TORONTO, March 4 /CNW/ - The Toronto-Dominion Bank (TDBFG) today
announced that a group of underwriters led by TD Securities Inc. has exercised
its option in full to purchase an additional 3 million non-cumulative 5-Year
Rate Reset Class A Preferred Shares, Series AI (the Series AI Shares) carrying
a face value of $25.00 per share. This brings the total issue announced on
February 25, 2009, and expected to close March 6, 2009, to 11 million shares
and gross proceeds raised under the offering to $275 million. TDBFG has filed
in Canada a prospectus supplement to its September 29, 2008 short form base
shelf prospectus in respect of this issue.
    The Series AI Shares will yield 6.25% annually, payable quarterly, as and
when declared by the Board of Directors of TDBFG, for the initial period
ending July 31, 2014. Thereafter, the dividend rate will reset every five
years at a level of 4.15% over the then five-year Government of Canada bond
yield.
    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
(the Series AJ Shares), subject to certain conditions, on July 31, 2014, and
on July 31st every five years thereafter. Holders of the Series AJ Shares will
be entitled to receive quarterly floating dividends, as and when declared by
the Board of Directors of TDBFG, equal to the three-month Government of Canada
Treasury bill yield plus 4.15%.
    The offering is anticipated to qualify as Tier 1 capital for TDBFG. The
Series AI Shares will commence trading, as of the closing date, on the Toronto
Stock Exchange under the ticker symbol TD.PR.I.
    The Series AI Shares and Series AJ Shares have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements. This press release shall not
constitute an offer to sell securities in the United States.

    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 CDN$585 billion in
assets on January 31, 2009. The Toronto-Dominion Bank trades under the symbol
"TD" on the Toronto and New York Stock Exchanges.

For further information: Nick Petter, Media Relations, (416) 308-1861