649)
-------------------------------------------------------------------------
39,627 31,674
-------------------------------------------------------------------------
Total liabilities and shareholders' equity $574,882 $563,214
-------------------------------------------------------------------------
-------------------------------------------------------------------------
The accompanying notes are an integral part of these Interim Consolidated
Financial Statements.
INTERIM CONSOLIDATED STATEMENT OF INCOME (unaudited)
-------------------------------------------------------------------------
For the three For the six
months ended months ended
----------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Interest income
Loans $2,749 $3,240 $5,990 $6,636
Securities
Dividends 242 242 504 502
Interest 1,339 929 2,753 1,904
Deposits with banks 570 159 856 273
-------------------------------------------------------------------------
4,900 4,570 10,103 9,315
-------------------------------------------------------------------------
Interest expense
Deposits 1,503 2,056 3,471 4,310
Subordinated notes and debentures 169 159 335 317
Preferred shares and capital
trust securities 23 23 47 46
Other 265 474 582 996
-------------------------------------------------------------------------
1,960 2,712 4,435 5,669
-------------------------------------------------------------------------
Net interest income 2,940 1,858 5,668 3,646
-------------------------------------------------------------------------
Other income
Investment and securities services 538 544 1,049 1,123
Credit fees 138 108 304 209
Net securities (losses) gains
(Note 2) (168) 110 (373) 262
Trading income (loss) 28 (104) 132 56
Income (loss) from financial
instruments designated as trading
under the fair value option 267 5 335 (44)
Service charges 373 258 754 518
Loan securitizations (Note 4) 184 91 241 167
Card services 152 116 344 235
Insurance, net of claims 228 250 458 436
Trust fees 39 36 73 70
Other (394) 116 (510) 314
-------------------------------------------------------------------------
1,385 1,530 2,807 3,346
-------------------------------------------------------------------------
Total revenue 4,325 3,388 8,475 6,992
-------------------------------------------------------------------------
Provision for credit losses
(Note 3) 656 232 1,193 487
-------------------------------------------------------------------------
Non-interest expenses
Salaries and employee benefits 1,474 1,137 2,951 2,308
Occupancy, including depreciation 313 188 621 369
Equipment, including depreciation 219 148 424 292
Amortization of other intangibles 171 117 344 239
Restructuring costs (Note 16) - 48 27 48
Marketing and business development 143 102 281 212
Brokerage-related fees 68 63 131 122
Professional and advisory services 175 118 340 229
Communications 62 48 121 95
Other (Note 17) 426 237 831 520
-------------------------------------------------------------------------
3,051 2,206 6,071 4,434
-------------------------------------------------------------------------
Income before income taxes,
non-controlling interests in
subsidiaries and equity in net
income of an associated company 618 950 1,211 2,071
Provision for (recovery of) income
taxes 35 160 (23) 395
Non-controlling interests in
subsidiaries, net of income taxes 28 9 56 17
Equity in net income of an
associated company, net of
income taxes 63 71 152 163
-------------------------------------------------------------------------
Net income 618 852 1,330 1,822
Preferred dividends 41 11 70 19
-------------------------------------------------------------------------
Net income available to common
shareholders $577 $841 $1,260 $1,803
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Average number of common shares
outstanding (millions) (Note 13)
Basic 848.8 747.7 840.6 732.9
Diluted 849.8 753.7 841.9 739.0
Earnings per share (in dollars)
(Note 13)
Basic $0.68 $1.12 $1.50 $2.46
Diluted 0.68 1.12 1.50 2.44
Dividends per share (in dollars) 0.61 0.59 1.22 1.16
-------------------------------------------------------------------------
-------------------------------------------------------------------------
The accompanying notes are an integral part of these Interim Consolidated
Financial Statements.
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
(unaudited)
-------------------------------------------------------------------------
For the three For the six
months ended months ended
----------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Common shares (Note 8)
Balance at beginning of period $14,781 $6,632 $13,241 $6,577
Proceeds from shares issued on
exercise of stock options 6 29 45 71
Shares issued as a result of
dividend reinvestment plan 80 22 208 43
Proceeds from issuance of new
shares - - 1,381 -
Shares issued on acquisition of
Commerce - 6,147 - 6,147
Impact of shares sold (acquired)
for trading purposes(1) 8 (12) - (20)
-------------------------------------------------------------------------
Balance at end of period 14,875 12,818 14,875 12,818
-------------------------------------------------------------------------
Preferred shares (Note 8)
Balance at beginning of period 2,770 875 1,875 425
Shares issued 625 250 1,520 700
-------------------------------------------------------------------------
Balance at end of period 3,395 1,125 3,395 1,125
-------------------------------------------------------------------------
Contributed surplus
Balance at beginning of period 340 121 350 119
Stock options (Note 11) 10 (1) - 1
Conversion of Commerce stock
options on acquisition (Note 11) - 263 - 263
-------------------------------------------------------------------------
Balance at end of period 350 383 350 383
-------------------------------------------------------------------------
Retained earnings
Balance at beginning of period 17,986 16,499 17,857 15,954
Net income of U.S. entities for
January 2009 (Note 1) 4 - 4 -
Net income 618 852 1,330 1,822
Common dividends (518) (473) (1,034) (883)
Preferred dividends (41) (11) (70) (19)
Share issue expenses (10) (3) (48) (10)
-------------------------------------------------------------------------
Balance at end of period 18,039 16,864 18,039 16,864
-------------------------------------------------------------------------
Accumulated other comprehensive
income (loss) (Note 10)
Balance at beginning of period 2,173 (1,187) (1,649) (1,671)
Other comprehensive income of U.S.
entities for January 2009 (Note 1) 329 - 329 -
Other comprehensive income for
the period 466 592 4,288 1,076
-------------------------------------------------------------------------
Balance at end of period 2,968 (595) 2,968 (595)
-------------------------------------------------------------------------
Retained earnings and accumulated
other comprehensive income (loss) 21,007 16,269 21,007 16,269
-------------------------------------------------------------------------
Total shareholders' equity $39,627 $30,595 $39,627 $30,595
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Sold or purchased by subsidiaries of the Bank, which are regulated
securities entities in accordance with Regulation 92-313 under the
Bank Act.
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (unaudited)
-------------------------------------------------------------------------
For the three For the six
months ended months ended
----------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Net income $618 $852 $1,330 $1,822
-------------------------------------------------------------------------
Other comprehensive income (loss),
net of income taxes
Change in unrealized gains
(losses) on available-for-sale
securities, net of hedging
activities(a) 890 (61) (333) 192
Reclassification to earnings of
losses (gains) in respect of
available-for-sale securities(b) 136 (13) 167 (41)
Net change in unrealized foreign
currency translation (losses)
gains on investments in
subsidiaries, net of hedging
activities(c),(d) (632) 470 2,929 239
Change in gains on derivative
instruments designated as cash
flow hedges(e) 461 227 2,064 723
Reclassification to earnings of
gains on cash flow hedges(f) (389) (31) (539) (37)
-------------------------------------------------------------------------
Other comprehensive income for
the period 466 592 4,288 1,076
-------------------------------------------------------------------------
Comprehensive income for the
period $1,084 $1,444 $5,618 $2,898
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(a) Net of income tax provision of $451 million and income tax recovery
of $237 million, respectively, for the three and six months ended
April 30, 2009 (three and six months ended April 30, 2008 - income
tax recovery of $83 million and income tax provision of $70 million,
respectively).
(b) Net of income tax recovery of $56 million and $72 million,
respectively, for the three and six months ended April 30, 2009
(three and six months ended April 30, 2008 - income tax provision of
$6 million and $16 million, respectively).
(c) Net of income tax provision of $205 million and $125 million,
respectively, for the three and six months ended April 30, 2009
(three and six months ended April 30, 2008 - income tax recovery of
$14 million and $295 million, respectively).
(d) Includes $302 million and $109 million, respectively, of after-tax
gains arising from hedges of the Bank's investment in foreign
operations for the three and six months ended April 30, 2009 (three
and six months ended April 30, 2008 - after-tax losses of $42 million
and $674 million, respectively).
(e) Net of income tax provision of $202 million and $943 million,
respectively, for the three and six months ended April 30, 2009
(three and six months ended April 30, 2008 - income tax provision of
$95 million and $318 million, respectively).
(f) Net of income tax provision of $169 million and $233 million,
respectively, for the three and six months ended April 30, 2009
(three and six months ended April 30, 2008 - income tax provision of
$13 million and $16 million, respectively).
Certain comparative amounts have been reclassified to conform to the
current period's presentation.
The accompanying notes are an integral part of these Interim Consolidated
Financial Statements.
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited)
-------------------------------------------------------------------------
For the three For the six
months ended months ended
----------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Cash flows from (used in)
operating activities
Net income $618 $852 $1,330 $1,822
Adjustments to determine net
cash flows from (used in)
operating activities:
Provision for credit losses 656 232 1,193 487
Restructuring costs (Note 16) - 48 27 48
Depreciation 139 85 278 167
Amortization of other intangibles 171 117 344 239
Stock options 11 6 17 11
Net securities losses (gains) 168 (110) 373 (262)
Net gain on securitizations
(Note 4) (157) (38) (181) (61)
Equity in net income of an
associated company (63) (71) (152) (163)
Non-controlling interests 28 9 56 17
Future income taxes 40 (91) 72 21
Changes in operating assets and
liabilities:
Current income taxes payable 1,495 (514) 1,186 (1,512)
Interest receivable and payable (12) (162) 215 (114)
Trading securities 1,640 (3,342) (601) 672
Derivative assets 12,833 (1,975) 8,949 (1,403)
Derivative liabilities (10,243) 1,959 (5,372) (1,083)
Other 1,458 2,333 3,757 (1,941)
-------------------------------------------------------------------------
Net cash from (used in)
operating activities 8,782 (662) 11,491 (3,055)
-------------------------------------------------------------------------
Cash flows from (used in)
financing activities
Change in deposits (1,296) 16,569 25,240 25,859
Change in securities sold under
repurchase agreements (1,455) (2,667) (13,987) (1,724)
Change in securities sold short (758) (2,251) (4,716) (649)
Issue of subordinated notes and
debentures - 500 - 3,000
Repayment of subordinated notes
and debentures - - (18) -
Liability for preferred shares
and capital trust securities 5 (21) 6 (21)
Translation adjustment on
subordinated notes and
debentures issued in a foreign
currency and other (30) 27 47 17
Commons shares issued for cash,
net of expenses - - 1,356 -
Common shares issued on exercise
of stock options 5 22 28 61
Common shares sold (acquired) in
Wholesale Banking 8 (12) - (20)
Dividends paid in cash on common
shares (438) (451) (826) (840)
Net proceeds from issuance of
preferred shares 615 247 1,497 690
Dividends paid on preferred shares (41) (11) (70) (19)
-------------------------------------------------------------------------
Net cash (used in) from financing
activities (3,385) 11,952 8,557 26,354
-------------------------------------------------------------------------
Cash flows from (used in)
investing activities
Interest-bearing deposits with
banks 3,390 (2,500) 1,985 (853)
Activity in available-for-sale
and held-to-maturity securities:
Purchases (32,567) (28,754) (59,750) (38,430)
Proceeds from maturities 12,819 3,348 21,288 6,697
Proceeds from sales 8,420 26,328 16,236 31,689
Activity in lending activities:
Origination and acquisitions (35,187) (31,920) (84,466) (69,614)
Proceeds from maturities 25,031 21,548 58,678 51,348
Proceeds from sales 116 292 219 453
Proceeds from loan
securitizations (Note 4) 6,585 1,524 14,858 3,414
Land, buildings and equipment (78) (85) (586) (162)
Securities purchased under
reverse repurchase agreements 5,896 1,167 11,614 (5,419)
Acquisitions and dispositions
less cash and cash equivalents
acquired (Note 18) - (1,759) - (1,759)
-------------------------------------------------------------------------
Net cash used in investing
activities (5,575) (10,811) (19,924) (22,636)
-------------------------------------------------------------------------
Effect of exchange rate changes
on cash and cash equivalents (46) 5 (15) 67
-------------------------------------------------------------------------
Net (decrease) increase in cash
and cash equivalents (224) 484 109 730
Impact due to reporting-period
alignment of U.S. entities
(Note 1) (189) - (189) -
Cash and cash equivalents at
beginning of period 2,850 2,036 2,517 1,790
-------------------------------------------------------------------------
Cash and cash equivalents at end
of period, represented by cash
and due from banks $2,437 $2,520 $2,437 $2,520
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Supplementary disclosure of cash
flow information
Amount of interest paid during
the period $1,943 $2,607 $5,143 $5,600
Amount of income taxes paid
during the period (880) 496 (878) 1,532
-------------------------------------------------------------------------
Certain comparative amounts have been reclassified to conform to the
current period's presentation.
The accompanying notes are an integral part of these Interim Consolidated
Financial Statements.
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
-------------------------------------------------------------------------
Note 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
-------------------------------------------------------------------------
BASIS OF PRESENTATION
These Interim Consolidated Financial Statements have been prepared in
accordance with Canadian generally accepted accounting principles (GAAP)
and follow the same accounting policies and methods of application as the
Bank's audited Consolidated Financial Statements for the year ended
October 31, 2008, except as described in Note 1. Under GAAP, additional
disclosures are required in the annual financial statements and
accordingly, these Interim Consolidated Financial Statements should be
read in conjunction with the 2008 Consolidated Financial Statements and
the accompanying notes included on pages 92 to 135 and the shaded
sections of the 2008 Management Discussion and Analysis (MD&A) included
on pages 68 to 76 of the Bank's 2008 Annual Report. Certain disclosures
are included in the MD&A as permitted by GAAP and as discussed on pages
21 to 23 of the MD&A in this report. These disclosures are shaded in the
MD&A and form an integral part of the Interim Consolidated Financial
Statements. The Interim Consolidated Financial Statements include all
adjustments which are, in the opinion of management, necessary for a fair
presentation of the results for the periods presented.
CHANGES IN ACCOUNTING POLICIES
Alignment of Reporting Period of U.S. Entities
Effective for the quarter ended April 30, 2009, the reporting periods of
TD Banknorth Inc. (TD Banknorth) and Commerce Bancorp, Inc. (Commerce)
have been aligned with the reporting period of the Bank to eliminate the
one month lag in financial reporting. Previously, the reporting periods
of TD Banknorth and Commerce were included in the Bank's financial
statements on a one month lag. In accordance with Canadian Institute of
Chartered Accountant's (CICA) Handbook Section 1506, Accounting Changes,
this alignment is considered a change in accounting policy. Changes in
accounting policy are to be reported through retrospective application to
all prior period financial statements presented. The Bank has assessed
that the impact to the prior period consolidated financial statements is
not material and therefore, an adjustment was made to opening retained
earnings to align the reporting periods of TD Banknorth and Commerce to
that of the Bank's reporting period. Accordingly, the results of
TD Banknorth and Commerce for the three months ended April 30, 2009 have
been included with the results of the Bank for the three and six months
ended April 30, 2009, while the results of January 2009 have been
included directly in retained earnings and not included in the Interim
Consolidated Statement of Income.
Subsequent Accounting for Impaired Financial Assets
On April 29, 2009, the Bank adopted an amendment to CICA Handbook Section
3855, Financial Instruments - Recognition and Measurement. The amendment
clarified that, subsequent to the recognition of an impairment loss on a
financial asset (other than a loan), interest income on the impaired
financial asset is recognized using the rate of interest used to
determine the impairment loss. The adoption of this amendment did not
have a material impact on the financial position or the earnings of the
Bank.
Goodwill, Intangible Assets and Financial Statement Concepts
Effective November 1, 2008, the Bank adopted CICA Handbook Section 3064,
Goodwill and Intangible Assets, which clarifies that costs can be
deferred only when they relate to an item that meets the definition of an
asset, and as a result, start-up costs must be expensed as incurred. CICA
Handbook Section 1000, Financial Statement Concepts, was also amended to
provide consistency with the new standard. The adoption of these
standards did not have a material impact on the financial position or
earnings of the Bank.
Credit Risk and Fair Value
Effective November 1, 2008, the Bank adopted EIC 173, Credit Risk and the
Fair Value of Financial Assets and Financial Liabilities. The abstract
clarifies how the Bank's own credit risk and the credit risk of the
counterparty should be taken into account in determining the fair value
of financial assets and financial liabilities, including derivatives. The
new guidance did not have a material effect on the financial position or
earnings of the Bank.
FUTURE CHANGES IN ACCOUNTING POLICIES
Financial Instruments Disclosures
The CICA's Accounting Standards Board (AcSB) amended the CICA Handbook
Section 3862, Financial Instruments - Disclosures, to enhance the
disclosure requirements regarding fair value measurements and the
liquidity risk of financial instruments. The amendments will be effective
for the Bank's fiscal year ending October 31, 2009.
Conversion to International Financial Reporting Standards
The AcSB requires that all Canadian publicly accountable enterprises
adopt International Financial Reporting Standards (IFRS) for years
beginning on or after January 1, 2011. IFRS uses a conceptual framework
similar to Canadian GAAP, but there are some differences in recognition,
measurement and disclosures.
IFRS will be effective for the Bank for the fiscal 2012 year beginning on
November 1, 2011. This includes restatement of prior year comparative
fiscal 2011 financial results for interim and annual periods. Currently,
the Bank is in the planning phase of converting to IFRS. It is not yet
possible to fully determine the impact to the financial statements, as
accounting standards and their interpretations are changing. The
conversion to IFRS is a significant initiative for the Bank, for which
substantial resources are being dedicated to ensure proper
implementation.
Note 2: SECURITIES
-------------------------------------------------------------------------
Impairment of Available-for-Sale Securities
Available-for-sale securities are written down to fair value through net
income whenever it is necessary to reflect other-than-temporary
impairment. For the three and six months ended April 30, 2009, the Bank
recognized impairment losses on available-for-sale securities that were
deemed to be other-than-temporary of $98 million and $311 million,
respectively. These losses were primarily related to the Wholesale
Banking segment.
Reclassification of Certain Debt Securities
As described in more detail in Notes 1 and 2 to the Consolidated
Financial Statements for the year ended October 31, 2008, as a result of
deterioration in markets and severe dislocation in the credit market, the
Bank changed its trading strategy with respect to certain trading debt
securities and reclassified these debt securities from trading to the
available-for-sale category effective August 1, 2008 in accordance with
the Amendments to CICA Section 3855, Financial Instruments - Recognition
and Measurement and Section 3862, Financial Instruments - Disclosure.
On August 1, 2008, the fair value of debt securities reclassified from
trading to available-for-sale was $6,979 million. In addition, on the
date of reclassification, these debt securities had a weighted average
effective interest rate of 6.99% with expected recoverable cash flows, on
an undiscounted basis, of $9,732 million. The fair value of the
reclassified debt securities was $6,992 million as at April 30, 2009
(October 31, 2008 - $7,355 million). During the three and six months
ended April 30, 2009, net interest income of $108 million and
$214 million after tax, respectively (three months ended October 31, 2008
- $110 million after tax), was recorded relating to the reclassified debt
securities. For the three and six months ended April 30, 2009, the
respective increase in fair value of $236 million and $171 million after
tax (three months ended October 31, 2008 - decrease of $561 million after
tax) for these securities was recorded in other comprehensive income. Had
the Bank not reclassified these debt securities, the change in the fair
value of these debt securities would have been included as part of
trading income, the impact of which would have resulted in an increase of
net income of $236 million and $171 million after tax, respectively, for
the three and six months ended April 30, 2009 (three months ended
October 31, 2008 - reduction of $561 million after tax). Included in the
impairment losses on available-for-sale securities disclosed above,
$34 million and $85 million, for the three and six months ended April 30,
2009, respectively (three months ended October 31, 2008 - nil), related
to debt securities in the reclassified portfolio. These losses were
primarily offset by gains on credit protection held which were recorded
in other income. For the three and six months ended April 30, 2008, the
Bank recognized the change in the fair value of these debt securities in
its trading income.
Unrealized Gains and Losses on Available-for-Sale Securities
-------------------------------------------------------------------------
As at
----------------------------------------
Apr. 30, 2009
----------------------------------------
Gross Gross
Cost/ unreal- unreal-
amortized ized ized Fair
(millions of Canadian dollars) cost gains losses value
-------------------------------------------------------------------------
Government and government-
related securities
Canadian government debt
Federal $8,951 $24 $- $8,975
Provinces 298 12 - 310
U.S. Federal, state and
municipal governments
and agencies debt 16,517 148 47 16,618
Other OECD government
guaranteed debt 10,882 1 36 10,847
Mortgage-backed securities 28,758 616 636 28,738
-------------------------------------------------------------------------
65,406 801 719 65,488
-------------------------------------------------------------------------
Other debt securities
Asset-backed securities 11,180 2 430 10,752
Non-agency collateralized
mortgage obligation portfolio 9,693 - 1,479 8,214
Corporate and other debt 3,099 94 59 3,134
-------------------------------------------------------------------------
23,972 96 1,968 22,100
-------------------------------------------------------------------------
Bonds reclassified
from trading(2) 7,550 42 600 6,992
-------------------------------------------------------------------------
Equity securities(3)
Preferred shares 389 57 43 403
Common shares 1,586 309 197 1,698
-------------------------------------------------------------------------
1,975 366 240 2,101
-------------------------------------------------------------------------
Total $98,903 $1,305 $3,527 $96,681
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total carrying value $96,481
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
As at
----------------------------------------
Oct. 31, 2008(1)
----------------------------------------
Gross Gross
Cost/ unreal- unreal-
amortized ized ized Fair
(millions of Canadian dollars) cost gains losses value
-------------------------------------------------------------------------
Government and government-
related securities
Canadian government debt
Federal $10,363 $14 $2 $10,375
Provinces 231 3 1 233
U.S. Federal, state and
municipal governments
and agencies debt 5,295 12 149 5,158
Other OECD government
guaranteed debt 22 - - 22
Mortgage-backed securities 29,118 401 728 28,791
-------------------------------------------------------------------------
45,029 430 880 44,579
-------------------------------------------------------------------------
Other debt securities
Asset-backed securities 9,178 1 290 8,889
Non-agency collateralized
mortgage obligation portfolio 9,329 11 905 8,435
Corporate and other debt 2,601 1 40 2,562
-------------------------------------------------------------------------
21,108 13 1,235 19,886
-------------------------------------------------------------------------
Bonds reclassified
from trading(2) 8,219 2,154 3,018 7,355
-------------------------------------------------------------------------
Equity securities(3)
Preferred shares 452 70 22 500
Common shares 2,791 540 244 3,087
-------------------------------------------------------------------------
3,243 610 266 3,587
-------------------------------------------------------------------------
Total $77,599 $3,207 $5,399 $75,407
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total carrying value $75,121
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Certain comparative amounts have been reclassified to conform to the
current period's presentation.
(2) Includes fair value of government and government-insured securities
of $39 million (Oct. 31, 2008 - $41 million) and other debt
securities of $6,953 million (Oct. 31, 2008 - $7,314 million).
(3) Equity securities in the available-for-sale portfolio with a carrying
value of $1,576 million (Oct. 31, 2008 - $1,496 million) do not have
quoted market prices and are carried at cost. The fair value of these
equity securities was $1,776 million (Oct. 31, 2008 - $1,782 million)
and is included in the table above.
Note 3: ALLOWANCE FOR CREDIT LOSSES AND LOANS PAST DUE BUT NOT IMPAIRED
-------------------------------------------------------------------------
The Bank maintains an allowance it considers adequate to absorb all
credit-related losses in a portfolio of instruments that are both on and
off the Interim Consolidated Balance Sheet. The allowance for loan
losses, which includes allowance for deposits with banks, mortgages,
acceptances and loans other than loans designated as trading under the
fair value option, is deducted from loans on the Interim Consolidated
Balance Sheet. The allowance for credit losses for off-balance sheet
instruments, which relate to certain guarantees, letters of credit and
undrawn lines of credit, is recorded in other liabilities. The change in
the Bank's allowance for credit losses for the six months ended April 30
is shown in the following table.
Allowance for Credit Losses
-------------------------------------------------------------------------
Apr. 30, 2009 Apr. 30, 2008
------------------------------------------------------------
(millions of
Canadian Specific General Specific General
dollars) allowance allowance Total allowance allowance Total
-------------------------------------------------------------------------
Allowance for
credit losses
at beginning
of year $352 $1,184 $1,536 $203 $1,092 $1,295
Impact due to
reporting-period
alignment of
U.S. entities(1) 22 29 51 - - -
Provision for
credit losses 783 410 1,193 446 41 487
Write-offs (707) - (707) (470) - (470)
Recoveries 49 - 49 65 - 65
Foreign exchange
and other
adjustments(2) 18 38 56 11 (19) (8)
-------------------------------------------------------------------------
Allowance for
credit losses at
end of period $517 $1,661 $2,178 $255 $1,114 $1,369
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Consisting of:
Allowance for
loan losses(3) $517 $1,399 $1,916 $255 $1,114 $1,369
Allowance for
credit losses
for off-balance
sheet
instruments(3) - 262 262 - - -
-------------------------------------------------------------------------
Allowance for
credit losses at
end of period $517 $1,661 $2,178 $255 $1,114 $1,369
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) The impact due to alignment of reporting period of U.S. entities
consists of the following: provision for credit losses - $80 million;
write-offs - $35 million; recoveries - nil; and other - $6 million.
(2) Includes foreign exchange rate changes, net of losses on loan sales.
(3) Effective April 30, 2009, the allowance for credit losses for
off-balance sheet instruments is recorded in other liabilities. Prior
period balances have not been reclassified.
Loans Past Due but not Impaired
A loan is classified as past due when a borrower has failed to make a
payment by the contractual due date, taking into account the grace
period, if applicable. The grace period represents the additional time
period beyond the contractual due date during which a borrower may make
the payment without the loan being classified as past due. The grace
period varies depending on the product type and the borrower.
The table below represents loans that are past due but not impaired. With
the exception of U.S. Personal and Commercial Banking, these amounts
exclude loans that fall within the allowed grace period. U.S Personal and
Commercial Banking may grant a grace period of up to 15 days. There were
$2.2 billion as at April 30, 2009 (October 31, 2008 - $2.6 billion) of
U.S. Personal and Commercial Banking loans that were past due up to
15 days and are included in the 1-30 days category in the table below.
Loans Past Due but not Impaired
-------------------------------------------------------------------------
As at
----------------------------------------
Apr. 30, 2009
----------------------------------------
1-30 31-60 61-89
(millions of Canadian dollars) days days days Total
-------------------------------------------------------------------------
Residential mortgages $809 $342 $84 $1,235
Consumer installment and
other personal 3,546 531 173 4,250
Credit card 352 79 48 479
Business and government 2,259 318 194 2,771
-------------------------------------------------------------------------
Total $6,966 $1,270 $499 $8,735
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
As at
----------------------------------------
Oct. 31, 2008
----------------------------------------
1-30 31-60 61-89
(millions of Canadian dollars) days days days Total
-------------------------------------------------------------------------
Residential mortgages $811 $357 $64 $1,232
Consumer installment and
other personal 3,234 570 131 3,935
Credit card 381 75 41 497
Business and government 2,725 256 79 3,060
-------------------------------------------------------------------------
Total $7,151 $1,258 $315 $8,724
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Note 4: LOAN SECURITIZATIONS
-------------------------------------------------------------------------
The following tables summarize the Bank's securitization activity, for
its own assets securitized, for the three and six months ended April 30.
In most cases, the Bank retained responsibility for servicing the assets
securitized.
Securitization Activity
-------------------------------------------------------------------------
For the three months ended
--------------------------------------------------------
Apr. 30, 2009
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gross proceeds $6,585 $644 $- $- $7,229
Retained interests 290 - - - 290
Cash flows received
on retained
interests 98 17 - - 115
-------------------------------------------------------------------------
-------------------------------------------------------------------------
For the three months ended
--------------------------------------------------------
Apr. 30, 2008
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gross proceeds $2,024 $1,291 $800 $- $4,115
Retained interests 50 14 6 - 70
Cash flows received
on retained
interests 51 25 15 1 92
-------------------------------------------------------------------------
Securitization Activity
-------------------------------------------------------------------------
For the six months ended
--------------------------------------------------------
Apr. 30, 2009
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gross proceeds $14,858 $1,723 $- $- $16,581
Retained interests 566 2 - - 568
Cash flows received
on retained
interests 171 38 - 1 210
-------------------------------------------------------------------------
-------------------------------------------------------------------------
For the six months ended
--------------------------------------------------------
Apr. 30, 2008
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gross proceeds $3,914 $2,744 $1,600 $- $8,258
Retained interests 99 26 12 - 137
Cash flows received
on retained
interests 109 52 29 1 191
-------------------------------------------------------------------------
The following tables summarize the impact of securitizations on the
Bank's Interim Consolidated Statement of Income for the three and six
months ended April 30.
Securitization Gains and Income on Retained Interests
-------------------------------------------------------------------------
For the three months ended
--------------------------------------------------------
Apr. 30, 2009
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gain on sale $157 $- $- $- $157
Income on retained
interests(1) 22 5 - - 27
-------------------------------------------------------------------------
Total $179 $5 $- $- $184
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
For the three months ended
--------------------------------------------------------
Apr. 30, 2008
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gain on sale $18 $14 $6 $- $38
Income on retained
interests(1) 22 6 25 - 53
-------------------------------------------------------------------------
Total $40 $20 $31 $- $91
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Securitization Gains and Income on Retained Interests
-------------------------------------------------------------------------
For the six months ended
--------------------------------------------------------
Apr. 30, 2009
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gain on sale $179 $2 $- $- $181
Income on retained
interests(1) 50 10 - - 60
-------------------------------------------------------------------------
Total $229 $12 $- $- $241
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
For the six months ended
--------------------------------------------------------
Apr. 30, 2008
--------------------------------------------------------
Residential Credit Commercial
(millions of mortgage Personal card mortgage
Canadian dollars) loans loans loans loans Total
-------------------------------------------------------------------------
Gain on sale $23 $26 $12 $- $61
Income on retained
interests(1) 46 13 47 - 106
-------------------------------------------------------------------------
Total $69 $39 $59 $- $167
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Income on retained interests excludes income arising from changes in
fair values. Unrealized gains and losses on retained interests
arising from changes in fair value are recorded in trading income.
The key assumptions used to value the retained interests at the date of
the securitization activities are as follows:
Key Assumptions
-------------------------------------------------------------------------
2009
---------------------------------------------
Residential Credit Commercial
mortgage Personal card mortgage
loans loans loans loans
-------------------------------------------------------------------------
Prepayment rate(1) 18.6% 5.3% n/a 5.2%
Excess spread(2) 1.2 0.3 n/a 1.0
Discount rate 3.1 3.4 n/a 6.2
Expected credit losses(3) - - n/a 0.1
-------------------------------------------------------------------------
-------------------------------------------------------------------------
2008
---------------------------------------------
Residential Credit Commercial
mortgage Personal card mortgage
loans loans loans loans
-------------------------------------------------------------------------
Prepayment rate(1) 18.5% 6.1% 43.5% 8.7%
Excess spread(2) 0.9 1.1 7.1 1.0
Discount rate 5.2 5.9 6.1 7.5
Expected credit losses(3) - - 2.4 0.1
-------------------------------------------------------------------------
(1) Represents monthly payment rate for secured personal and credit card
loans.
(2) The excess spread for credit card loans reflects the net portfolio
yield, which is interest earned less funding costs and losses.
(3) There are no expected credit losses for residential mortgage loans as
the loans are government-guaranteed.
During the three months ended April 30, 2009, there were maturities of
previously securitized loans and receivables of $644 million (three
months ended April 30, 2008 - $2,591 million). Proceeds from new
securitizations were $6,585 million for the three months ended April 30,
2009 (three months ended April 30, 2008 - $1,524 million). During the six
months ended April 30, 2009, there were maturities of previously
securitized loans and receivables of $1,723 million (six months ended
April 30, 2008 - $4,844 million). Proceeds from new securitizations were
$14,858 million for the six months ended April 30, 2009 (six months ended
April 30, 2008 - $3,414 million).
Note 5: LIABILITY FOR PREFERRED SHARES
-------------------------------------------------------------------------
The Bank's liability for preferred shares is as follows:
Preferred Shares
-------------------------------------------------------------------------
As at
---------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009 2008
-------------------------------------------------------------------------
Preferred shares issued by the Bank
(thousands of shares):
Class A - 14,000 Series M $350 $350
Class A - 8,000 Series N 200 200
-------------------------------------------------------------------------
Total liability for preferred shares $550 $550
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Note 6: CAPITAL TRUST SECURITIES
-------------------------------------------------------------------------
The following table summarizes the Capital Trust Securities issued by
the Trusts that were established by the Bank.
Capital Trust Securities
-------------------------------------------------------------------------
As at
---------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009 2008
-------------------------------------------------------------------------
Trust units issued by TD Capital Trust
(thousands of units)
900 Capital Trust Securities - Series 2009(1) $900 $894
Trust units issued by TD Capital Trust II(2)
(thousands of units)
350 TD Capital Trust II Securities - Series 2012-1 350 350
Trust units issued by TD Capital Trust III
(thousands of units)
1,000 TD Capital Trust III Securities - Series 2008(3) 990 990
Debt issued by TD Capital Trust IV(2)
(thousands of units)
550 TD Capital Trust IV Notes - Series 1 550 -
450 TD Capital Trust IV Notes - Series 2 450 -
-------------------------------------------------------------------------
(1) Included in liability for Capital Trust Securities on the Interim
Consolidated Balance Sheet.
(2) Trust II & Trust IV are variable interest entities. As the Bank is
not the primary beneficiary of the trusts, the Bank does not
consolidate them. The senior deposit notes that were issued to
Trust II & Trust IV are reflected in deposits on the Interim
Consolidated Balance Sheet.
(3) Included in non-controlling interest in subsidiaries on the Interim
Consolidated Balance Sheet. See Note 7.
TD Capital IV Notes
On January 26, 2009, TD Capital Trust IV (Trust IV), a trust established
under the laws of the Province of Ontario, issued $550,000,000 of 9.523%
TD Capital Trust IV Notes - Series 1 due June 30, 2108 (TD CaTS IV -
Series 1) and $450,000,000 of 10.00% TD Capital Trust IV Notes - Series 2
due June 30, 2108 (TD CaTS IV - Series 2) (collectively, the TD CaTS IV
Notes). The proceeds from the issuance were invested in Bank deposits. TD
CaTS IV Notes qualify as Tier 1 capital of the Bank.
TD CaTS IV - Series 1 will pay interest, at a rate of 9.523%, in equal
semi-annual instalments on June 30 and December 31 of each year until
June 30, 2019. Starting on June 30, 2019 and on every fifth anniversary
thereafter until June 30, 2104 (Series 1 Interest Reset Date), the
interest rate on the TD CaTS IV - Series 1 will reset to equal the
Government of Canada (GOC) yield plus 10.125%. TD CaTS IV - Series 2 will
pay interest, at a rate of 10.00%, in equal semi-annual instalments on
June 30 and December 31 of each year until June 30, 2039. Starting on
June 30, 2039 and on every fifth anniversary thereafter until June 30,
2104 (Series 2 Interest Reset Date), the interest rate on the TD CaTS IV
- Series 2 will reset to equal the GOC yield plus 9.735%.
On or after June 30, 2014, the Trust may redeem the TD CaTS IV - Series
1, subject to regulatory consent, for a price per $1,000 principal amount
of TD CaTS IV - Series 1 redeemed (a) on any day that is not a Series 1
Interest Reset Date equal to the greater of par and a price calculated to
provide an annual yield equal to the yield of a GOC bond maturing on the
next Series 1 Interest Reset Date plus (i) 1.6875% if the redemption date
is prior to June 30, 2019 or (ii) 3.375% if the redemption date is on or
after June 30, 2019 or (b) on a Series 1 Interest Reset Date equal to
par, together in each case with accrued and unpaid interest. On or after
June 30, 2014, the Trust may redeem the TD CaTS IV - Series 2, subject to
regulatory consent, for a price per $1,000 principal amount of TD CaTS IV
- Series 2 redeemed (a) on any day that is not a Series 2 Interest Reset
Date equal to the greater of par and a price calculated to provide an
annual yield equal to the yield of a GOC bond maturing on the next Series
2 Interest Reset Date plus (i) 1.62% if the redemption date is prior to
June 30, 2039 or (ii) 3.24% if the redemption date is on or after
June 30, 2039 or (b) on a Series 2 Interest Reset Date equal to par,
together in each case with accrued and unpaid interest.
Holders of TD CaTS IV Notes may, in certain circumstances, be required to
invest interest paid on the TD CaTS IV Notes in non-cumulative Class A
First Preferred Shares of the Bank. In addition, in certain
circumstances, the TD CaTS IV Notes will be exchanged automatically,
without the consent of the holders, for non-cumulative Class A First
Preferred Shares, Series A10 of the Bank.
Note 7: NON-CONTROLLING INTERESTS IN SUBSIDIARIES
-------------------------------------------------------------------------
As at
---------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009 2008
-------------------------------------------------------------------------
REIT preferred stock, Series A $586 $523
TD Capital Trust III Securities - Series 2008 990 990
Other 45 47
-------------------------------------------------------------------------
Total non-controlling interests in subsidiaries $1,621 $1,560
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Note 8: SHARE CAPITAL
-------------------------------------------------------------------------
Shares Issued and Outstanding
-------------------------------------------------------------------------
Apr. 30, 2009 Apr. 30, 2008
-----------------------------------------
(millions of shares and Number of Number of
millions of Canadian dollars) shares Amount shares Amount
-------------------------------------------------------------------------
Common shares:
Balance at beginning of year 810.1 $13,241 717.8 $6,577
Issued on exercise of stock
options 0.8 45 1.4 71
Issued as a result of
dividend reinvestment plan 4.9 208 0.6 43
Issued for cash 34.9 1,381 - -
Issued on the acquisition
of Commerce - - 83.3 6,147
Impact of shares acquired
for trading purposes(1) (0.1) - (0.2) (20)
-------------------------------------------------------------------------
Balance at end of period -
common shares 850.6 $14,875 802.9 $12,818
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Preferred shares (Class A):
Series O 17.0 $425 17.0 $425
Series P 10.0 250 10.0 250
Series Q 8.0 200 8.0 200
Series R 10.0 250 10.0 250
Series S 10.0 250 - -
Series Y 10.0 250 - -
Series AA 10.0 250 - -
Series AC 8.8 220 - -
Series AE 12.0 300 - -
Series AG 15.0 375 - -
Series AI 11.0 275 - -
Series AK 14.0 350 - -
-------------------------------------------------------------------------
Balance at end of period -
preferred shares 135.8 $3,395 45.0 $1,125
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Purchased by subsidiaries of the Bank, which are regulated securities
entities in accordance with Regulation 92-313 under the Bank Act.
COMMON SHARES
On December 5, 2008, the Bank issued 35 million common shares for gross
cash consideration of $1.4 billion. The common share issue qualifies as
Tier 1 capital of the Bank.
PREFERRED SHARES
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 consideration 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. The Series AC shares
qualify as Tier 1 capital of the Bank.
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 consideration 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. The Series AE
shares qualify as Tier 1 capital of the Bank.
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 consideration 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. The Series AG
shares qualify as Tier 1 capital of the Bank.
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. The Series AI shares qualify as
Tier 1 capital of the Bank.
5-Year Rate Reset Preferred Shares, Series AK
On April 3, 2009, the Bank issued 14 million non-cumulative 5-Year Rate
Reset Preferred Shares, Series AK for gross cash consideration of
$350 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 April 3, 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 4.33%. Holders of the Series AK
shares will have the right to convert their shares into non-cumulative
Floating Rate Class A Preferred Shares, Series AL, subject to certain
conditions, on July 31, 2014, and on July 31 every five years thereafter
and vice versa. The Series AK 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. The Series AK shares qualify as
Tier 1 capital of the Bank.
Note 9: REGULATORY CAPITAL
-------------------------------------------------------------------------
The Bank manages its capital under guidelines established by the Office
of the Superintendent of Financial Institutions Canada (OSFI). The
regulatory capital guidelines measure capital in relation to credit,
market and operational risks. The Bank has various capital policies,
procedures and controls which it utilizes to achieve its goals and
objectives. Effective April 30, 2009 for accounting purposes, and
effective October 31, 2008 for regulatory reporting purposes, the
reporting period of the U.S. entities was aligned with the rest of the
Bank. Prior to April 30, 2009 and October 31, 2008, the Bank's financial
statements and regulatory capital, respectively, were calculated
incorporating TD Banknorth and Commerce on a one month lag.
During the six months ended April 30, 2009, the Bank complied with the
OSFI guideline related to capital ratios and the assets-to-capital
multiple. This guideline is based on the "International Convergence of
Capital Measurement and Capital Standards - A Revised Framework" (Basel
II) issued by the Basel Committee on Banking Supervision. Effective
November 1, 2008, substantial investments held prior to January 1, 2007,
which were previously deducted from Tier 2 capital, are deducted 50% from
Tier 1 capital and 50% from Tier 2 capital. Insurance subsidiaries
continue to be deconsolidated and reported as a deduction from Tier 2
capital.
The Bank's regulatory capital position was as follows:
As at
------------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009 2008
-------------------------------------------------------------------------
Tier 1 capital $21,778 $20,679
Tier 1 capital ratio(1) 10.9% 9.8%
Total capital(2) $28,216 $25,348
Total capital ratio(3) 14.1% 12.0%
Assets-to-capital multiple(4) 17.1 19.3
-------------------------------------------------------------------------
(1) Tier 1 capital ratio is calculated as Tier 1 capital divided by risk-
weighted assets (RWA).
(2) Total capital includes Tier 1 and Tier 2 capital.
(3) Total capital ratio is calculated as Total capital divided by RWA.
(4) The assets-to-capital multiple is calculated as total assets plus
off-balance sheet credit instruments, such as certain letters of
credit and guarantees, less investments in associated corporations,
goodwill and net intangibles, divided by Total adjusted capital.
OSFI's target Tier 1 and Total capital ratios for Canadian banks are 7%
and 10%, respectively.
Note 10: ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
-------------------------------------------------------------------------
The following table summarizes the Bank's accumulated other comprehensive
income (loss), net of income taxes, as at April 30:
Accumulated Other Comprehensive Income (Loss), Net of Income Taxes
-------------------------------------------------------------------------
As at
-------------------------
Apr. 30 Oct. 31
(millions of Canadian dollars) 2009(1) 2008
-------------------------------------------------------------------------
Unrealized loss on available-for-sale securities,
net of hedging activities $(1,376) $(1,409)
Unrealized foreign currency translation gain (loss)
on investments in subsidiaries, net of hedging
activities 1,462 (1,633)
Gain on derivatives designated as cash flow hedges 2,882 1,393
-------------------------------------------------------------------------
Accumulated other comprehensive income (loss) balance
as at end of period $2,968 $(1,649)
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) This included the impact of other comprehensive income of U.S.
entities for January 2009, as explained in Note 1, and consists of
the following: unrealized gains on available-for-sale securities, net
of hedging activities - $199 million; unrealized foreign currency
translation gains on investments in subsidiaries, net of hedging
activities - $166 million; and losses on derivatives designated as
cash flow hedges - $(36) million.
Note 11: STOCK-BASED COMPENSATION
-------------------------------------------------------------------------
For the three and six months ended April 30, 2009, the Bank recognized
compensation expense for stock option awards of $11 million and
$17 million, respectively (three and six months ended April 30, 2008 -
$6 million and $11 million, respectively).
During the three months ended April 30, 2009, 0.6 million (three months
ended April 30, 2008 - nil) options were granted by the Bank with a
weighted average fair value of $6.85 per option (three months ended April
30, 2008 - n/a). During the six months ended April 30, 2009, 4 million
(six months ended April 30, 2008 - 2 million) options were granted by the
Bank with a weighted average fair value of $7.62 per option (six months
ended April 30, 2008 - $10.80 per option).
The fair value of options granted was estimated at the date of grant
using a binomial tree-based valuation model. The following assumptions
were used:
For the six months ended
-----------------------------
Apr. 30 Apr. 30
2009 2008
-------------------------------------------------------------------------
Risk-free interest rate 2.2% 3.8%
Expected option life 5.6 years 5.5 years
Expected volatility 23.9% 15.9%
Expected dividend yield 3.00% 2.85%
-------------------------------------------------------------------------
Note 12: EMPLOYEE FUTURE BENEFITS
-------------------------------------------------------------------------
The expenses for the Bank's pension plans and principal non-pension post-
retirement benefit plan are as follows:
Principal Pension Plan Pension Expense
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Elements of pension plan expense
before adjustments to recognize
the long term nature of the cost:
Service cost - benefits earned $12 $21 $32 $37
Interest cost on projected
benefit obligation 34 33 70 63
Actual return on plan assets 83 110 410 107
Plan amendments - - - 7
Adjustments to recognize the
long-term nature of plan cost:
Difference between costs arising
in the period and costs
recognized in the period
in respect of:
Return on plan assets(1) (114) (148) (478) (183)
Actuarial losses(2) 2 5 5 5
Plan amendments(3) 6 2 11 (2)
-------------------------------------------------------------------------
Total $23 $23 $50 $34
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) For the three months ended April 30, 2009, includes expected return
on plan assets of $31 million (three months ended April 30, 2008 -
$38 million) less actual return on plan assets of $(83) million
(three months ended April 30, 2008 - $(110) million). For the six
months ended April 30, 2009, includes expected return on plan assets
of $68 million (six months ended April 30, 2008 - $76 million) less
actual return on plan assets of $(410) million (six months ended
April 30, 2008 - $(107) million).
(2) For the three months ended April 30, 2009, includes loss recognized
of $2 million (three months ended April 30, 2008 - $5 million) less
actuarial losses on projected benefit obligation of nil (three months
ended April 30, 2008 - nil). For the six months ended April 30, 2009,
includes loss recognized of $5 million (six months ended April 30,
2008 - $5 million) less actuarial losses on projected benefit
obligation of nil (six months ended April 30, 2008 - nil).
(3) For the three months ended April 30, 2009, includes amortization of
costs for plan amendments of $6 million (three months ended April 30,
2008 - $2 million) less actual cost amendments of nil (three months
ended April 30, 2008 - nil). For the six months ended April 30, 2009,
includes amortization of costs for plan amendments of $11 million
(six months ended April 30, 2008 - $5 million) less actual cost
amendments of nil (six months ended April 30, 2008 - $7 million).
Other Pension Plans' Expense
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
CT defined benefit pension plan $1 $1 $2 $2
TD Banknorth defined benefit
pension plan(1) 3 1 5 -
Supplemental employee
retirement plans 7 8 16 16
-------------------------------------------------------------------------
Total $11 $10 $23 $18
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) TD Banknorth defined benefit plan was frozen as of December 31, 2008,
and no service credits can be earned after that date.
Principal Non-Pension Post-Retirement Benefit Plan Expense
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Elements of non-pension plan
expense before adjustments
to recognize the long-term
nature of the cost:
Service cost - benefits
earned $2 $3 $4 $6
Interest cost on projected
benefit obligation 5 5 10 11
Adjustments to recognize the
long-term nature of plan cost:
Difference between costs
arising in the period and
costs recognized in the
period in respect of:
Actuarial losses - 2 - 3
Plan amendments (2) (2) (3) (3)
-------------------------------------------------------------------------
Total $5 $8 $11 $17
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Cash Flows
The Bank's contributions to its pension plans and its principal non-
pension post-retirement benefit plan are as follows:
Plan Contributions
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Principal pension plan $28 $18 $49 $37
Supplemental employee
retirement plans 3 3 6 7
Non-pension post-retirement
benefit plan 2 2 4 4
-------------------------------------------------------------------------
Total $33 $23 $59 $48
-------------------------------------------------------------------------
-------------------------------------------------------------------------
As at April 30, 2009, the Bank expects to contribute an additional $142
million to its principal pension plan, nil to its CT defined benefit
pension plan, nil to its TD Banknorth defined benefit pension plan, $5
million to its supplemental employee retirement plans and $5 million to
its non-pension post-retirement benefit plan by the end of the year.
However, future contribution amounts may change upon the Bank's review of
the current contribution levels during the year.
Note 13: EARNINGS PER SHARE
-------------------------------------------------------------------------
The Bank's basic and diluted earnings per share at April 30 are as
follows:
Basic and Diluted Earnings per Share
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
2009 2008 2009 2008
-------------------------------------------------------------------------
Basic earnings per share
Net income available to
common shareholders ($ millions) $577 $841 $1,260 $1,803
Average number of common shares
outstanding (millions) 848.8 747.7 840.6 732.9
Basic earnings per share ($) $0.68 $1.12 $1.50 $2.46
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Diluted earnings per share
Net income available to
common shareholders ($ millions) $577 $841 $1,260 $1,803
-------------------------------------------------------------------------
Average number of common shares
outstanding (millions) 848.8 747.7 840.6 732.9
Stock options potentially
exercisable as determined
under the treasury stock
method(1)(millions) 1.0 6.0 1.3 6.1
-------------------------------------------------------------------------
Average number of common shares
outstanding - diluted (millions) 849.8 753.7 841.9 739.0
-------------------------------------------------------------------------
Diluted earnings per share(1) ($) $0.68 $1.12 $1.50 $2.44
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) For the six months ended April 30, 2009, the computation of diluted
earnings per share excluded weighted-average options outstanding of
18.8 million with a weighted-average exercise price of $63.79 as the
option price was greater than the average market price of the Bank's
common shares. For the six months ended April 30, 2008, the
computation of diluted earnings per share excluded weighted-average
options outstanding of 3.4 million with a weighted-average exercise
price of $69.49 as the option price was greater than the average
market price of the Bank's common shares.
Note 14: SEGMENTED INFORMATION
-------------------------------------------------------------------------
The Bank's operations and activities are organized around the following
operating business segments: Canadian Personal and Commercial Banking,
Wealth Management, U.S. Personal and Commercial Banking and Wholesale
Banking. Results for these segments for the three and six months ended
April 30 are presented in the following tables:
Results by Business Segment
-------------------------------------------------------------------------
U.S.
Canadian Personal Personal and
(millions of and Commercial Wealth Commercial
Canadian dollars) Banking(1) Management(1) Banking(1)(2)(3)
-------------------------------------------------------------------------
Apr. Apr. Apr. Apr. Apr. Apr.
For the three 30 30 30 30 30 30
months ended 2009 2008 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $1,536 $1,402 $63 $82 $1,002 $309
Other income 740 732 465 476 279 166
-------------------------------------------------------------------------
Total revenue 2,276 2,134 528 558 1,281 475
Provision for
(reversal of)
credit losses 286 191 - - 201 46
Non-interest expenses 1,143 1,095 414 387 823 294
-------------------------------------------------------------------------
Income (loss) before
income taxes 847 848 114 171 257 135
Provision for
(recovery of)
income taxes 258 266 36 56 26 35
Non-controlling
interests in
subsidiaries, net of
income taxes - - - - - -
Equity in net income
of an associated
company, net of
income taxes - - 48 67 - -
-------------------------------------------------------------------------
Net income (loss) $589 $582 $126 $182 $231 $100
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total assets
(billions of Canadian
dollars)
- balance sheet $172.5 $159.9 $18.9 $15.6 $150.6 $120.7
- securitized 52.3 42.0 - - - -
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(millions of Wholesale
Canadian dollars) Banking(4) Corporate(4) Total
-------------------------------------------------------------------------
Apr. Apr. Apr. Apr. Apr. Apr.
For the three 30 30 30 30 30 30
months ended 2009 2008 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $662 $314 $(323) $(249) $2,940 $1,858
Other income (42) 114 (57) 42 1,385 1,530
-------------------------------------------------------------------------
Total revenue 620 428 (380) (207) 4,325 3,388
Provision for
(reversal of)
credit losses 59 10 110 (15) 656 232
Non-interest expenses 356 291 315 139 3,051 2,206
-------------------------------------------------------------------------
Income (loss) before
income taxes 205 127 (805) (331) 618 950
Provision for
(recovery of)
income taxes 32 34 (317) (231) 35 160
Non-controlling
interests in
subsidiaries, net of
income taxes - - 28 9 28 9
Equity in net income
of an associated
company, net of
income taxes - - 15 4 63 71
-------------------------------------------------------------------------
Net income (loss) $173 $93 $(501) $(105) $618 $852
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Total assets
(billions of Canadian
dollars)
- balance sheet $192.1 $186.5 $40.8 $20.9 $574.9 $503.6
- securitized 3.6 3.0 (13.6) (15.0) 42.3 30.0
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Results by Business Segment
-------------------------------------------------------------------------
U.S.
Canadian Personal Personal and
(millions of and Commercial Wealth Commercial
Canadian dollars) Banking(1) Management(1) Banking(1)(2)(3)
-------------------------------------------------------------------------
Apr. Apr. Apr. Apr. Apr. Apr.
For the six 30 30 30 30 30 30
months ended 2009 2008 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $3,030 $2,816 $138 $170 $1,894 $621
Other income 1,538 1,465 918 958 581 306
-------------------------------------------------------------------------
Total revenue 4,568 4,281 1,056 1,128 2,475 927
Provision for
(reversal of)
credit losses 552 363 - - 340 72
Non-interest expenses 2,329 2,191 833 766 1,624 532
-------------------------------------------------------------------------
Income (loss) before
income taxes 1,687 1,727 223 362 511 323
Provision for
(recovery of)
income taxes 514 547 70 119 40 96
Non-controlling interests
in subsidiaries, net
of income taxes - - - - - -
Equity in net income
of an associated
company, net of
income taxes - - 125 155 - -
-------------------------------------------------------------------------
Net income (loss) $1,173 $1,180 $278 $398 $471 $227
-------------------------------------------------------------------------
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(millions of Wholesale
Canadian dollars) Banking(4) Corporate(4) Total
-------------------------------------------------------------------------
Apr. Apr. Apr. Apr. Apr. Apr.
For the six 30 30 30 30 30 30
months ended 2009 2008 2009 2008 2009 2008
-------------------------------------------------------------------------
Net interest income $1,382 $506 $(776) $(467) $5,668 $3,646
Other income 77 530 (307) 87 2,807 3,346
-------------------------------------------------------------------------
Total revenue 1,459 1,036 (1,083) (380) 8,475 6,992
Provision for
(reversal of)
credit losses 125 66 176 (14) 1,193 487
Non-interest expenses 744 612 541 333 6,071 4,434
-------------------------------------------------------------------------
Income (loss) before
income taxes 590 358 (1,800) (699) 1,211 2,071
Provision for
(recovery of)
income taxes 152 102 (799) (469) (23) 395
Non-controlling interests
in subsidiaries, net
of income taxes - - 56 17 56 17
Equity in net income
of an associated
company, net of
income taxes - - 27 8 152 163
-------------------------------------------------------------------------
Net income (loss) $438 $256 $(1,030) $(239) $1,330 $1,822
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) Effective the third quarter ended July 31, 2008, the Bank transferred
the U.S. insurance and credit card businesses to the Canadian
Personal and Commercial Banking segment, and the U.S. wealth
management businesses to the Wealth Management segment for management
reporting purposes. Prior periods have not been reclassified as the
impact was not material to segment results.
(2) Commencing the third quarter ended July 31, 2008, the results of U.S.
Personal and Commercial Banking segment include Commerce. For
details, see Note 31 to the 2008 Annual Report.
(3) As explained in Note 1, effective the three months ended April 30,
2009, as a result of the alignment of reporting period of the U.S.
entities, TD Banknorth and Commerce are consolidated using the same
period as the Bank.
(4) The taxable equivalent basis increase to net interest income and
provision for income taxes, reflected in the Wholesale Banking
segment results, is reversed in the Corporate segment.
Note 15: HEDGE ACCOUNTING
-------------------------------------------------------------------------
Hedge accounting results were as follows:
Hedge Accounting Results
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Fair value hedges
Gain arising from hedge
ineffectiveness $2.7 $1.7 $19.8 $8.6
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Cash flow hedges
(Loss) gain arising from hedge
ineffectiveness $(4.7) $1.7 $(4.6) $1.4
-------------------------------------------------------------------------
-------------------------------------------------------------------------
Portions of derivative gains (losses) that were excluded from the
assessment of hedge effectiveness for fair value and cash flow hedging
activities and the change in fair value related to these portions in each
period are included in the Interim Consolidated Statement of Income. The
effect of this exclusion was not significant for the three and six months
ended April 30, 2009.
During the six months ended April 30, 2009, there were no firm
commitments that no longer qualified as hedges.
Over the next twelve months, the Bank expects approximately $1.5
billion in net gains reported in other comprehensive income as at April
30, 2009 to be reclassified to net income. The maximum length of time
over which the Bank is hedging its exposure to the variability in future
cash flows from anticipated transactions is 30 years. During the six
months ended April 30, 2009, there were no forecasted transactions that
failed to occur.
Note 16: RESTRUCTURING AND INTEGRATION CHARGES
-------------------------------------------------------------------------
As a result of the acquisition of Commerce and related restructuring and
integration initiatives undertaken, the Bank incurred integration charges
of $77 million and $79 million during the three months ended April 30,
2009 and January 31, 2009, respectively. Integration charges consisted of
costs related to resources dedicated to the integration, employee
retention, external professional consulting charges, marketing (including
customer communication and rebranding) and integration related travel
costs. In the Interim Consolidated Statement of Income, the integration
charges are included in other non-interest expenses.
For the three months ended January 31, 2009, the Bank incurred $27
million of restructuring charges. Restructuring charges consisted of
estimated lease termination costs for approximately 50 legacy TD
Banknorth branches that were closed and consolidated with nearby branches
in connection with the Commerce merger. In the Interim Consolidated
Statement of Income, the restructuring charges are included in
restructuring costs. No restructuring charges were recorded in the three
months ended April 30, 2009. As at April 30 2009, the remaining balance
of the restructuring liability related to the acquisition of Commerce was
$36 million. Restructuring and integration charges included in the
Interim Consolidated Statement of Income are presented in the following
table:
Commerce Restructuring and Integration Charges
-------------------------------------------------------------------------
For the three For the six
months ended months ended
---------------------------------------
Apr. 30 Apr. 30 Apr. 30 Apr. 30
(millions of Canadian dollars) 2009 2008 2009 2008
-------------------------------------------------------------------------
Restructuring costs $- $48 $27 $48
Integration charges(1) 77 - 156 -
-------------------------------------------------------------------------
-------------------------------------------------------------------------
(1) These amounts do not include integration charges of $25 million
booked directly to retained earnings as a result of the alignment of
reporting period of U.S. entities, as explained in Note 1.
Note 17: OTHER NON-INTEREST EXPENSES
-------------------------------------------------------------------------
Other non-interest expenses include a charge for settlement of TD
Banknorth shareholder litigation. Upon the announcement of the
privatization of TD Banknorth in November 2006, certain minority
shareholders of TD Banknorth initiated class action litigation alleging
various claims against the Bank, TD Banknorth and TD Banknorth officers
and directors. The parties agreed to settle the litigation in February
2009 for $61.3 million (US$50 million) of which $3.7 million (US$3
million) had been previously accrued on privatization. A settlement
approval hearing with the Court of Chancery in Delaware is scheduled for
June 2009.
Note 18: ACQUISITIONS AND DISPOSITIONS
-------------------------------------------------------------------------
Commerce Bancorp, Inc.
During the period from February 1, 2009 to April 30, 2009, goodwill
increased by $36 million to $6,274 million primarily due to the
establishment of a valuation allowance on future income tax assets
related to certain securities and the completion of the valuation of the
loan portfolio and a corresponding future income tax liability. The
purchase price allocation, including the valuation of the assets and
liabilities, is now complete.
TD AMERITRADE Holding Corporation
As at April 30, 2009, the Bank's reported investment in TD AMERITRADE
Holding Corporation (TD Ameritrade) was 47.5% of the issued and
outstanding shares of TD Ameritrade.
On February 18, 2009, TD Ameritrade announced a common stock repurchase
program for an aggregate 34 million shares from its second largest
shareholder. As a result of TD Ameritrade's repurchase activity, the
Bank's ownership position in TD Ameritrade increased to 47.5% as at April
30, 2009 from 44.9% as at January 31, 2009. This level of ownership
interest is expected to be temporary as TD Ameritrade has announced that
it plans to issue shares in connection with its acquisition of
thinkorswim Group Inc. Upon completion of the issuance, the Bank will
conduct additional sales as required to bring the ownership interest
under the cap of 45% under the Stockholders' Agreement.
On March 2, 2009, the Bank took delivery of 27 million shares in
settlement of its amended hedging arrangement with Lillooet Limited
(Lillooet) at a hedged cost to the Bank of US$515 million. As Lillooet
was consolidated in the Bank's consolidated financial statements, the
replacement of the amended hedge arrangement with the direct ownership of
the 27 million shares had no material impact on the Bank.
Note 19: RISK MANAGEMENT
-------------------------------------------------------------------------
The risk management policies and procedures of the Bank are provided in
the MD&A. The shaded sections of the Managing Risk section, included on
pages 21 to 23 of the MD&A, relating to credit, market and liquidity
risks are an integral part of the Interim Consolidated Financial
Statements. For a complete discussion of our risk management policies and
procedures refer to the shaded sections presented on pages 68 to 76 of
the Bank's 2008 Annual Report.
Note 20: SUBSEQUENT EVENTS
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FDIC Restoration Plan Charge
On May 22, 2009, the Federal Deposit Insurance Corporation (FDIC), in the
U.S., finalized a five basis points special assessment charge based on
total assets less Tier 1 capital of an institution insured under the FDIC
program as at June 30, 2009. The special assessment charge, of
approximately US$50 million, is payable by the Bank on September 30,
2009. The final rule adopted also provides the FDIC authority to charge
similar special assessments on December 31, 2009 and March 31, 2010, if
needed, subject to additional FDIC Board approval at that time.
SHAREHOLDER AND INVESTOR INFORMATION
Shareholder Services
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If you: And your inquiry Please contact:
relates to:
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Are a registered Missing dividends, Transfer Agent:
shareholder (your lost share certifi- CIBC Mellon Trust
name appears on your cates, estate ques- Company
TD share certificate) tions, address changes P.O. Box 7010
to the share register, Adelaide Street Postal
dividend bank account Station
changes, the dividend Toronto, Ontario
reinvestment plan, to M5C 2W9
eliminate duplicate 416-643-5500
mailings of share- or toll-free at
holder materials, or 1-800-387-0825
to stop (and resume) inquiries@
receiving Annual and cibcmellon.com or
Quarterly Reports. www.cibcmellon.com
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Hold your TD shares Missing dividends, Co-Transfer Agent and
through the Direct lost share certifi- Registrar:
Registration System in cates, estate ques- BNY Mellon Shareowner
the United States tions, address changes Services
to the share register, P.O. Box 358015
to eliminate duplicate Pittsburgh,
mailings of share- Pennsylvania 15252-8015
holder materials, or or 480 Washington
to stop (and resume) Boulevard
receiving Annual and Jersey City, New Jersey
Quarterly Reports. 07310
1-866-233-4836
TDD for hearing
impaired:
1-800-231-5469
Foreign shareholders:
201-680-6578
TDD foreign share-
holders: 201-680-6610
www.bnymellon.com/
shareowner
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Beneficially own TD Your TD shares, Your intermediary
shares that are held including questions
in the name of an regarding the dividend
intermediary, such as reinvestment plan and
a bank, a trust mailings of share-
company, a securities holder materials
broker or other
nominee
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For all other shareholder inquiries, please contact TD Shareholder
Relations at 416-944-6367 or 1-866-756-8936 or email tdshinfo@td.com.
Please note that by leaving us an e-mail or voicemail message you are
providing your consent for us to forward your inquiry to the appropriate
party for response.
General Information
Contact Corporate & Public Affairs:
(416) 982-8578
Products and services: Contact TD Canada Trust, 24 hours a day, seven
days a week:
1-866-567-8888
French: 1-866-233-2323
Cantonese/Mandarin: 1-800-328-3698
Telephone device for the deaf: 1-800-361-1180
Internet website: http://www.td.com
Internet e-mail: customer.service@td.com
Quarterly Earnings Conference Call
TD Bank Financial Group will host an earnings conference call on May 28,
2009. The call will be webcast live via TDBFG's website at 3 p.m. ET. The
call and webcast will feature presentations by TDBFG executives on the
Bank's financial results for the second quarter, followed by a question-
and-answer period with analysts. The presentation material referenced
during the call will be available on the TDBFG website at
http://www.td.com/investor/earnings.jsp on May 28, 2009, before 12 p.m.
ET. A listen-only telephone line is available at 416-644-3416 or 1-800-
732-9307 (toll free).
The webcast and presentations will be archived at
http://www.td.com/investor/calendar_arch.jsp. Replay of the
teleconference will be available from 6 p.m. ET on May 28, 2009, until
June 29, 2009, by calling 416-640-1917 or 1-877-289-8525 (toll free). The
passcode is 21305246 followed by the number sign.
About TD Bank Financial Group
The Toronto-Dominion Bank and its subsidiaries are collectively known as
TD Bank Financial Group. TD Bank Financial Group is the sixth largest
bank in North America by branches and serves approximately 17 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 Insurance; Wealth Management,
including TD Waterhouse and an investment in TD Ameritrade; U.S. Personal
and Commercial Banking through TD Banknorth and TD Bank, America's Most
Convenient Bank; and Wholesale Banking, including TD Securities. TD Bank
Financial Group also ranks among the world's leading online financial
services firms, with more than 5.5 million online customers. TD Bank
Financial Group had $575 billion in assets on April 30, 2009. The
Toronto-Dominion Bank trades under the symbol "TD" on the Toronto and New
York Stock Exchanges.
For further information: Tim Thompson, Senior Vice President, Investor Relations, (416) 308-9030; Nick Petter, Manager, Media Relations, (416) 308-1861
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