TD Bank Group (NYSE: TD) to issue SGD 350M NVCC Tier 2 notes
Rhea-AI Filing Summary
The Toronto-Dominion Bank announced the pricing of a public offering of SGD 350 million Fixed Rate Reset Callable Subordinated Notes (Non-Viability Contingent Capital (NVCC)), constituting subordinated indebtedness of the bank. The notes carry a fixed coupon of 3.125% per annum, paid semi-annually, until August 5, 2031, and thereafter pay the 5-year SORA-OIS rate plus 1.048% semi-annually until maturity on August 5, 2036.
TD may, with prior approval of the Superintendent of Financial Institutions (Canada), redeem the notes at par plus accrued interest on August 5, 2031, in whole but not in part. Net proceeds will be used for general corporate purposes, which may include redeeming outstanding capital securities or repaying other liabilities. The notes are expected to qualify as Tier 2 capital for regulatory purposes and are managed by DBS Bank Ltd., OCBC and TD Securities. The securities are not registered under the U.S. Securities Act of 1933 and are not being offered in the United States.
Positive
- None.
Negative
- None.
Key Figures
Notes principal amount: SGD 350 million
Initial fixed coupon: 3.125% per annum
Reset spread over SORA-OIS: 5-year SORA-OIS + 1.048%
+5 more
8 metrics
Notes principal amount
SGD 350 million
Public offering of Fixed Rate Reset Callable Subordinated Notes (NVCC)
Initial fixed coupon
3.125% per annum
Interest rate until August 5, 2031, paid semi-annually
Reset spread over SORA-OIS
5-year SORA-OIS + 1.048%
Floating rate from August 5, 2031 to maturity, paid semi-annually
Call date
August 5, 2031
Optional redemption at par plus accrued interest, subject to regulatory approval
Maturity date
August 5, 2036
Final maturity of the Fixed Rate Reset Callable Subordinated Notes
Total assets
$2.1 trillion
Consolidated assets of TD as of April 30, 2026
Clients served
28.1 million
Number of clients served across TD’s four key business segments
Active mobile users
more than 13 million
Active mobile users in Canada and the U.S.
Key Terms
Non-Viability Contingent Capital (NVCC), Tier 2 capital, 5-year SORA-OIS rate, subordinated indebtedness, +1 more
5 terms
Non-Viability Contingent Capital (NVCC) regulatory
"Fixed Rate Reset Callable Subordinated Notes (Non-Viability Contingent Capital (NVCC))"
Tier 2 capital regulatory
"The Notes are expected to qualify as Tier 2 capital of TD"
Tier 2 capital is the secondary cushion a bank holds to absorb losses after its core capital is used, made up of items like long-term subordinated debt and certain reserves. Think of it as a backup battery that kicks in only after the main battery fails; it matters to investors because its size and quality affect a bank’s regulatory strength, creditworthiness, and the safety of dividends and bond payments under stress.
5-year SORA-OIS rate financial
"and at the 5-year SORA-OIS rate plus 1.048% thereafter"
subordinated indebtedness financial
"constituting subordinated indebtedness of the Bank (the “Notes”)"
Debt that carries lower priority for repayment than other borrowings, meaning holders are paid only after higher‑priority creditors are made whole if the borrower runs into financial trouble; think of it as standing at the back of a queue at a checkout. It matters to investors because it usually carries higher interest to compensate for greater risk, affects how much creditors recover in default, and influences a borrower’s overall credit profile and cost of borrowing.
Fixed Rate Reset Callable Subordinated Notes financial
"public offering of SGD 350 million of Fixed Rate Reset Callable Subordinated Notes"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What type and amount of securities is TD (TD) issuing in this transaction?
The Toronto-Dominion Bank is issuing SGD 350 million of Fixed Rate Reset Callable Subordinated Notes (NVCC). These notes constitute subordinated indebtedness of the bank and are intended to count toward its regulatory capital structure.
What are the interest rate, reset terms, and maturity for TD (TD)'s new notes?
The notes pay a fixed coupon of 3.125% per annum, paid semi-annually, until August 5, 2031. After that date, they reset to the 5-year SORA-OIS rate plus 1.048%, paid semi-annually, until final maturity on August 5, 2036.
When can TD (TD) redeem the new Singapore dollar subordinated notes?
TD may redeem the notes on August 5, 2031, in whole but not in part, at par plus accrued and unpaid interest. Any redemption is at the bank's option and requires prior approval from the Superintendent of Financial Institutions (Canada).
How will TD (TD) use the net proceeds from the subordinated notes offering?
Net proceeds will be used for general corporate purposes, which may include the redemption of outstanding capital securities and/or the repayment of other outstanding liabilities, giving TD flexibility in managing its balance sheet.
How do these notes fit into TD (TD)'s regulatory capital structure?
The notes are expected to qualify as Tier 2 capital of TD for regulatory purposes. As Non-Viability Contingent Capital (NVCC), they are designed to absorb losses under specified non-viability conditions, supporting the bank's overall capital framework.
Can TD (TD)'s new subordinated notes be offered or sold in the United States?
No. The notes have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption, and this communication is not an offer to sell in the U.S.
What scale of operations does TD (TD) report alongside this notes issuance?
TD reports $2.1 trillion in assets as of April 30, 2026, serving 28.1 million clients globally. It also has more than 13 million active mobile users in Canada and the U.S., reflecting a large digital and international banking presence.