UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

For the month of November, 2018.      Commission File Number: 001-14446

The Toronto-Dominion Bank

(Translation of registrant’s name into English)

c/o General Counsel’s Office

P.O. Box 1, Toronto Dominion Centre,

Toronto, Ontario, M5K 1A2

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F                                 Form 40-F            ✓         

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

This Form 6-K, excluding Exhibit 99.2, Exhibit 99.3, Exhibit 99.4, and Exhibit 99.5 hereto, is incorporated by reference into all outstanding Registration Statements of The Toronto-Dominion Bank filed with the U.S. Securities and Exchange Commission.


FORM 6-K

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    THE TORONTO-DOMINION BANK
DATE: November 29, 2018     By:   /s/ Caroline Cook                              
    Name:   Caroline Cook
    Title:   Associate Vice President, Legal


EXHIBIT INDEX

 

Exhibit

  

Description

99.1    Earnings Coverage
99.2    Q4 2018 Earnings News Release
99.3    Dividend News Release
99.4    Notice of Meeting and Record Date
99.5    CEO/CFO Certificates

Exhibit 99.1

THE TORONTO-DOMINION BANK

EARNINGS COVERAGE ON SUBORDINATED NOTES AND DEBENTURES,

PREFERRED SHARES CLASSIFIED AS EQUITY, AND LIABILITIES FOR

PREFERRED SHARES AND CAPITAL TRUST SECURITIES

FOR THE TWELVE MONTHS ENDED OCTOBER 31, 2018

TD Bank Group (“TD” or the “Bank”) dividend requirements on all its outstanding preferred shares in respect of the twelve months ended October 31, 2018 and adjusted to a before-tax equivalent using an effective tax rate of 23.1% for the twelve months ended October 31, 2018, amounted to $278 million for the twelve months ended October 31, 2018. The Bank’s interest and dividend requirements on all subordinated notes and debentures, preferred shares and liabilities for preferred shares and capital trust securities, after adjustment for new issues and retirement, amounted to $838 million for the twelve months ended October 31, 2018. The Bank’s reported net income, before interest on subordinated debt and liabilities for preferred shares and capital trust securities and income taxes was $14,114 million for the twelve months ended October 31, 2018, which was 16.8 times the Bank’s aggregate dividend and interest requirement for this period.

On an adjusted basis, the Bank’s net income before interest on subordinated debt and liabilities for preferred shares and capital trust securities and income taxes for the twelve months ended October 31, 2018, was $14,455 million, which was 17.3 times the Bank’s aggregate dividend and interest requirement for this period.

The Bank’s financial results are prepared in accordance with International Financial Reporting Standards (IFRS), the current generally accepted accounting principles (GAAP). The Bank refers to results prepared in accordance with IFRS 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”, 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. As explained, adjusted results are different from reported results determined in accordance with IFRS. Adjusted results, items of note, and related terms used herein are not defined terms under IFRS, and, therefore, may not be comparable to similar terms used by other issuers. Please refer to the “Financial Results Overview – How the Bank Reports” section of the Bank’s 2018 Management’s Discussion and Analysis (MD&A) for a reconciliation between the Bank’s reported and adjusted results.

Exhibit 99.2

 

 

 

LOGO

 

 

TD Bank Group Reports Fourth Quarter and Fiscal 2018 Results

Earnings News Release Three and Twelve months ended October  31, 2018

 

 

This quarterly earnings news release should be read in conjunction with the Bank’s unaudited fourth quarter 2018 consolidated financial results for the year ended October 31, 2018, included in this Earnings News Release and the audited 2018 Consolidated Financial Statements, prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), which is available on TD’s website at http://www.td.com/investor/ . This analysis is dated November 28, 2018. 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 IFRS. 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 at 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) website at http://www.sec.gov (EDGAR filers section).

Reported results conform to generally accepted accounting principles (GAAP), in accordance with IFRS. Adjusted measures are non-GAAP measures. Refer to the “How the Bank Reports” section of the 2018 Management’s Discussion and Analysis (MD&A) for an explanation of reported and adjusted results.

FOURTH QUARTER FINANCIAL HIGHLIGHTS, compared with the fourth quarter last year:

 

Reported diluted earnings per share were $1.58, compared with $1.42.

 

Adjusted diluted earnings per share were $1.63, compared with $1.36.

 

Reported net income was $2,960 million, compared with $2,712 million.

 

Adjusted net income was $3,048 million, compared with $2,603 million.

FULL YEAR FINANCIAL HIGHLIGHTS, compared with last year:

 

Reported diluted earnings per share were $6.01, compared with $5.50.

 

Adjusted diluted earnings per share were $6.47, compared with $5.54.

 

Reported net income was $11,334 million, compared with $10,517 million.

 

Adjusted net income was $12,183 million, compared with $10,587 million.

FOURTH QUARTER ADJUSTMENTS (ITEMS OF NOTE)

The fourth quarter reported earnings figures included the following items of note:

 

Amortization of intangibles of $76 million ($63 million after tax or 4 cents per share), compared with $78 million ($59 million after tax or 3 cents per share) in the fourth quarter last year.

 

Charges associated with the Scottrade transaction of $25 million ($25 million after tax or 1 cent per share), compared with $46 million ($36 million after tax or 2 cents per share).

TORONTO, November  29, 2018 – TD Bank Group (“TD” or the “Bank”) today announced its financial results for the fourth quarter ended October 31, 2018. Fourth quarter reported earnings were $3 billion, up 9% on a reported basis and up 17% on an adjusted basis, compared with the same quarter last year.

“I am extremely pleased with our earnings performance in the fourth quarter, which capped a very strong year,” said Bharat Masrani, Group President and Chief Executive Officer, TD Bank Group. “2018 represented a year of tremendous progress as we advanced key strategic priorities and continued to innovate to strengthen our competitive advantage.”

The Bank also announced its intention to amend its normal course issuer bid for up to an additional 20 million of its common shares, which is subject to regulatory approval.

Canadian Retail

Canadian Retail net income for the quarter was $1,741 million, an increase of 5%, compared with the fourth quarter last year. Canadian Retail continued to perform well in a competitive landscape achieving strong volumes and market share gains in Real Estate Secured Lending, and maintaining its market-leading position in credit cards, personal deposits, and direct investing 1 .

U.S. Retail

U.S. Retail reported net income was $1,114 million (US$855 million) and adjusted net income was $1,139 million (US$874 million), an increase of 44% (38% in U.S. dollars) on a reported basis and 40% (34% in U.S. dollars) on an adjusted basis, compared with the same quarter last year.

The U.S. Retail Bank, which excludes the Bank’s investment in TD Ameritrade, reported net income of $886 million (US$680 million), up 32% (26% in U.S. dollars) on a reported basis and up 29% (23% in U.S. dollars) on an adjusted basis, from the same period last year. The U.S. Retail Bank continued to invest in enhancing its capabilities, products, and services, while achieving peer-leading growth in loan and deposit volumes. Earnings also reflect higher margins driven by a favourable rate environment and benefits from U.S. tax reform.

TD Ameritrade contributed $228 million (US$175 million) in reported earnings to the segment and $253 million (US$194 million) in adjusted earnings.

Wholesale

Wholesale Banking net income was $286 million this quarter, an increase of 24% compared with the fourth quarter last year, reflecting higher trading-related revenue, and fee and advisory revenue, partially offset by higher provisions for credit losses and expenses. The Wholesale Bank continues to invest in the global expansion of its U.S. dollar business.

 

1  

Market share ranking is based on most current data available from OSFI for personal deposits and loans as at August 2018, from The Nilson Report for credit cards as at December 2017, and from Strategic Insight for Direct Investing asset, trades, and revenue metrics as at June 2018.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 1  


Capital

TD’s Common Equity Tier 1 Capital ratio on a Basel III fully phased-in basis was 12%.

Innovation

“TD is helping our customers achieve their financial goals by delivering highly personalized and connected experiences across our branches and stores, contact centres, and digital channels,” said Masrani. “We are providing the advice and services our customers need, when, where and how they choose to help them feel even more confident about their future.”

Conclusion

“We enter 2019 from a position of strength. While there are a number of macro-economic and geopolitical unknowns in the year ahead, the progress we made in 2018 gives me confidence in our future success. Our over 85,000 TD colleagues around the globe have delivered outstanding outcomes for our customers and our shareholders and I thank them for their passion and commitment in 2018,” concluded Masrani.

The foregoing contains forward-looking statements. Please refer to the “Caution Regarding Forward-Looking Statements”.

 

Caution Regarding Forward-Looking Statements

From time-to-time, the Bank (as defined in this document) makes written and/or oral forward-looking statements, including in this document, in other filings with Canadian regulators or the United States (U.S.) Securities and Exchange Commission (SEC), and in other communications. In addition, representatives of the Bank may make forward-looking statements orally to analysts, investors, the media, and others. All such statements are made pursuant to the “safe harbour” provisions of, and are intended to be forward-looking statements under, applicable Canadian and U.S. securities legislation, including the U.S. Private Securities Litigation Reform Act of 1995 . Forward-looking statements include, but are not limited to, statements made in this document, the Management’s Discussion and Analysis (“2018 MD&A”) in the Bank’s 2018 Annual Report under the heading “Economic Summary and Outlook”, for the Canadian Retail, U.S. Retail, and Wholesale Banking segments under headings “Business Outlook and Focus for 2019”, and for the Corporate segment, “Focus for 2019”, and in other statements regarding the Bank’s objectives and priorities for 2019 and beyond and strategies to achieve them, the regulatory environment in which the Bank operates, and the Bank’s anticipated financial performance. Forward-looking statements are typically identified by words such as “will”, “would”, “should”, “believe”, “expect”, “anticipate”, “intend”, “estimate”, “plan”, “goal”, “target”, “may”, and “could”.

By their very nature, these forward-looking statements require the Bank to make assumptions and are subject to inherent risks and uncertainties, general and specific. Especially in light of the uncertainty related to the physical, financial, economic, political, and regulatory environments, such risks and uncertainties – many of which are beyond the Bank’s control and the effects of which can be difficult to predict – may cause actual results to differ materially from the expectations expressed in the forward-looking statements. Risk factors that could cause, individually or in the aggregate, such differences include: credit, market (including equity, commodity, foreign exchange, interest rate, and credit spreads), liquidity, operational (including technology and infrastructure), reputational, insurance, strategic, regulatory, legal, environmental, capital adequacy, and other risks. Examples of such risk factors include the general business and economic conditions in the regions in which the Bank operates; the ability of the Bank to execute on long-term and shorter-term strategic priorities, including the successful completion of acquisitions and strategic plans; the ability of the Bank to attract, develop, and retain key executives; disruptions in or attacks (including cyber-attacks) on the Bank’s information technology, internet, network access, or other voice or data communications systems or services; the evolution of various types of fraud or other criminal behaviour to which the Bank is exposed; the failure of third parties to comply with their obligations to the Bank or its affiliates, including relating to the care and control of information; the impact of new and changes to, or application of, current laws and regulations, including without limitation tax laws, capital guidelines and liquidity regulatory guidance, and the bank recapitalization “bail-in” regime; exposure related to significant litigation and regulatory matters; increased competition from incumbents and non-traditional competitors, including Fintech and big technology competitors; changes to the Bank’s credit ratings; changes in currency and interest rates (including the possibility of negative interest rates); increased funding costs and market volatility due to market illiquidity and competition for funding; critical accounting estimates and changes to accounting standards, policies, and methods used by the Bank; existing and potential international debt crises; and the occurrence of natural and unnatural catastrophic events and claims resulting from such events. The Bank cautions that the preceding list is not exhaustive of all possible risk factors and other factors could also adversely affect the Bank’s results. For more detailed information, please refer to the “Risk Factors and Management” section of the 2018 MD&A, as may be updated in subsequently filed quarterly reports to shareholders and news releases (as applicable) related to any events or transactions or events discussed under the heading “Significant and Subsequent Events, and Pending Acquisitions” in the relevant MD&A, which applicable releases may be found on www.td.com. All such factors should be considered carefully, as well as other uncertainties and potential events, and the inherent uncertainty of forward-looking statements, when making decisions with respect to the Bank and the Bank cautions readers not to place undue reliance on the Bank’s forward-looking statements.

Material economic assumptions underlying the forward-looking statements contained in this document are set out in the 2018 MD&A under the headings “Economic Summary and Outlook”, for the Canadian Retail, U.S. Retail, and Wholesale Banking segments, “Business Outlook and Focus for 2019”, and for the Corporate segment, “Focus for 2019”, each as may be updated in subsequently filed quarterly reports to shareholders.

Any forward-looking statements contained in this document represent the views of management only as of the date hereof and are presented for the purpose of assisting the Bank’s shareholders and analysts in understanding the Bank’s financial position, objectives and priorities, and anticipated financial performance as at and for the periods ended on the dates presented, and may not be appropriate for other purposes. 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.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 2  


TABLE 1: FINANCIAL HIGHLIGHTS                                         

 

(millions of Canadian dollars, except as noted)    For the three months ended     For the twelve months ended  
      October 31
2018
    July 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Results of operations

          

Total revenue – reported

   $       10,122   $       9,885   $       9,270   $       38,834   $       36,149

Total revenue – adjusted 1  

     10,122     9,885     9,066     38,923     35,946

Provision for credit losses 2  

     670     561     578     2,480     2,216

Insurance claims and related expenses

     684     627     615     2,444     2,246

Non-interest expenses – reported

     5,352     5,117     4,828     20,137     19,366

Non-interest expenses – adjusted 1  

     5,299     5,064     4,739     19,885     19,092

Net income – reported

     2,960     3,105     2,712     11,334     10,517

Net income – adjusted 1  

     3,048     3,127     2,603     12,183     10,587

Financial position (billions of dollars)

          

Total loans net of allowance for loan losses

   $ 646.4   $ 635.2   $ 612.6   $ 646.4   $ 612.6

Total assets

     1,334.9     1,292.5     1,279.0     1,334.9     1,279.0

Total deposits

     851.4     838.6     832.8     851.4     832.8

Total equity

     80.0     77.7     75.2     80.0     75.2

Total Common Equity Tier 1 Capital risk-weighted assets 3  

     435.6     428.9     435.8     435.6     435.8

Financial ratios

          

Return on common equity – reported

     15.8  %      16.9  %      15.4  %      15.7  %      14.9  % 

Return on common equity – adjusted 4  

     16.3     17.1     14.7     16.9     15.0

Efficiency ratio – reported

     52.9     51.8     52.1     51.9     53.6

Efficiency ratio – adjusted 1  

     52.4     51.2     52.3     51.1     53.1

Provision for credit losses as a % of net average loans and acceptances 5  

     0.41     0.35     0.39     0.39     0.37

Common share information – reported (Canadian dollars)

          

Per share earnings

          

Basic

   $ 1.58   $ 1.65   $ 1.42   $ 6.02   $ 5.51

Diluted

     1.58     1.65     1.42     6.01     5.50

Dividends per share

     0.67     0.67     0.60     2.61     2.35

Book value per share

     40.50     39.34     37.76     40.50     37.76

Closing share price 6  

     73.03     77.17     73.34     73.03     73.34

Shares outstanding (millions)

          

Average basic

     1,826.5     1,830.0     1,845.8     1,835.4     1,850.6

Average diluted

     1,830.5     1,834.0     1,849.9     1,839.5     1,854.8

End of period

     1,828.3     1,826.1     1,839.6     1,828.3     1,839.6

Market capitalization (billions of Canadian dollars)

   $ 133.5   $ 140.9   $ 134.9   $ 133.5   $ 134.9

Dividend yield 7  

     3.5  %      3.5  %      3.5  %      3.5  %      3.6  % 

Dividend payout ratio

     42.3     40.4     42.1     43.3     42.6

Price-earnings ratio

     12.2     13.2     13.3     12.2     13.3

Total shareholder return (1-year) 8  

     3.1     24.3     24.8     3.1     24.8

Common share information – adjusted (Canadian dollars) 1  

          

Per share earnings

          

Basic

   $ 1.63   $ 1.67   $ 1.36   $ 6.48   $ 5.55

Diluted

     1.63     1.66     1.36     6.47     5.54

Dividend payout ratio

     41.1  %      40.1  %      43.9  %      40.2  %      42.3  % 

Price-earnings ratio

     11.3     12.4     13.2     11.3     13.2

Capital Ratios

          

Common Equity Tier 1 Capital ratio 3  

     12.0  %      11.7  %      10.7  %      12.0  %      10.7  % 

Tier 1 Capital ratio 3  

     13.7     13.3     12.3     13.7     12.3

Total Capital ratio 3  

     16.2     15.4     14.9     16.2     14.9

Leverage ratio

     4.2     4.1     3.9     4.2     3.9

 

1

Adjusted measures are non-GAAP measures. Refer to the “How the Bank Reports” section of this document for an explanation of reported and adjusted results.

2

Effective November 1, 2017, amounts were prepared in accordance with IFRS 9, Financial Instruments (IFRS 9). Prior period comparatives were prepared in accordance with IAS 39. Financial Instruments: Recognition and Measurement (IAS 39) and have not been restated. Refer to the “How the Bank Reports” section of this document for an explanation and Note 4 and Note 8 of the 2018 Consolidated Financial Statements for further details.

3  

Each capital ratio has its own risk-weighted assets (RWA) measure due to the Office of the Superintendent of Financial Institutions Canada (OSFI)-prescribed scalar for inclusion of the Credit Valuation Adjustment (CVA). For fiscal 2018, the scalars for inclusion of CVA for Common Equity Tier 1 (CET1), Tier 1, and Total Capital RWA are 80%, 83%, and 86%, respectively. For fiscal 2017, the scalars were 72%, 77%, and 81%, respectively. Prior to the second quarter of 2018, the RWA as it relates to the regulatory floor was calculated based on the Basel I risk weights which are the same for all capital ratios.

4

Adjusted return on common equity (ROE) is a non-GAAP financial measure. Refer to the “Return on Common Equity” section of this document for an explanation.

5

Excludes acquired credit-impaired (ACI) loans, debt securities classified as loans (DSCL) under IAS 39, and debt securities at amortized cost (DSAC) and debt securities at fair value through other comprehensive income (DSOCI) under IFRS 9.

6  

Toronto Stock Exchange (TSX) closing market price.

7

Dividend yield is calculated as the dividend per common share divided by the daily average closing stock price in the relevant period. Dividend per common share is derived as follows: a) for the quarter – by annualizing the dividend per common share paid during the quarter, and b) for the full year – dividend per common share paid during the year.

8  

Total shareholder return (TSR) is calculated based on share price movement and dividends reinvested over a trailing one-year period.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 3  


HOW WE PERFORMED

How the Bank Reports

The Bank prepares its Consolidated Financial Statements in accordance with IFRS, the current GAAP, and refers to results prepared in accordance with IFRS 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 the Bank’s overall performance. To arrive at adjusted results, the Bank removes “items of note”, 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 disclosed in Table 3. As explained, adjusted results differ from reported results determined in accordance with IFRS. Adjusted results, items of note, and related terms used in this document are not defined terms under IFRS and, therefore, may not be comparable to similar terms used by other issuers.

The Bank’s U.S. strategic cards portfolio comprises of agreements with certain U.S. retailers pursuant to which TD is the U.S. issuer of private label and co-branded consumer credit cards to their U.S. customers. Under the terms of the individual agreements, the Bank and the retailers share in the profits generated by the relevant portfolios after credit losses. Under IFRS, TD is required to present the gross amount of revenue and provisions for credit losses related to these portfolios in the Bank’s Consolidated Statement of Income. At the segment level, the retailer program partners’ share of revenues and credit losses is presented in the Corporate segment, with an offsetting amount (representing the partners’ net share) recorded in Non-interest expenses, resulting in no impact to Corporate reported Net income (loss). The Net income (loss) included in the U.S. Retail segment includes only the portion of revenue and credit losses attributable to TD under the agreements.

Effective November 1, 2017, the Bank adopted IFRS 9, which replaces the guidance in IAS 39. Refer to Note 2 and Note 4 of the 2018 Consolidated Financial Statements for a summary of the Bank’s accounting policies as it relates to IFRS 9. Under IFRS 9, the current period provision for credit losses (PCL) for performing (Stage 1 and Stage 2) and impaired (Stage 3) financial assets, loan commitments, and financial guarantees is recorded within the respective segment. Under IAS 39 and prior to November 1, 2017, the PCL related to the collectively assessed allowance for incurred but not identified credit losses that related to the Canadian Retail and Wholesale Banking segments was recorded in the Corporate segment. Prior period results have not been restated. PCL on impaired financial assets includes Stage 3 PCL under IFRS 9 and counterparty-specific and individually insignificant PCL under IAS 39. PCL on performing financial assets, loan commitments, and financial guarantees include Stage 1 and Stage 2 PCL under IFRS 9 and incurred but not identified losses under IAS 39.

IFRS 9 does not require restatement of comparative period financial statements except in limited circumstances related to aspects of hedge accounting. Entities are permitted to restate comparatives as long as hindsight is not applied. The Bank has made the decision not to restate comparative period financial information and has recognized any measurement differences between the previous carrying amount and the new carrying amount on November 1, 2017 through an adjustment to opening retained earnings. As such, fiscal 2018 results reflect the adoption of IFRS 9, while prior periods reflect results under IAS 39.

U.S. Tax Reform

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “U.S. Tax Act”) which made broad and complex changes to the U.S. tax code.

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a net charge to earnings during the first quarter of 2018 of $453 million, comprising a net $48 million pre-tax charge related to the write-down of certain tax credit-related investments, partially offset by the favourable impact of the Bank’s share of TD Ameritrade’s remeasurement of its deferred income tax balances, and a $405 million income tax expense resulting from the remeasurement of the Bank’s deferred tax assets and liabilities to the lower base rate of 21% and other related tax adjustments. The amount was estimated during the first quarter of 2018 and was updated through a net $61 million income tax benefit during the third quarter of 2018.

The lower corporate tax rate had and will have a positive effect on TD’s current and future earnings. The amount of the benefit may vary due to, among other things, changes in interpretations and assumptions the Bank has made, guidance that may be issued by applicable regulatory authorities, and actions the Bank may take to reinvest some of the savings in its operations.

 

TABLE 2: OPERATING RESULTS – Reported                                         

 

(millions of Canadian dollars)    For the three months ended      For the twelve months ended  
      October 31
2018
     July 31
2018
     October 31
2017
     October 31
2018
     October 31
2017
 

Net interest income

   $       5,756    $       5,655    $       5,330    $       22,239    $       20,847

Non-interest income

     4,366      4,230      3,940      16,595      15,302

Total revenue

     10,122      9,885      9,270      38,834      36,149

Provision for credit losses

     670      561      578      2,480      2,216

Insurance claims and related expenses

     684      627      615      2,444      2,246

Non-interest expenses

     5,352      5,117      4,828      20,137      19,366

Income before income taxes and equity in net income of an investment in TD Ameritrade

     3,416      3,580      3,249      13,773      12,321

Provision for income taxes

     691      705      640      3,182      2,253

Equity in net income of an investment in TD Ameritrade

     235      230      103      743      449

Net income – reported

     2,960      3,105      2,712      11,334      10,517

Preferred dividends

     51      59      50      214      193

Net income available to common shareholders and non-controlling interests in subsidiaries

   $ 2,909    $ 3,046    $ 2,662    $ 11,120    $ 10,324

Attributable to:

              

Common shareholders

   $ 2,891    $ 3,028    $ 2,627    $ 11,048    $ 10,203

Non-controlling interests

     18      18      35      72      121

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 4  


The following table provides a reconciliation between the Bank’s adjusted and reported results.

 

TABLE 3: NON-GAAP FINANCIAL MEASURES – Reconciliation of Adjusted to Reported Net Income                 

 

(millions of Canadian dollars)    For the three months ended     For the twelve months ended  
      October 31
2018
   

July 31

2018

    October 31
2017
    October 31
2018
    October 31
2017
 

Operating results – adjusted

          

Net interest income

   $ 5,756   $ 5,655   $ 5,330   $ 22,239   $ 20,847

Non-interest income 1  

     4,366     4,230     3,736     16,684     15,099

Total revenue

     10,122     9,885     9,066     38,923     35,946

Provision for credit losses

     670     561     578     2,480     2,216

Insurance claims and related expenses

     684     627     615     2,444     2,246

Non-interest expenses 2  

     5,299     5,064     4,739     19,885     19,092

Income before income taxes and equity in net income of an investment in TD Ameritrade

     3,469     3,633     3,134     14,114     12,392

Provision for income taxes

     704     778     669     2,898     2,336

Equity in net income of an investment in TD Ameritrade 3  

     283     272     138     967     531

Net income – adjusted

     3,048     3,127     2,603     12,183     10,587

Preferred dividends

     51     59     50     214     193

Net income available to common shareholders and non-controlling interests in subsidiaries – adjusted

     2,997     3,068     2,553     11,969     10,394

Attributable to:

          

Non-controlling interests in subsidiaries, net of income taxes

     18     18     35     72     121

Net income available to common shareholders – adjusted

     2,979     3,050     2,518     11,897     10,273

Pre-tax adjustments of items of note

          

Amortization of intangibles 4  

     (76     (77     (78     (324     (310

Charges associated with the Scottrade transaction 5  

     (25     (18     (46     (193     (46

Impact from U.S. tax reform 6  

                       (48      

Dilution gain on the Scottrade transaction 7  

                 204           204

Loss on sale of TD Direct Investing business in Europe 8  

                             (42

Fair value of derivatives hedging the reclassified available-for-sale securities portfolio 9  

                             41

Provision for (recovery of) income taxes for items of note

          

Amortization of intangibles 4,10

     (13     (12     (19     (55     (78

Charges associated with the Scottrade transaction 5  

                 (10     (5     (10

Impact from U.S. tax reform 6  

           (61           344      

Dilution gain on the Scottrade transaction 7  

                              

Loss on sale of TD Direct Investing business in Europe 8  

                             (2

Fair value of derivatives hedging the reclassified available-for-sale securities portfolio 9  

                             7

Total adjustments for items of note

     (88     (22     109     (849     (70

Net income available to common shareholders – reported

   $       2,891   $       3,028   $       2,627   $       11,048   $       10,203

 

1  

Adjusted non-interest income excludes the following items of note: Adjustment to the carrying balances of certain tax credit-related investments, as explained in footnote 6 – first quarter 2018 – $(89) million. Dilution gain on the Scottrade transaction, as explained in footnote 7 – fourth quarter 2017 – $204 million. Loss on sale of the Direct Investing business in Europe, as explained in footnote 8 third quarter 2017 – $42 million. Fair value of derivatives hedging the reclassified available-for-sale (AFS) securities portfolio, as explained in footnote 9 – first quarter 2017 – $41 million gain. These amounts were reported in the Corporate segment.

2  

Adjusted non-interest expenses excludes the following items of note: Amortization of intangibles, as explained in footnote 4 – fourth quarter 2018 – $53 million, third quarter 2018 – $53 million, second quarter 2018 – $62 million, first quarter 2018 – $63 million, fourth quarter 2017 – $63 million, third quarter 2017 – $58 million, second quarter 2017 – $63 million and first quarter 2017 – $64 million, reported in the Corporate segment. Charges associated with the Bank’s acquisition of Scottrade Bank, as explained in footnote 5 – second quarter 2018 – $16 million, first quarter 2018 – $5 million and fourth quarter 2017 – $26 million, reported in the U.S. Retail segment.

3  

Adjusted equity in net income of an investment in TD Ameritrade excludes the following items of note: Amortization of intangibles, as explained in footnote 4 – fourth quarter 2018 – $23 million, third quarter 2018 – $24 million, second quarter 2018 – $24 million, first quarter 2018 – $22 million, fourth quarter 2017 – $15 million, third quarter 2017 – $16 million, second quarter 2017 – $15 million and first quarter 2017 – $16 million; and the Bank’s share of TD Ameritrade’s deferred tax balances adjustment, as explained in footnote 6 – first quarter 2018 – $(41) million. The earnings impact of both of these items was reported in the Corporate segment. The Bank’s share of costs associated with TD Ameritrade’s acquisition of Scottrade Financial Services Inc. (Scottrade), as explained in footnote 5 – fourth quarter 2018 – $25 million, third quarter 2018 – $18 million, second quarter 2018 – $61 million and first quarter 2018 – $68 million and fourth quarter 2017 – $20 million. This item was reported in the U.S. Retail segment.

4

Amortization of intangibles relates to intangibles acquired as a result of asset acquisitions and business combinations, including the after tax amounts for amortization of intangibles relating to the Equity in net income of the investment in TD Ameritrade. Although the amortization of software and asset servicing rights are recorded in amortization of intangibles, they are not included for purposes of the items of note.

5

On September 18, 2017, the Bank acquired Scottrade Bank and TD Ameritrade acquired Scottrade, together with the Bank’s purchase of TD Ameritrade shares issued in connection with TD Ameritrade’s acquisition of Scottrade (the “Scottrade transaction”). Scottrade Bank merged with TD Bank, N.A. The Bank and TD Ameritrade incurred acquisition related charges including employee severance, contract termination fees, direct transaction costs, and other one-time charges. These amounts have been recorded as an adjustment to net income and include charges associated with Bank’s acquisition of Scottrade Bank and the after tax amounts for the Bank’s share of charges associated with TD Ameritrade’s acquisition of Scottrade. These amounts are reported in the U.S. Retail segment.

6

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a net charge to earnings during the first quarter of 2018 of $453 million, comprising a net $48 million pre-tax charge related to the write-down of certain tax credit-related investments, partially offset by the favourable impact of the Bank’s share of TD Ameritrade’s remeasurement of its deferred income tax balances, and a $405 million income tax expense resulting from the remeasurement of the Bank’s deferred tax assets and liabilities to the lower base rate of 21% and other related tax adjustments. The amount was estimated during the first quarter of 2018 and was updated through a net $61 million income tax benefit during the third quarter of 2018. The earnings impact was reported in the Corporate segment.

7

In connection with TD Ameritrade’s acquisition of Scottrade on September 18, 2017, TD Ameritrade issued 38.8 million shares, of which the Bank purchased 11.1 million pursuant to its pre-emptive rights. As a result of the share issuances, the Bank’s common stock ownership percentage in TD Ameritrade decreased and the Bank realized a dilution gain of $204 million reported in the Corporate segment.

8  

On June 2, 2017, the Bank completed the sale of its Direct Investing business in Europe to Interactive Investor PLC. A loss of $40 million after tax was recorded in the Corporate segment in other income (loss). The loss is not considered to be in the normal course of business for the Bank.

9

The Bank changed its trading strategy with respect to certain trading debt securities and reclassified these securities from trading to AFS under IAS 39 (classified as fair value through other comprehensive income (FVOCI) under IFRS 9) effective August 1, 2008. These debt securities are economically hedged, primarily with credit default swap (CDS) and interest rate swap contracts which are recorded on a fair value basis with changes in fair value recorded in the period’s earnings. As a result the derivatives were accounted for on an accrual basis in Wholesale Banking and the gains and losses related to the derivatives in excess of the accrued amounts were reported in the Corporate segment. Adjusted results of the Bank in prior periods exclude the gains and losses of the derivatives in excess of the accrued amount. Effective February 1, 2017, the total gains and losses as a result of changes in fair value of these derivatives are recorded in Wholesale Banking.

10

The amounts reported for the three months ended January 31, 2018, and the twelve months ended October 31, 2018, exclude $31 million relating to the one-time adjustment of associated deferred tax liability balances as a result of the U.S. Tax Act. The impact of this adjustment is included in the Impact from U.S. tax reform item of note.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 5  


TABLE 4: RECONCILIATION OF REPORTED TO ADJUSTED EARNINGS PER SHARE (EPS) 1  

 

(Canadian dollars)   

For the three months ended

    For the twelve months ended  
     

October 31

2018

     July 31
2018
     October
31 2017
    October
31 2018
     October 31
2017
 

Basic earnings per share – reported

   $       1.58    $       1.65    $       1.42   $       6.02    $       5.51    

Adjustments for items of note 2  

     0.05      0.02      (0.06     0.46      0.04    

Basic earnings per share – adjusted

   $ 1.63    $ 1.67    $ 1.36   $ 6.48    $ 5.55    

Diluted earnings per share – reported

   $ 1.58    $ 1.65    $ 1.42   $ 6.01    $ 5.50    

Adjustments for items of note 2  

     0.05      0.01      (0.06     0.46      0.04    

Diluted earnings per share – adjusted

   $ 1.63    $ 1.66    $ 1.36   $ 6.47    $ 5.54    

 

1

EPS is computed by dividing net income available to common shareholders by the weighted-average number of shares outstanding during the period.

2

For explanations of items of note, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

 

TABLE 5: NON-GAAP FINANCIAL MEASURES – Reconciliation of Reported to Adjusted Provision for Income Taxes

 

(millions of Canadian dollars, except as noted)    For the three months ended     For the twelve months ended  
      October 31
2018
    July 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Provision for income taxes – reported

   $       691   $       705   $       640   $       3,182   $       2,253

Total adjustments for items of note 1  

     13     73     29     (284     83

Provision for income taxes – adjusted

   $ 704   $ 778   $ 669   $ 2,898   $ 2,336

Effective income tax rate – reported

     20.2  %      19.7  %      19.7  %      23.1  %      18.  3% 

Effective income tax rate – adjusted 2,3

     20.3     21.4     21.3     20.5     18.9

 

1

For explanations of items of note, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

2

The tax effect for each item of note is calculated using the statutory income tax rate of the applicable legal entity.

3

Adjusted effective income tax rate is the adjusted provision for income taxes before other taxes as a percentage of adjusted net income before taxes.

RETURN ON COMMON EQUITY

The Bank’s methodology for allocating capital to its business segments is aligned with the common equity capital requirements under Basel III. The capital allocated to the business segments is based on 9% CET1 Capital.

Adjusted ROE is adjusted net income available to common shareholders as a percentage of average common equity.

Adjusted ROE is a non-GAAP financial measure and is not a defined term under IFRS. Readers are cautioned that earnings and other measures adjusted to a basis other than IFRS do not have standardized meanings under IFRS and, therefore, may not be comparable to similar terms used by other issuers.

 

TABLE 6: RETURN ON COMMON EQUITY                 

 

(millions of Canadian dollars, except as noted)    For the three months ended     For the twelve months ended  
      October 31
2018
   

July 31

2018

    October 31
2017
    October 31
2018
    October
31 2017
 

Average common equity

   $ 72,461   $ 70,935   $ 67,859   $ 70,499   $ 68,349

Net income available to common shareholders – reported

     2,891     3,028     2,627     11,048     10,203

Items of note, net of income taxes 1  

     88     22     (109     849     70

Net income available to common shareholders – adjusted

   $       2,979   $       3,050   $       2,518   $       11,897   $       10,273

Return on common equity – reported

     15.8  %      16.9  %      15.4  %      15.7  %      14.9  % 

Return on common equity – adjusted

     16.3     17.1     14.7     16.9     15.0

 

1

For explanations of items of note, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

RETURN ON TANGIBLE COMMON EQUITY

Tangible common equity (TCE) is calculated as common shareholders’ equity less goodwill, imputed goodwill and intangibles on an investment in TD Ameritrade and other acquired intangible assets, net of related deferred tax liabilities. Return on tangible common equity (ROTCE) is calculated as reported net income available to common shareholders after adjusting for the after-tax amortization of acquired intangibles, which are treated as an item of note, as a percentage of average TCE. Adjusted ROTCE is calculated using reported net income available to common shareholders, adjusted for items of note, as a percentage of average TCE. Adjusted ROTCE provides a useful measure of the performance of the Bank’s income producing assets, independent of whether or not they were acquired or developed internally. TCE, ROTCE, and adjusted ROTCE are each non-GAAP financial measures and are not defined terms under IFRS. Readers are cautioned that earnings and other measures adjusted to a basis other than IFRS do not have standardized meanings under IFRS and, therefore, may not be comparable to similar terms used by other issuers.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 6  


TABLE 7: RETURN ON TANGIBLE COMMON EQUITY                 

 

(millions of Canadian dollars, except as noted)    For the three months ended     For the twelve months ended  
      October 31
2018
    July 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Average common equity

   $     72,461   $       70,935   $       67,859   $       70,499   $       68,349

Average goodwill

     16,390     16,339     15,786     16,197     16,335

Average imputed goodwill and intangibles on an investment in TD Ameritrade

     4,100     4,114     3,773     4,100     3,899

Average other acquired intangibles 1  

     597     648     818     676     917

Average related deferred tax liabilities

     (219     (222     (314     (240     (343

Average tangible common equity

     51,593     50,056     47,796     49,766     47,541

Net income available to common shareholders – reported

     2,891     3,028     2,627     11,048     10,203

Amortization of acquired intangibles, net of income taxes 2  

     63     65     59     269     232

Net income available to common shareholders after adjusting for after-tax amortization of acquired intangibles

     2,954     3,093     2,686     11,317     10,435

Other items of note, net of income taxes 2  

     25     (43     (168     580     (162

Net income available to common shareholders – adjusted

   $ 2,979   $ 3,050   $ 2,518   $ 11,897   $ 10,273

Return on tangible common equity

     22.7  %      24.5  %      22.3  %      22.7  %      21.9  % 

Return on tangible common equity – adjusted

     22.9     24.2     20.9     23.9     21.6
1

Excludes intangibles relating to software and asset servicing rights.

2

For explanations of items of note, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

Impact of Foreign Exchange Rate on U.S. Retail Segment Translated Earnings

U.S. Retail segment earnings, including the contribution from the Bank’s investment in TD Ameritrade, reflect fluctuations in the U.S. dollar to Canadian dollar exchange rate compared with the same period last year. The changes in the value of the Canadian dollar had a favourable impact on U.S. Retail segment earnings for the three months ended October 31, 2018, and an unfavourable impact for the twelve months ended October 31, 2018, compared with the same period last year, as shown in the following table.

 

TABLE 8: IMPACT OF FOREIGN EXCHANGE RATE ON U.S. RETAIL SEGMENT TRANSLATED EARNINGS        

 

(millions of Canadian dollars, except as noted)    For the three months ended      For the twelve months ended  
      October 31, 2018 vs.
October 31, 2017
Increase (Decrease)
     October 31, 2018 vs.
October 31, 2017
Increase (Decrease)
 

U.S. Retail Bank

     

Total revenue

     $        115      $        (173

Non-interest expenses – reported

     66      (94

Non-interest expenses – adjusted

     66      (93

Net income – reported, after tax

     36      (57

Net income – adjusted, after tax

     36      (58

Equity in net income on an investment in TD Ameritrade – reported

     9      (12

Equity in net income on an investment in TD Ameritrade – adjusted

     10      (10

U.S. Retail segment decreased net income – reported, after tax

     44      (68

U.S. Retail segment decreased net income – adjusted, after tax

     46      (68

Earnings per share (Canadian dollars)

     

Basic – reported

     $        0.02      $        (0.04

Basic – adjusted

     0.03      (0.04

Diluted – reported

     0.02      (0.04

Diluted – adjusted

     0.03      (0.04

On a trailing twelve-month basis, a one cent appreciation/depreciation in the U.S. dollar to Canadian dollar average exchange rate will increase/decrease U.S. Retail segment net income by approximately $57 million.

SIGNIFICANT AND SUBSEQUENT EVENTS, AND PENDING ACQUISITIONS

Acquisition of Greystone Managed Investments Inc.

On November 1, 2018, the Bank acquired 100% of the outstanding equity of Greystone Capital Management Inc., the parent company of Greystone Managed Investments Inc. (Greystone) for consideration of $817 million, of which $475 million was paid in cash and $342 million was paid in the Bank’s common shares. The value of 4.7 million common shares issued as consideration was based on the volume weighted-average market price of the Bank’s common shares over the 10 trading day period immediately preceding the fifth business day prior to the acquisition date and was recorded based on market price at close. Common shares of $167 million issued to employee shareholders in respect of the purchase price will be held in escrow for two years post-acquisition, subject to their continued employment, and will be recorded as a compensation expense over the two-year escrow period.

The acquisition is accounted for as a business combination under the purchase method. As at November 1, 2018, the acquisition contributed $169 million of assets and $55 million of liabilities. The excess of accounting consideration over the fair value of the identifiable net assets is allocated to customer relationship intangibles of $140 million, deferred tax liability of $37 million and goodwill of $433 million. Goodwill is not deductible for tax purposes. The results of the acquisition will be consolidated from the acquisition date and reported in the Canadian Retail segment. The purchase price allocation is subject to refinement and may be adjusted to reflect new information about facts and circumstances that existed at the acquisition date during the measurement period.

Agreement for Air Canada Credit Card Loyalty Program

On November 26, 2018, the Bank finalized a long-term loyalty program agreement (the “Loyalty Agreement”) with Air Canada. Under the terms of the Loyalty Agreement, the Bank will become the primary credit card issuer for Air Canada’s new loyalty program when it launches in 2020 through to 2030. The Loyalty Agreement was finalized in conjunction with Air Canada entering into a definitive share purchase agreement with Aimia Inc. (“Aimia”) for

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 7  


the acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the “Transaction”), for an aggregate purchase price of $450 million in cash and the assumption of approximately $1.9 billion of Aeroplan Miles liability. The closing of the Transaction is subject to the satisfaction of certain conditions, including receipt of Aimia shareholder approval and customary regulatory approvals. The Loyalty Agreement will become effective upon the closing of the Transaction and TD Aeroplan cardholders will become members of Air Canada’s new loyalty program and their miles will be transitioned when Air Canada’s new loyalty program launches in 2020.

If the proposed Transaction is completed, the Bank will pay $622 million plus applicable sales tax to Air Canada, of which $547 million ($446 million after sales and income taxes) will be recognized as an expense during the first quarter of 2019 to be reported in the Canadian Retail segment, and $75 million will be recognized as an intangible asset amortized over the Loyalty Agreement term, both of which are expected to be reported as items of note. In addition, the Bank will prepay $308 million plus applicable sales tax for the future purchase of loyalty points over a ten year period. The Bank also expects to incur additional pre-tax costs of approximately $100 million over two years to build the functionality required to facilitate the new program. The proposed Transaction is expected to reduce the Bank’s CET 1 ratio on close by approximately 13 basis points (bps).

Normal Course Issuer Bid

As approved by the Board on November 28, 2018, the Bank announced its intention to amend its normal course issuer bid (NCIB) for up to an additional 20 million of its common shares, subject to the approval of OSFI and the TSX. The timing and amount of any purchases under the program are subject to regulatory approvals and to management discretion based on factors such as market conditions and capital adequacy.

Redemption of TD CaTS III Securities

On November 26, 2018, TD Capital Trust III announced its intention to redeem all of the outstanding TD Capital Trust III Securities – Series 2008 (TD CaTS III) on December 31, 2018, at a redemption price per TD CaTS III of $1,000, plus the unpaid distribution payable on the redemption date of December 31, 2018.

HOW OUR BUSINESSES PERFORMED

For management reporting purposes, the Bank reports its results under three key business segments: Canadian Retail, which includes the results of the Canadian personal and commercial banking, wealth, and insurance businesses; U.S. Retail, which includes the results of the U.S. personal and business banking operations, wealth management services, and the Bank’s investment in TD Ameritrade; and Wholesale Banking. The Bank’s other activities are grouped into the Corporate segment.

Results of each business segment reflect revenue, expenses, assets, and liabilities generated by the businesses in that segment. Where applicable, the Bank measures and evaluates the performance of each segment based on adjusted results and ROE, and for those segments the Bank indicates that the measure is adjusted. For further details, refer to the “How the Bank Reports” section of this document, the “Business Focus” section in the 2018 MD&A, and Note 29 of the Bank’s Consolidated Financial Statements for the year ended October 31, 2018. For information concerning the Bank’s measure of adjusted return on average common equity, which is a non-GAAP financial measure, refer to the “How We Performed” section of this document.

Upon adoption of IFRS 9, the current period PCL related to performing (Stage 1 and Stage 2) and impaired (Stage 3) financial assets, loan commitments, and financial guarantees is recorded within the respective segment. Under IAS 39 and prior to November 1, 2017, the PCL related to the collectively assessed allowance for incurred but not identified credit losses that related to Canadian Retail and Wholesale Banking segments was recorded in the Corporate segment. Prior period results have not been restated. PCL on impaired financial assets includes Stage 3 PCL under IFRS 9 and counterparty-specific and individually insignificant PCL under IAS 39. PCL on performing financial assets, loan commitments, and financial guarantees include Stage 1 and Stage 2 PCL under IFRS 9 and incurred but not identified credit losses under IAS 39.

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in an adjustment during the first quarter of 2018 which was updated during the third quarter of 2018, to the Bank’s U.S. deferred tax assets and liabilities to the lower base rate of 21% as well as an adjustment to the Bank’s carrying balances of certain tax credit-related investments and its investment in TD Ameritrade. The earnings impact of these adjustments was reported in the Corporate segment. The lower corporate tax rate had, and will have a positive effect on TD’s current and future earnings, which are and will be reflected in the results of the affected segments. The amount of the benefit may vary due to, among other things, changes in interpretations and assumptions the Bank has made, guidance that may be issued by applicable regulatory authorities, and actions the Bank may take to reinvest some of the savings in its operations. The effective tax rate for the U.S. Retail Bank declined in proportion to the reduction in the federal rate. For additional details, refer to “How the Bank Reports” and “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

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’s results are reversed in the Corporate segment. The TEB adjustment for the quarter was $28 million, compared with $26 million in the fourth quarter last year, and $26 million in the prior quarter.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 8  


TABLE 9: CANADIAN RETAIL        

 

(millions of Canadian dollars, except as noted)           For the three months ended  
      October 31
2018
    July 31
2018
    October 31
2017
 

Net interest income

   $       3,022   $       2,948   $       2,773

Non-interest income

     2,830     2,851     2,625

Total revenue

     5,852     5,799     5,398

Provision for credit losses – impaired 1  

     245     226     244

Provision for credit losses – performing 2  

     18     20      

Total provision for credit losses 3  

     263     246     244

Insurance claims and related expenses

     684     627     615

Non-interest expenses

     2,530     2,400     2,272

Provision for (recovery of) income taxes

     634     674     603

Net income

   $ 1,741   $ 1,852   $ 1,664

 

Selected volumes and ratios

      

Return on common equity 4  

     45.1  %      48.6  %      45.7  % 

Net interest margin (including on securitized assets)

     2.94     2.93     2.86

Efficiency ratio

     43.2     41.4     42.1

Assets under administration (billions of Canadian dollars)

   $ 389   $ 403   $ 387

Assets under management (billions of Canadian dollars)

     289     297     283

Number of Canadian retail branches

     1,098     1,108     1,128

Average number of full-time equivalent staff

     39,283     38,838     38,222

 

1

PCL – impaired represents Stage 3 PCL under IFRS 9 and counterparty-specific and individually insignificant PCL under IAS 39 on financial assets.

2

PCL – performing represents Stage 1 and Stage 2 PCL under IFRS 9 and incurred but not identified PCL under IAS 39 on financial assets, loan commitments, and financial guarantees.

3

Effective November 1, 2017, the PCL related to the allowances for credit losses for all three stages are recorded within the respective segment. Under IAS 39 and prior to November 1, 2017, the PCL related to the incurred but not identified allowance for credit losses related to products in the Canadian Retail segment was recorded in the Corporate segment.

4

Capital allocated to the business segment was based on 9% CET1 Capital in fiscal 2018 and 2017.

Quarterly comparison – Q4 2018 vs. Q4 2017

Canadian Retail net income for the quarter was $1,741 million, an increase of $77 million, or 5%, compared with the fourth quarter last year. The increase in earnings reflects revenue growth, partially offset by higher non-interest expenses, insurance claims, and PCL. The annualized ROE for the quarter was 45.1%, compared with 45.7% in the fourth quarter last year.

Canadian Retail revenue is derived from Canadian personal and commercial banking, wealth, and insurance businesses. Revenue for the quarter was $5,852 million, an increase of $454 million, or 8%, compared with the fourth quarter last year.

Net interest income increased $249 million, or 9%, reflecting volume growth and higher margins. Average loan volumes increased $25 billion, or 6%, reflecting 6% growth in personal loans and 10% growth in business loans. Average deposit volumes increased $11 billion, or 3%, reflecting 3% growth in personal deposits, 5% growth in business deposits, and 2% growth in wealth deposits. Net interest margin was 2.94%, or an increase of 8 bps, reflecting rising interest rates, partially offset by competitive pricing in loans.

Non-interest income increased $205 million, or 8%, reflecting an increase in revenues from the insurance business, wealth asset growth, and higher fee-based revenue in the personal banking business. A decrease in the fair value of investments supporting claims liabilities, which resulted in a similar decrease to insurance claims, reduced non-interest income by $19 million.

Assets under administration (AUA) were $389 billion as at October 31, 2018, an increase of $2 billion, or 1%, compared with the fourth quarter last year, reflecting new asset growth, partially offset by decreases in market value. Assets under management (AUM) were $289 billion as at October 31, 2018, an increase of $6 billion, or 2%, compared with the fourth quarter last year, reflecting new asset growth.

PCL was $263 million, an increase of $19 million, or 8%, compared with the fourth quarter last year. PCL – impaired for the quarter was $245 million, an increase of $1 million, reflecting continued strong credit performance. PCL – performing (recorded in the Corporate segment last year as incurred but not identified credit losses under IAS 39) was $18 million, primarily in the real estate secured lending and commercial portfolios. Total PCL as an annualized percentage of credit volume was 0.25%, unchanged from the same quarter last year. Net impaired loans were $664 million, an increase of $109 million, or 20%. Net impaired loans as a percentage of total loans were 0.16%, compared with 0.14%, as at October 31, 2017.

Insurance claims and related expenses for the quarter were $684 million, an increase of $69 million, or 11%, compared with the fourth quarter last year, reflecting an increase in reinsurance liabilities assumed, more severe weather-related events, less favourable prior years’ claims development, and the impact of changes to forward-looking actuarial assumptions, partially offset by a decrease in the fair value of investments supporting claims liabilities which resulted in a similar decrease to non-interest income.

Non-interest expenses for the quarter were $2,530 million, an increase of $258 million, or 11%, compared with the fourth quarter last year, reflecting increased marketing and promotion costs, increased employee-related expenses including revenue-based variable compensation expenses in the wealth business, and increased spend related to strategic initiatives.

The efficiency ratio for the quarter was 43.2%, compared with 42.1% in the fourth quarter last year.

Quarterly comparison – Q4 2018 vs. Q3 2018

Canadian Retail net income for the quarter decreased $111 million, or 6%, compared with the prior quarter. The decrease in earnings reflects higher non-interest expenses, insurance claims, and PCL, partially offset by revenue growth. The annualized ROE for the quarter was 45.1%, compared with 48.6% in the prior quarter.

Revenue increased $53 million, or 1%, compared with the prior quarter. Net interest income increased $74 million, or 3%, reflecting volume growth and higher margins. Average loan volumes increased $9 billion, or 2%, reflecting 2% growth in personal loans and 2% growth in business loans. Average deposit volumes increased $2 billion. Net interest margin was 2.94%, or an increase of 1 basis point, primarily due to rising interest rates, partially offset by changes in balance sheet mix.

Non-interest income decreased $21 million, or 1%, reflecting higher trading volumes in the direct investing business, partially offset by lower fee-based revenue in the personal banking business. A decrease in the fair value of investments supporting claims liabilities, which resulted in a similar decrease to insurance claims, reduced non-interest income by $32 million.

AUA decreased $14 billion, or 3%, and AUM decreased $8 billion, or 3%, compared with the prior quarter, both reflecting decreases in market value.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 9  


PCL increased by $17 million, or 7%, compared with the prior quarter. PCL – impaired increased by $19 million, or 8%, primarily reflecting higher provisions in the auto-finance, real estate secured lending, and credit card portfolios. PCL – performing decreased by $2 million. Total PCL as an annualized percentage of credit volume was 0.25%, an increase of 1 basis point over the prior quarter. Net impaired loans increased $142 million, or 27%. Net impaired loans as a percentage of total loans was 0.16%, compared with 0.13%, in the prior quarter.

Insurance claims and related expenses for the quarter increased $57 million, or 9%, compared with the prior quarter, reflecting higher current year claims, the impact of changes to forward-looking actuarial assumptions, partially offset by a decrease in the fair value of investments supporting claims liabilities which resulted in a similar decrease to non-interest income, and less severe weather-related events.

Non-interest expenses increased $130 million, or 5%, compared with the prior quarter, reflecting increased spend related to strategic initiatives, marketing and promotion.

The efficiency ratio for the quarter was 43.2%, compared with 41.4% in the prior quarter.

 

TABLE 10: U.S. RETAIL                        

 

(millions of dollars, except as noted)           For the three months ended  
Canadian Dollars    October 31
2018
    July 31
2018
    October 31
2017
 

Net interest income

   $       2,145   $       2,114   $       1,872

Non-interest income

     713     698     669

Total revenue – reported

     2,858     2,812     2,541

Provision for credit losses – impaired 1  

     205     185     199

Provision for credit losses – performing 2  

     39     37     4

Total provision for credit losses

     244     222     203

Non-interest expenses – reported

     1,637     1,528     1,529

Non-interest expenses – adjusted 3  

     1,637     1,528     1,503

Provision for (recovery of) income taxes – reported 4  

     91     144     138

Provision for (recovery of) income taxes – adjusted 4  

     91     144     148

U.S. Retail Bank net income – reported

     886     918     671

U.S. Retail Bank net income – adjusted 3  

     886     918     687

Equity in net income of an investment in TD Ameritrade – reported

     228     225     105

Equity in net income of an investment in TD Ameritrade – adjusted 5  

     253     243     125

Net income – reported

     1,114     1,143     776

Net income – adjusted

   $ 1,139   $ 1,161   $ 812

 

U.S. Dollars

                        

Net interest income

   $ 1,646   $ 1,620   $ 1,498

Non-interest income

     547     536     534

Total revenue – reported

     2,193     2,156     2,032

Provision for credit losses – impaired 1  

     157     142     160

Provision for credit losses – performing 2  

     30     28     3

Total provision for credit losses

     187     170     163

Non-interest expenses – reported

     1,256     1,172     1,222

Non-interest expenses – adjusted 3  

     1,256     1,172     1,201

Provision for (recovery of) income taxes – reported 4  

     70     111     109

Provision for (recovery of) income taxes – adjusted 4  

     70     111     117

U.S. Retail Bank net income – reported

     680     703     538

U.S. Retail Bank net income – adjusted 3  

     680     703     551

Equity in net income of an investment in TD Ameritrade – reported

     175     174     83

Equity in net income of an investment in TD Ameritrade – adjusted 5  

     194     188     99

Net income – reported

     855     877     621

Net income – adjusted

   $ 874   $ 891   $ 650

 

Selected volumes and ratios

      

Return on common equity – reported 6  

     12.8  %      13.1  %      9.3  % 

Return on common equity – adjusted 6  

     13.0     13.3     9.7

Net interest margin 7  

     3.33     3.33     3.18

Efficiency ratio – reported

     57.3     54.4     60.1

Efficiency ratio – adjusted

     57.3     54.4     59.1

Assets under administration (billions of U.S. dollars)

   $ 19   $ 19   $ 18

Assets under management (billions of U.S. dollars)

     52     58     63

Number of U.S. retail stores

     1,257     1,246     1,270

Average number of full-time equivalent staff

     27,015     26,804     26,094

 

1

PCL – impaired represents Stage 3 PCL under IFRS 9 and counterparty-specific and individually insignificant PCL under IAS 39 on financial assets.

2  

PCL – performing represents Stage 1 and Stage 2 PCL under IFRS 9 and incurred but not identified PCL under IAS 39 on financial assets, loan commitments, and financial guarantees.

3

Adjusted U.S. Retail Bank net income excludes the following items of note: Charges associated with the Bank’s acquisition of Scottrade Bank – fourth quarter 2017 – $26 million ($16 million after tax) or US$21 million (US$13 million after tax). For explanations of items of note, refer to the “Non-GAAP Financial Measures—Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

4

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act has resulted in an adjustment during 2018 to the Bank’s U.S. deferred tax assets and liabilities to the lower base rate of 21%. The amount was estimated during the first quarter of 2018 and was updated during the third quarter of 2018. This earnings impact was reported in the Corporate segment. For additional details, refer to the “Non-GAAP Financial Measures—Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

5

Adjusted equity in net income of an investment in TD Ameritrade excludes the following items of note: The Bank’s share of costs associated with TD Ameritrade’s acquisition of Scottrade in the fourth quarter 2018 – $25 million or US$19 million after tax, third quarter 2018 – $18 million or US$14 million after tax, and fourth quarter 2017 – $20 million or US$16 million after tax. For explanations of items of note, refer to the “Non-GAAP Financial Measures—Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

6

Capital allocated to the business segment was based on 9% CET1 Capital in fiscal 2018 and 2017.

7

Net interest margin excludes the impact related to the TD Ameritrade Insured Deposit Accounts and the impact of intercompany deposits and cash collateral. In addition, the value of tax-exempt interest income is adjusted to its equivalent before-tax value.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 10  


Quarterly comparison – Q4 2018 vs. Q4 2017

U.S. Retail reported net income for the quarter was $1,114 million (US$855 million), an increase of $338 million (US$234 million), or 44% (38% in U.S. dollars), compared with the fourth quarter last year. On an adjusted basis, net income for the quarter was $1,139 million (US$874 million), an increase of $327 million (US$224 million), or 40% (34% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.8% and 13.0% respectively, compared with 9.3% and 9.7%, respectively, in the fourth quarter last year.

U.S. Retail net income includes contributions from the U.S. Retail Bank and the Bank’s investment in TD Ameritrade. Net income for the quarter from the U.S. Retail Bank was $886 million (US$680 million). Reported and adjusted net income for the quarter from the Bank’s investment in TD Ameritrade was $228 million (US$175 million) and $253 million (US$194 million), respectively.

The reported contribution from TD Ameritrade of US$175 million increased US$92 million, compared with the fourth quarter last year, primarily due to the benefit of the Scottrade transaction, higher interest rates, a lower corporate tax rate, and increased trading volumes, partially offset by higher operating expenses. Adjusted contribution from TD Ameritrade increased US$95 million, or 96%.

U.S. Retail Bank net income for the quarter increased US$142 million, or 26%, due to higher deposit margins, higher loan and deposit volumes, fee income growth, and a lower corporate tax rate, partially offset by higher expenses and PCL. U.S. Retail Bank net income increased US$129 million, or 23%, compared to the adjusted U.S. Retail Bank net income in the fourth quarter last year.

U.S. Retail Bank revenue is derived from personal and business banking, and wealth management. Revenue for the quarter was US$2,193 million, an increase of US$161 million, or 8%, compared with the fourth quarter last year. Net interest income increased US$148 million, or 10%, primarily due to higher deposit margins, and growth in loan and deposit volumes. Net interest margin was 3.33%, a 15 bps increase primarily due to higher deposit margins. Non-interest income increased US$13 million, or 2%, reflecting fee income growth in personal and commercial banking, partially offset by losses on certain tax credit-related investments.

Average loan volumes increased US$4 billion, or 3%, compared with the fourth quarter last year due to growth in business and personal loans of 2% and 3%, respectively. Average deposit volumes increased US$14 billion, or 5%, reflecting 4% growth in business deposit volumes, 4% growth in personal deposit volumes, and an 8% increase in sweep deposit volume from TD Ameritrade. The increase in sweep deposit volumes primarily reflected the Scottrade transaction.

AUA were US$19 billion as at October 31, 2018, relatively flat compared with the fourth quarter last year. AUM were US$52 billion as at October 31, 2018, a decrease of 17%, reflecting net fund outflows.

PCL for the quarter was US$187 million, an increase of US$24 million, or 15%, compared with the fourth quarter last year. PCL – impaired was US$157 million, a decrease of US$3 million, or 2%. PCL – performing was US$30 million, an increase of US$27 million, reflecting the impact of methodology changes related to the adoption of IFRS 9 where Stage 2 loans are now measured based on a lifetime expected credit loss (ECL). U.S. Retail PCL including only the Bank’s contractual portion of credit losses in the U.S. strategic cards portfolio, as an annualized percentage of credit volume was 0.50%, or an increase of 6 bps. Net impaired loans, excluding ACI loans, were US$1.4 billion, a decrease of US$45 million, or 3%. Excluding ACI loans, net impaired loans as a percentage of total loans were 1% as at October 31, 2018.

Reported non-interest expenses for the quarter were US$1,256 million, an increase of US$34 million, or 3%, compared with the fourth quarter last year, reflecting higher investments in business initiatives, business volume growth, and increased employee-related costs, partially offset by productivity savings. On an adjusted basis, non-interest expenses increased US$55 million, or 5%.

The reported and adjusted efficiency ratio for the quarter was 57.3%, compared with 60.1% and 59.1%, respectively, in the fourth quarter last year.

Quarterly comparison – Q4 2018 vs. Q3 2018

U.S. Retail reported net income decreased $29 million (US$22 million), or 3% (3% in U.S. dollars), compared with the prior quarter, while adjusted net income decreased $22 million (US$17 million), or 2% (2% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.8% and 13.0% respectively, compared to 13.1% and 13.3%, respectively, in the prior quarter.

The reported contribution from TD Ameritrade increased US$1 million, or 1%, compared with the prior quarter, as higher asset-based revenue was largely offset by reduced trading volumes and higher charges associated with the Scottrade transaction. On an adjusted basis, the contribution from TD Ameritrade increased US$6 million, or 3%.

U.S. Retail Bank net income for the quarter decreased US$23 million, or 3%, compared with the prior quarter, due to higher expenses and PCL, partially offset by higher loan and deposit volumes.

Revenue for the quarter increased US$37 million, or 2%, compared with the prior quarter. Net interest income increased US$26 million, or 2%, primarily due to growth in loan and deposit volumes. Net interest margin was 3.33%, flat compared to the prior quarter. Non-interest income increased US$11 million, or 2%.

Average loan volumes increased US$2 billion, or 1%, compared with the prior quarter, due to growth in business and personal loans of 1% and 2%, respectively. Average deposit volumes increased US$1 billion, reflecting 5% growth in business deposit volumes and a 2% decrease in sweep deposit volume from TD Ameritrade.

AUA were US$19 billion as at October 31, 2018, relatively flat compared with the prior quarter. AUM were US$52 billion as at October 31, 2018, a decrease of 11%, reflecting net fund outflows and market depreciation.

PCL for the quarter increased US$17 million, or 10%, compared with the prior quarter. PCL – impaired was US$157 million, an increase of US$15 million, or 11%, primarily reflecting seasonal trends in the auto portfolio. PCL – performing was US$30 million, an increase of US$2 million, or 7%, primarily reflecting seasonal trends in the credit card portfolios, offset by improvement in the residential lending portfolios. U.S. Retail PCL including only the Bank’s contractual portion of credit losses in the U.S. strategic cards portfolio, as an annualized percentage of credit volume was 0.50%, or an increase of 4 bps. Net impaired loans, excluding ACI loans, were US$1.4 billion, an increase of US$22 million, or 2%. Excluding ACI loans, net impaired loans as a percentage of total loans were 1% as at October 31, 2018.

Non-interest expenses for the quarter increased US$84 million, or 7%, compared with the prior quarter, primarily reflecting higher investments in business initiatives, and increased employee-related costs, partially offset by charges for store optimization in the prior quarter.

The efficiency ratio for the quarter was 57.3%, compared with 54.4% in the prior quarter.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 11  


TABLE 11: WHOLESALE BANKING                        

 

(millions of Canadian dollars, except as noted)    For the three months ended  
      October 31
2018
    July 31
2018
    October 31
2017
 

Net interest income (TEB)

   $       273   $       276   $       277

Non-interest income 1  

     644     519     417

Total revenue

     917     795     694

Provision for (recovery of) credit losses – impaired 1,2

                  

Provision for (recovery of) credit losses – performing 3  

     8     (14      

Total provision for (recovery of) credit losses 4  

     8     (14      

Non-interest expenses

     537     518     420

Provision for (recovery of) income taxes (TEB) 5  

     86     68     43

Net income

   $ 286   $ 223   $ 231

 

Selected volumes and ratios

      

Trading-related revenue (TEB)

   $ 484   $ 275   $ 311

Gross drawn (billions of Canadian dollars) 6  

     23.9     23.6     20.3

Return on common equity 7  

     18.4  %      14.0  %      16.0  % 

Efficiency ratio

     58.6     65.2     60.5

Average number of full-time equivalent staff

     4,426     4,239     4,043

 

1

Effective November 1, 2017, the accrual costs related to CDS used to manage Wholesale Banking’s corporate lending exposure are recorded in non-interest income, previously reported as a component of PCL. The change in market value of the CDS, in excess of the accrual cost, continues to be reported in the Corporate segment.

2

PCL – impaired represents Stage 3 PCL under IFRS 9 and counterparty-specific and individually insignificant PCL under IAS 39 on financial assets.

3  

PCL – performing represents Stage 1 and Stage 2 PCL under IFRS 9 and incurred but not identified PCL under IAS 39 on financial assets, loan commitments, and financial guarantees.

4  

Effective November 1, 2017, the PCL related to the allowances for credit losses for all three stages are recorded within the respective segment. Under IAS 39 and prior to November 1, 2017, the PCL related to the incurred but not identified allowance for credit losses related to products in Wholesale Banking was recorded in the Corporate segment.

5

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a one-time adjustment during the first quarter of 2018 to Wholesale Banking’s U.S. deferred tax assets and liabilities to the lower base rate of 21%. The earnings impact was reported in the Corporate segment. For additional details, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “How We Performed” section of this document.

6  

Includes gross loans and bankers’ acceptances, excluding letters of credit, cash collateral, CDS, and reserves for the corporate lending business.

7

Capital allocated to the business segment was based on 9% CET1 Capital in fiscal 2018 and 2017.

Quarterly comparison – Q4 2018 vs. Q4 2017

Wholesale Banking net income for the quarter was $286 million, an increase of $55 million, or 24%, compared with the fourth quarter last year reflecting higher revenue, partially offset by higher non-interest expenses, higher taxes and higher PCL. The annualized ROE for the quarter was 18.4%, compared with 16.0% in the fourth quarter last year.

Wholesale Banking revenue is derived primarily from capital markets and corporate and investment banking services provided to corporate, government, and institutional clients. Wholesale Banking generates revenue from corporate lending, advisory, underwriting, sales, trading and research, client securitization, trade finance, cash management, prime services, and trade execution services. Revenue for the quarter was $917 million, an increase of $223 million, or 32%, compared with the fourth quarter last year reflecting higher trading-related revenue, and fee and advisory revenue.

PCL for the quarter was $8 million, compared to no PCL in the fourth quarter last year. PCL – performing (recorded in the Corporate segment last year as incurred but not identified credit losses under IAS 39) for the quarter was $8 million primarily reflecting the adoption of IFRS 9 including where Stage 2 loans are measured on a lifetime ECL.

Non-interest expenses were $537 million, an increase of $117 million, or 28%, compared with the fourth quarter last year reflecting higher variable compensation commensurate with increased revenue, higher initiative spend and continued investments in client facing employees supporting the global expansion of Wholesale Banking’s U.S. dollar strategy.

Quarterly comparison – Q4 2018 vs. Q3 2018

Wholesale Banking net income for the quarter increased $63 million, or 28%, compared with the prior quarter reflecting higher revenue, partially offset by higher non-interest expenses and PCL for this quarter compared to a net recovery of PCL in the prior quarter. The annualized ROE for the quarter was 18.4%, compared with 14.0% in the prior quarter.

Revenue for the quarter increased $122 million, or 15%, compared with the prior quarter reflecting higher trading-related revenue including equity trading from higher market volatility and gains on the revaluation of short-term trading deposits using own credit spreads.

PCL for the quarter was $8 million, compared to a benefit of $14 million in the prior quarter. PCL – performing increased by $22 million reflecting a prior quarter benefit and higher Stage 2 volumes in the current quarter.

Non-interest expenses for the quarter increased $19 million, or 4%, compared with the prior quarter primarily reflecting higher spend on regulatory initiatives.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 12  


TABLE 12: CORPORATE                        

 

(millions of Canadian dollars)    For the three months ended  
     

October 31

2018

    July 31
2018
    October 31
2017
 

Net income (loss) – reported 1,2

   $ (181   $ (113   $ 41

Pre-tax adjustments for items of note 3  

      

Amortization of intangibles

     76     77     78

Dilution gain on the Scottrade transaction

                 (204

Total pre-tax adjustments for items of note

     76     77     (126

Provision for (recovery of) income taxes for items of note 2  

     13     73     19

Net income (loss) – adjusted

   $ (118   $ (109   $ (104

Decomposition of items included in net income (loss) – adjusted

      

Net corporate expenses

   $ (221   $ (214   $ (182

Other

     85     87     43

Non-controlling interests

     18     18     35

Net income (loss) – adjusted

   $ (118   $ (109   $ (104

 

Selected volumes

      

Average number of full-time equivalent staff

     15,864     15,377     14,212

 

1

Effective November 1, 2017, the PCL related to the allowances for credit losses for all three stages are recorded within the respective segment. Under IAS 39 and prior to November 1, 2017, the PCL related to the incurred but not identified allowance for credit losses related to products in the Canadian Retail and Wholesale Banking segments were recorded in the Corporate segment.

2

The reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a net charge to earnings during the first quarter of 2018 of $453 million, comprising a net $48 million pre-tax charge related to the write-down of certain tax credit-related investments, partially offset by the favourable impact of the Bank’s share of TD Ameritrade’s remeasurement of its deferred income tax balances, and a $405 million income tax expense resulting from the remeasurement of the Bank’s deferred tax assets and liabilities to the lower base rate of 21% and other related tax adjustments. The amount was estimated during the first quarter of 2018 and was updated during the third quarter of 2018 through a net $61 million income tax benefit.

3

For explanations of items of note, refer to the “Non-GAAP Financial Measures – Reconciliation of Adjusted to Reported Net Income” table in the “Financial Results Overview” section of this document.

Quarterly comparison – Q4 2018 vs. Q4 2017

Corporate segment’s reported net loss for the quarter was $181 million, compared with a reported net income of $41 million in the fourth quarter last year. The year-over-year increase in reported net loss was primarily attributable to the dilution gain on the Scottrade transaction in the same quarter last year, increased net corporate expenses and decreased non-controlling interests, partially offset by increased contribution from Other items. Net corporate expenses increased due to the positive impact of tax adjustments in the same quarter last year. Other items increased primarily due to increased revenue from treasury and balance sheet management activities this quarter. Adjusted net loss was $118 million, compared with an adjusted net loss of $104 million in the fourth quarter last year.

Quarterly comparison – Q4 2018 vs. Q3 2018

Corporate segment’s reported net loss for the quarter was $181 million, compared with a reported net loss of $113 million in the prior quarter. The quarter-over-quarter increase in reported net loss was primarily attributable to the income tax benefit resulting from the Bank’s update to the impact of U.S. tax reform in the last quarter and increased net corporate expenses. Net corporate expenses increased largely due to the positive impact of tax adjustments in the prior quarter. Adjusted net loss was $118 million, compared with an adjusted net loss of $109 million in the prior quarter.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 13  


CONSOLIDATED FINANCIAL STATEMENTS

 

CONSOLIDATED BALANCE SHEET 1                  

 

(millions of Canadian dollars)           As at    
     

October 31

2018

   

October 31

2017

 

ASSETS

                

Cash and due from banks

   $ 4,735   $ 3,971    

Interest-bearing deposits with banks

     30,720     51,185    
       35,455     55,156    

Trading loans, securities, and other

     127,897     103,918    

Non-trading financial assets at fair value through profit or loss

     4,015     n/a 2     

Derivatives

     56,996     56,195    

Financial assets designated at fair value through profit or loss

     3,618     4,032    

Financial assets at fair value through other comprehensive income

     130,600     n/a    

Available-for-sale securities

     n/a       146,411    
       323,126     310,556    

Debt securities at amortized cost, net of allowance for credit losses

     107,171     n/a    

Held-to-maturity securities

     n/a       71,363    

Securities purchased under reverse repurchase agreements

     127,379     134,429    

Loans

    

Residential mortgages

     225,191     222,079    

Consumer instalment and other personal

     172,079     157,101    

Credit card

     35,018     33,007    

Business and government

     217,654     200,978    

Debt securities classified as loans

     n/a       3,209    
       649,942     616,374    

Allowance for loan losses

     (3,549     (3,783 )  

Loans, net of allowance for loan losses

     646,393     612,591    

Other

    

Customers’ liability under acceptances

     17,267     17,297    

Investment in TD Ameritrade

     8,445     7,784    

Goodwill

     16,536     16,156    

Other intangibles

     2,459     2,618    

Land, buildings, equipment, and other depreciable assets

     5,324     5,313    

Deferred tax assets

     2,812     2,497    

Amounts receivable from brokers, dealers, and clients

     26,940     29,971    

Other assets

     15,596     13,264    
       95,379     94,900    

Total assets

   $     1,334,903   $     1,278,995    

LIABILITIES

                

Trading deposits

   $ 114,704   $ 79,940    

Derivatives

     48,270     51,214    

Securitization liabilities at fair value

     12,618     12,757    
       175,592     143,911    

Deposits

    

Personal

     477,644     468,155    

Banks

     16,712     25,887    

Business and government

     357,083     338,782    
       851,439     832,824    

Other

    

Acceptances

     17,269     17,297    

Obligations related to securities sold short

     39,478     35,482    

Obligations related to securities sold under repurchase agreements

     93,389     88,591    

Securitization liabilities at amortized cost

     14,683     16,076    

Amounts payable to brokers, dealers, and clients

     28,385     32,851    

Insurance-related liabilities

     6,698     6,775    

Other liabilities

     19,190     20,470    
       219,092     217,542    

Subordinated notes and debentures

     8,740     9,528    

Total liabilities

     1,254,863     1,203,805    

EQUITY

                

Shareholders’ Equity

    

Common shares

     21,221     20,931    

Preferred shares

     5,000     4,750    

Treasury shares – common

     (144     (176 )  

Treasury shares – preferred

     (7     (7 )  

Contributed surplus

     193     214    

Retained earnings

     46,145     40,489    

Accumulated other comprehensive income (loss)

     6,639     8,006    
       79,047     74,207    

Non-controlling interests in subsidiaries

     993     983    

Total equity

     80,040     75,190    

Total liabilities and equity

   $ 1,334,903   $ 1,278,995    

 

1  

The amounts as at October 31, 2018 and October 31, 2017, have been derived from audited financial statements.

2  

Not applicable.

Certain comparative amounts have been reclassified to conform with the presentation adopted in the current period.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 14  


CONSOLIDATED STATEMENT OF INCOME 1                                  

 

(millions of Canadian dollars, except as noted)    For the three months ended     For the twelve months ended  
      October 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Interest income 2  

        

Loans

   $ 7,519   $ 6,258   $ 27,790   $ 23,663

Securities

        

Interest

     1,906     1,275     6,685     4,595

Dividends

     375     212     1,234     1,128

Deposits with banks

     194     141     713     446
       9,994     7,886     36,422     29,832

Interest expense

        

Deposits

     3,126     1,858     10,489     6,615

Securitization liabilities

     155     133     586     472

Subordinated notes and debentures

     83     103     337     391

Other

     874     462     2,771     1,507
       4,238     2,556     14,183     8,985

Net interest income

     5,756     5,330     22,239     20,847

Non-interest income

        

Investment and securities services

     1,175     1,095     4,656     4,459

Credit fees

     311     278     1,210     1,130

Net securities gain (loss)

     34     41     111     128

Trading income (loss)

     322     141     1,052     303

Income (loss) from non-trading financial instruments at fair value through profit or loss

     22     n/a       48     n/a  

Income (loss) from financial instruments designated at fair value through profit or loss

     (46     (31     (170     (254

Service charges

     698     658     2,716     2,648

Card services

     608     560     2,376     2,388

Insurance revenue

     1,047     943     4,045     3,760

Other income (loss)

     195     255     551     740
       4,366     3,940     16,595     15,302

Total revenue

     10,122     9,270     38,834     36,149

Provision for credit losses

     670     578     2,480     2,216

Insurance claims and related expenses

     684     615     2,444     2,246

Non-interest expenses

        

Salaries and employee benefits

     2,680     2,427     10,377     10,018

Occupancy, including depreciation

     452     442     1,765     1,794

Equipment, including depreciation

     276     252     1,073     992

Amortization of other intangibles

     217     186     815     704

Marketing and business development

     257     203     803     726

Restructuring charges (recovery)

           (4     73     2

Brokerage-related fees

     77     74     306     314

Professional and advisory services

     421     324     1,247     1,165

Other

     972     924     3,678     3,651
       5,352     4,828     20,137     19,366

Income before income taxes and equity in net income of an investment in TD Ameritrade

     3,416     3,249     13,773     12,321

Provision for (recovery of) income taxes

     691     640     3,182     2,253

Equity in net income of an investment in TD Ameritrade

     235     103     743     449

Net income

     2,960     2,712     11,334     10,517

Preferred dividends

     51     50     214     193

Net income available to common shareholders and non-controlling interests in subsidiaries

   $     2,909   $     2,662   $     11,120   $     10,324

Attributable to:

        

Common shareholders

   $ 2,891   $ 2,627   $ 11,048   $ 10,203

Non-controlling interests in subsidiaries

     18     35     72     121

Earnings per share (Canadian dollars)

        

Basic

   $ 1.58   $ 1.42   $ 6.02   $ 5.51

Diluted

     1.58     1.42     6.01     5.50

Dividends per common share (Canadian dollars)

     0.67     0.60     2.61     2.35
1  

The amounts for the three months ended October 31, 2018, and October 31, 2017, have been derived from unaudited financial statements. The amounts for the twelve months ended October 31, 2018, and October 31, 2017, have been derived from audited financial statements.

2  

Includes $8,376 million and $30,639 million, for the three and twelve months ended October 31, 2018, respectively, which has been calculated based on the effective interest rate method.

Certain comparative amounts have been reclassified to conform with the presentation adopted in the current period.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 15  


CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 1,2                                

 

(millions of Canadian dollars)    For the three months ended     For the twelve months ended  
      October 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Net income

   $ 2,960   $ 2,712   $ 11,334   $ 10,517

Other comprehensive income (loss), net of income taxes

        

Items that will be subsequently reclassified to net income  

        

Net change in unrealized gains (losses) on financial assets at fair value through other comprehensive income (available-for-sale securities under IAS 39)

        

Change in unrealized gains (losses) on available-for-sale securities

     n/a       97     n/a       467

Change in unrealized gains (losses) on debt securities at fair value through other comprehensive income

     (81     n/a       (261     n/a  

Reclassification to earnings of net losses (gains) in respect of available-for-sale securities

     n/a       (61     n/a       (143

Reclassification to earnings of net losses (gains) in respect of debt securities at fair value through other comprehensive income

     (16     n/a       (22     n/a  

Reclassification to earnings of changes in allowance for credit losses on debt securities at fair value through other comprehensive income

     (1     n/a       (1     n/a  
       (98     36     (284     324

Net change in unrealized foreign currency translation gains (losses) on Investments in foreign operations, net of hedging activities

        

Unrealized gains (losses) on investments in foreign operations

     780     2,275     1,323     (2,534

Reclassification to earnings of net losses (gains) on investments in foreign operations

                       (17

Net gains (losses) on hedges of investments in foreign operations

     (184     (637     (288     659

Reclassification to earnings of net losses (gains) on hedges of investments in foreign operations

                       4
       596     1,638     1,035     (1,888

Net change in gains (losses) on derivatives designated as cash flow hedges

        

Change in gains (losses) on derivatives designated as cash flow hedges

     (146     888     (1,624     (1,454

Reclassification to earnings of losses (gains) on cash flow hedges

     (196     (1,120     (455     (810
       (342     (232     (2,079     (2,264

Items that will not be subsequently reclassified to net income  

        

Actuarial gains (losses) on employee benefit plans

     259     (79     622     325

Change in net unrealized gains (losses) on equity securities designated at fair value through other comprehensive income

     (15     n/a       38     n/a  

Total other comprehensive income (loss), net of income taxes

     400     1,363     (668     (3,503

Total comprehensive income (loss), net of income taxes

   $     3,360   $     4,075   $     10,666   $     7,014

Attributable to:

        

Common shareholders

   $ 3,291   $ 3,990   $ 10,380   $ 6,700

Preferred shareholders

     51     50     214     193

Non-controlling interests in subsidiaries

     18     35     72     121

 

1  

The amounts for the three months ended October 31, 2018, and October 31, 2017, have been derived from unaudited financial statements. The amounts for the twelve months ended October 31, 2018, and October 31, 2017, have been derived from audited financial statements.

2  

The amounts are net of income tax provisions (recoveries) presented in the following table.

 

Income Tax Provisions (Recoveries) in the Consolidated Statement of Comprehensive Income

 

(millions of Canadian dollars)    For the three months ended     For the twelve months ended  
      October 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Change in unrealized gains (losses) on available-for-sale securities

   $ n/a     $ (16   $ n/a     $ 150

Change in unrealized gains (losses) on debt securities at fair value through other comprehensive income

     (24     n/a       (139     n/a  

Less: Reclassification to earnings of net losses (gains) in respect of available-for-sale securities

     n/a       (27     n/a       (36

Less: Reclassification to earnings of net losses (gains) in respect of debt securities at fair value through other comprehensive income

     8     n/a       13     n/a  

Less: Reclassification to earnings of changes in allowance for credit losses on debt securities at fair value through other comprehensive income

           n/a             n/a  

Unrealized gains (losses) on investments in foreign operations

                        

Less: Reclassification to earnings of net losses (gains) on investment in foreign operations

                        

Net gains (losses) on hedges of investments in foreign operations

     (67     (227     (104     237

Less: Reclassification to earnings of net losses (gains) on hedges of investments in foreign

        

operations

                       (1

Change in gains (losses) on derivatives designated as cash flow hedges

     (11     489     (473     (789

Less: Reclassification to earnings of losses (gains) on cash flow hedges

     110     622     283     258

Actuarial gains (losses) on employee benefit plans

     93     (15     243     129

Change in net unrealized gains (losses) on equity securities designated at fair value through other comprehensive income

     (5     n/a       20     n/a  

Total income taxes

   $ (132   $ (364   $ (749   $ (494

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 16  


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 1                                

 

(millions of Canadian dollars)

     For the three months ended     For the twelve months ended
      
October 31
2018
 
   
October 31
2017
 
   
October 31
2018
 
   
October 31
2017
 

Common shares

        

Balance at beginning of period

   $ 21,099   $ 20,912   $ 20,931   $ 20,711

Proceeds from shares issued on exercise of stock options

     28     27     152     148

Shares issued as a result of dividend reinvestment plan

     94     82     366     329

Purchase of shares for cancellation

           (90     (228     (257

Balance at end of period

     21,221     20,931     21,221     20,931

Preferred shares

        

Balance at beginning of period

     4,850     4,750     4,750     4,400

Issue of shares

     400           750     350

Redemption of shares

     (250           (500      

Balance at end of period

     5,000     4,750     5,000     4,750

Treasury shares – common

        

Balance at beginning of period

     (168     (22     (176     (31

Purchase of shares

     (2,134     (2,684     (8,295     (9,654

Sale of shares

     2,158     2,530     8,327     9,509

Balance at end of period

     (144     (176     (144     (176

Treasury shares – preferred

        

Balance at beginning of period

     (3     (8     (7     (5

Purchase of shares

     (26     (38     (129     (175

Sale of shares

     22     39     129     173

Balance at end of period

     (7     (7     (7     (7

Contributed surplus

        

Balance at beginning of period

     195     207     214     203

Net premium (discount) on sale of treasury shares

           6     (2     23

Issuance of stock options, net of options exercised

     (1           (12     (8

Other

     (1     1     (7     (4

Balance at end of period

     193     214     193     214

Retained earnings

        

Balance at beginning of period

     44,223     39,473     40,489     35,452

Impact on adoption of IFRS 9

           n/a       53     n/a  

Net income attributable to shareholders

     2,942     2,677     11,262     10,396

Common dividends

     (1,223     (1,105     (4,786     (4,347

Preferred dividends

     (51     (50     (214     (193

Share issue expenses and others

     (6           (10     (4

Net premium on repurchase of common shares and redemption of preferred shares

           (427     (1,273     (1,140

Actuarial gains (losses) on employee benefit plans

     259     (79     622     325

Realized gains (losses) on equity securities designated at fair value through other comprehensive income

     1     n/a       2     n/a  

Balance at end of period

     46,145     40,489     46,145     40,489

Accumulated other comprehensive income (loss)

        

Net unrealized gain (loss) on debt securities at fair value through other comprehensive income:

        

Balance at beginning of period

     343     n/a       510     n/a  

Impact on adoption of IFRS 9

           n/a       19     n/a  

Other comprehensive income (loss)

     (97     n/a       (283     n/a  

Allowance for credit losses

     (1     n/a       (1     n/a  

Balance at end of period

     245       n/a       245       n/a  

Net unrealized gain (loss) on equity securities designated at fair value through other comprehensive income:

        

Balance at beginning of period

     70     n/a       113     n/a  

Impact on adoption of IFRS 9

           n/a       (96     n/a  

Other comprehensive income (loss)

     (14     n/a       40     n/a  

Reclassification of loss (gain) to retained earnings

     (1     n/a       (2     n/a  

Balance at end of period

     55     n/a       55     n/a  

Net unrealized gain (loss) on available-for-sale securities:

        

Balance at beginning of period

     n/a       587     n/a       299

Other comprehensive income (loss)

     n/a       36     n/a       324

Balance at end of period

     n/a       623     n/a       623

Net unrealized foreign currency translation gain (loss) on investments in foreign operations, net of hedging activities:

        

Balance at beginning of period

     8,230     6,153     7,791     9,679

Other comprehensive income (loss)

     596     1,638     1,035     (1,888

Balance at end of period

     8,826     7,791     8,826     7,791

Net gain (loss) on derivatives designated as cash flow hedges:

        

Balance at beginning of period

     (2,145     (176     (408     1,856

Other comprehensive income (loss)

     (342     (232     (2,079     (2,264

Balance at end of period

     (2,487     (408     (2,487     (408

Total accumulated other comprehensive income

     6,639     8,006     6,639     8,006

Total shareholders’ equity

     79,047     74,207     79,047     74,207

Non-controlling interests in subsidiaries

        

Balance at beginning of period

     993     1,588     983     1,650

Net income attributable to non-controlling interests in subsidiaries

     18     35     72     121

Redemption of REIT preferred shares

           (617           (617

Other

     (18     (23     (62     (171

Balance at end of period

     993     983     993     983

Total equity

   $ 80,040   $ 75,190   $ 80,040   $ 75,190
1  

The amounts for the three months ended October 31, 2018, and October 31, 2017, have been derived from unaudited financial statements. The amounts for the twelve months ended October 31, 2018, and October 31, 2017, have been derived from audited financial statements.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 17  


CONSOLIDATED STATEMENT OF CASH FLOWS 1                                

 

(millions of Canadian dollars)    For the three months ended     For the twelve months ended  
      October 31
2018
    October 31
2017
    October 31
2018
    October 31
2017
 

Cash flows from (used in) operating activities

        

Net income before income taxes, including equity in net income of an investment in TD Ameritrade

   $ 3,651   $ 3,352   $ 14,516   $ 12,770

Adjustments to determine net cash flows from (used in) operating activities

        

Provision for credit losses

     670     578     2,480     2,216

Depreciation

     149     146     576     603

Amortization of other intangibles

     217     186     815     704

Net securities losses (gains)

     (34     (41     (111     (128

Equity in net income of an investment in TD Ameritrade

     (235     (103     (743     (449

Dilution gain

           (204           (204

Deferred taxes

     (21     (19     385     175

Changes in operating assets and liabilities

        

Interest receivable and payable

     56     3     (104     (283

Securities sold under repurchase agreements

     (1,220     10,473     4,798     39,618

Securities purchased (sold) under reverse repurchase agreements

     1,640     (14,029     7,050     (48,377

Securities sold short

     124     676     3,996     2,367

Trading loans and securities

     (3,836     (4,099     (24,065     (4,661

Loans net of securitization and sales

     (11,727     (15,488     (45,620     (22,332

Deposits

     19,976     38,173     53,379     40,150

Derivatives

     (4,125     (3,194     (3,745     1,836

Non-trading financial assets at fair value through profit or loss

     (150     n/a       5,257     n/a  

Financial assets designated at fair value through profit or loss

     (372     (199     (468     251

Securitization liabilities

     (13     (290     (1,532     (1,575

Current taxes

     121     (308     (780     (419

Brokers, dealers and clients amounts receivable and payable

     1,011     2,004     (1,435     2,459

Other

     (4,036     (3,441     (8,956     1,406

Net cash from (used in) operating activities

     1,846     14,176     5,693     26,127

Cash flows from (used in) financing activities

        

Issuance of subordinated notes and debentures

     1,750           1,750     1,500

Redemption of subordinated notes and debentures

     (31     (254     (2,468     (2,536

Common shares issued

     24     24     128     125

Preferred shares issued

     394           740     346

Repurchase of common shares

           (517     (1,501     (1,397

Redemption of preferred shares

     (250           (500      

Redemption of non-controlling interests in subsidiaries

           (626           (626

Sale of treasury shares

     2,180     2,575     8,454     9,705

Purchase of treasury shares

     (2,160     (2,722     (8,424     (9,829

Dividends paid

     (1,180     (1,073     (4,634     (4,211

Distributions to non-controlling interests in subsidiaries

     (18     (26     (72     (112

Net cash from (used in) financing activities

     709     (2,619     (6,527     (7,035

Cash flows from (used in) investing activities

        

Interest-bearing deposits with banks

     3,858     (5,584     20,465     2,529

Activities in financial assets at fair value through other comprehensive income

        

Purchases

     (8,091     n/a       (20,269     n/a  

Proceeds from maturities

     7,667     n/a       30,101     n/a  

Proceeds from sales

     900     n/a       2,731     n/a  

Activities in available-for-sale securities

        

Purchases

     n/a       (14,036     n/a       (63,339

Proceeds from maturities

     n/a       6,541     n/a       30,775

Proceeds from sales

     n/a       1,829     n/a       4,977

Activities in debt securities at amortized cost

        

Purchases

     (12,161     n/a       (51,663     n/a  

Proceeds from maturities

     4,357     n/a       20,101     n/a  

Proceeds from sales

     342     n/a       670     n/a  

Activities in held-to-maturity securities

        

Purchases

     n/a       (1,833     n/a       (17,807

Proceeds from maturities

     n/a       3,687     n/a       27,729

Proceeds from sales

     n/a             n/a       452

Activities in debt securities classified as loans

        

Purchases

     n/a       (10     n/a       (2,471

Proceeds from maturities

     n/a       48     n/a       337

Proceeds from sales

     n/a       15     n/a       447

Net purchases of land, buildings, equipment, and other depreciable assets

     (261     (305     (587     (434

Net cash acquired from (paid for) divestitures, acquisitions, and the purchase of TD Ameritrade shares

           (2,129           (2,129

Net cash from (used in) investing activities

     (3,389     (11,777     1,549     (18,934

Effect of exchange rate changes on cash and due from banks

     28     78     49     (94

Net increase (decrease) in cash and due from banks

     (806     (142     764     64

Cash and due from banks at beginning of period

         5,541         4,113         3,971         3,907

Cash and due from banks at end of period

   $ 4,735   $ 3,971   $ 4,735   $ 3,971

Supplementary disclosure of cash flows from operating activities

        

Amount of income taxes paid (refunded) during the period

   $ 504   $ 756   $ 3,535   $ 2,866

Amount of interest paid during the period

     4,025     2,384     13,888     8,957

Amount of interest received during the period

     9,462     7,505     34,789     28,393

Amount of dividends received during the period

     345     242     1,202     1,153
1  

The amounts for the three months ended October 31, 2018, and October 31, 2017, have been derived from unaudited financial statements. The amounts for the twelve months ended October 31, 2018, and October 31, 2017, have been derived from audited financial statements.

Certain comparative amounts have been reclassified to conform with the presentation adopted in the current period.

Appendix A – Segmented Information

For management reporting purposes, the Bank reports its results under three key business segments: Canadian Retail, which includes the results of the Canadian personal and commercial banking businesses, Canadian credit cards, TD Auto Finance Canada and Canadian wealth and insurance businesses; U.S. Retail, which includes the results of the U.S. personal and commercial banking businesses, U.S. credit cards, TD Auto Finance U.S., U.S. wealth business, and the Bank’s investment in TD Ameritrade; and Wholesale Banking. The Bank’s other activities are grouped into the Corporate segment.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 18  


Results for these segments for the three and twelve months ended October 31 are presented in the following tables.

 

Results by Business Segment 1,2

 

                                                                    

(millions of Canadian dollars)

           For the three months ended
     Canadian Retail          U.S. Retail      Wholesale Banking 3,4       Corporate 3,4       Total
      

Oct. 31

2018

 

    

Oct. 31

2017

 

   

    

Oct. 31

2018

 

    

Oct. 31

2017

 

    

Oct. 31

2018

 

    

Oct. 31

2017

 

   

   
Oct. 31
2018
 
   

Oct. 31

2017

 

   

   
Oct. 31
2018
 
    

Oct. 31

2017

 

Net interest income (loss)

   $ 3,022    $ 2,773        $ 2,145    $ 1,872    $ 273    $ 277       $ 316   $ 408       $ 5,756    $ 5,330

Non-interest income (loss)

     2,830      2,625          713      669      644      417         179     229         4,366      3,940

Total revenue 5  

     5,852      5,398          2,858      2,541      917      694         495     637         10,122      9,270

Provision for (recovery of) credit losses

     263      244          244      203      8            155     131         670      578

Insurance claims and related expenses

     684      615                                                 684      615

Non-interest expenses

     2,530      2,272          1,637      1,529      537      420         648     607         5,352      4,828

Income (loss) before income taxes

     2,375      2,267          977      809      372      274         (308     (101 )       3,416      3,249

Provision for (recovery of) income taxes

     634      603          91      138      86      43         (120     (144 )       691      640

Equity in net income of an investment in TD Ameritrade

                   228      105                   7     (2 )       235      103

Net income (loss)

   $ 1,741    $ 1,664        $ 1,114    $ 776    $ 286    $ 231       $ (181   $ 41       $ 2,960    $ 2,712
                    

 

 

 

For the twelve months ended

 

      
Oct. 31
2018
 
    

Oct. 31

2017

 

   

    
Oct. 31
2018
 
    

Oct. 31

2017

 

    
Oct. 31
2018
 
    

Oct. 31

2017

 

   

   
Oct. 31
2018
 
   

Oct. 31

2017

 

   

   
Oct. 31
2018
 
    

Oct. 31

2017

 

Net interest income (loss)

   $ 11,576    $ 10,611        $ 8,176    $ 7,486    $ 1,150    $ 1,804       $ 1,337   $ 946       $ 22,239    $ 20,847

Non-interest income (loss)

     11,137      10,451          2,768      2,735      2,309      1,467         381     649         16,595      15,302

Total revenue 5  

     22,713      21,062          10,944      10,221      3,459      3,271         1,718     1,595         38,834      36,149

Provision for (recovery of) credit losses

     998      986          917      792      3      (28     562     466         2,480      2,216

Insurance claims and related expenses

     2,444      2,246                                                 2,444      2,246

Non-interest expenses

     9,473      8,934          6,100      5,878      2,067      1,929         2,497     2,625         20,137      19,366

Income (loss) before income taxes

     9,798      8,896          3,927      3,551      1,389      1,370         (1,341     (1,496 )       13,773      12,321

Provision for (recovery of) income taxes

     2,615      2,371          432      671      335      331         (200     (1,120 )       3,182      2,253

Equity in net income of an investment in TD Ameritrade

                   693      442                   50     7         743      449

Net income (loss)

   $ 7,183    $ 6,525        $ 4,188    $ 3,322    $ 1,054    $ 1,039       $ (1,091   $ (369 )     $ 11,334    $ 10,517
                                                                       

 

 

 

As at

 

      
Oct. 31
2018
 
    

Oct. 31

2017

 

   

    
Oct. 31
2018
 
    

Oct. 31

2017

 

    
Oct. 31
2018
 
    

Oct. 31

2017

 

   

   
Oct. 31
2018
 
   

Oct. 31

2017

 

   

   
Oct. 31
2018
 
    

Oct. 31

2017

 

Total assets 6  

   $   433,960    $   404,444        $   417,292    $   403,937    $   425,909    $   406,138       $   57,742   $   64,476       $   1,334,903    $   1,278,995
1  

The amounts for the three months ended October 31, 2018, and October 31, 2017, have been derived from unaudited financial statements. The amounts for the twelve months ended October 31, 2018, and October 31, 2017, have been derived from audited financial statements.

2

The retailer program partners’ share of revenues and credit losses is presented in the Corporate segment, with an offsetting amount (representing the partners’ net share) recorded in Non-interest expenses, resulting in no impact to Corporate reported Net income (loss). The Net income (loss) included in the U.S. Retail segment includes only the portion of revenue and credit losses attributable to the Bank under the agreements.

3

Net interest income within Wholesale Banking is calculated on a TEB. The TEB adjustment reflected in Wholesale Banking is reversed in the Corporate segment.

4

Effective February 1, 2017, the total gains and losses as a result of changes in fair value of the CDS and interest rate swap contracts hedging the reclassified financial assets at FVOCI (AFS securities under IAS 39) portfolio are recorded in Wholesale Banking. Previously, these derivatives were accounted for on an accrual basis in Wholesale Banking and the gains and losses related to the derivatives, in excess of the accrued costs were reported in Corporate segment. Refer to Note 29 of the Bank’s 2018 Annual Consolidated Financial Statements for additional details.

5

The impact from certain treasury and balance sheet management activities relating to the U.S. Retail segment is recorded in the Corporate segment.

6  

Total assets as at October 31, 2018 and October 31, 2017, have been derived from audited financial statements.

The amounts for the three months ended October 31, 2018 and October 31, 2017, have been derived from unaudited financial statements; for the twelve months ended October 31, 2018 and October 31, 2017, the amounts have been derived from audited financial statements.

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 19  


SHAREHOLDER AND INVESTOR INFORMATION

 

Shareholder Services

 

If you:    And your inquiry relates to:    Please contact:
Are a registered shareholder (your name appears on your TD share certificate)    Missing dividends, lost share certificates, estate questions, address changes to the share register, dividend bank account changes, the dividend reinvestment plan, eliminating duplicate mailings of shareholder materials, or stopping (and resuming) receiving annual and quarterly reports   

Transfer Agent:

AST Trust Company (Canada)

P.O. Box 700, Station B

Montréal, Québec H3B 3K3

1-800-387-0825 (Canada and U.S. only)

or 416-682-3860

Facsimile: 1-888-249-6189

inquiries@astfinancial.com or www.astfinancial.com/ca-en

 

     
Hold your TD shares through the Direct Registration System in the United States    Missing dividends, lost share certificates, estate questions, address changes to the share register, eliminating duplicate mailings of shareholder materials or stopping (and resuming) receiving annual and quarterly reports   

Co-Transfer Agent and Registrar:

Computershare
P.O. Box 505000

Louisville, KY 40233

or

Computershare

462 South 4 th Street, Suite 1600

Louisville, KY 40202

1-866-233-4836

TDD for hearing impaired: 1-800-231-5469

Shareholders outside of U.S.: 201-680-6578

TDD shareholders outside of U.S.: 201-680-6610
www.computershare.com/investor

 

     
Beneficially own TD shares that are held in the name of an intermediary, such as a bank, a trust company, a securities broker, or other nominee    Your TD shares, including questions regarding the dividend reinvestment plan and mailings of shareholder materials    Your intermediary

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.

Annual Report on Form 40-F (U.S.)

A copy of the Bank’s Annual Report on Form 40-F for fiscal 2018 will be filed with the Securities and Exchange Commission later today and will be available at http://www.td.com . You may obtain a printed copy of the Bank’s Annual Report on Form 40-F for fiscal 2018 free of charge upon request to TD Shareholder Relations at 416-944-6367 or 1-866-756-8936 or e-mail tdshinfo@td.com .

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 20  


Access to Quarterly Results Materials

Interested investors, the media, and others may view this fourth quarter earnings news release, results slides, supplementary financial information, supplemental regulatory disclosure, and the 2018 Consolidated Financial Statements and MD&A documents on the TD website at www.td.com/investor/ .

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 hearing impaired (TTY): 1-800-361-1180

Website: www.td.com

Email: customer.service@td.com

Quarterly Earnings Conference Call

TD Bank Group will host an earnings conference call in Toronto, Ontario on November 29, 2018. The call will be available live via TD’s website at 1:30 p.m. ET. The call and audio webcast will feature presentations by TD executives on the Bank’s financial results for the fourth quarter, followed by a question-and-answer period with analysts. The presentation material referenced during the call will be available on the TD website at www.td.com/investor/qr_2018.jsp on November 29, 2018, by approximately 12 p.m. ET. A listen-only telephone line is available at 647-794-1827 or 1-800-949-2175 (toll free) and the passcode is 3108989.

The audio webcast and presentations will be archived at www.td.com/investor/qr_2018.jsp . Replay of the teleconference will be available from 4:30 p.m. ET on November 29, 2018, until 4:30 p.m. ET on December 28, 2018, by calling 647-436-0148 or 1-888-203-1112 (toll free). The passcode is 3108989.

Annual Meeting

Thursday, April 4, 2019

Design Exchange

Toronto, Ontario

About TD Bank Group

The Toronto-Dominion Bank and its subsidiaries are collectively known as TD Bank Group (“TD” or the “Bank”). TD is the sixth largest bank in North America by branches and serves more than 25 million customers in three key businesses operating in a number of locations in financial centres around the globe: Canadian Retail, including TD Canada Trust, TD Auto Finance Canada, TD Wealth (Canada), TD Direct Investing, and TD Insurance; U.S. Retail, including TD Bank, America’s Most Convenient Bank ® , TD Auto Finance U.S., TD Wealth (U.S.), and an investment in TD Ameritrade; and Wholesale Banking, including TD Securities. TD also ranks among the world’s leading online financial services firms, with more than 12 million active online and mobile customers. TD had $1.3 trillion in assets on October 31, 2018. The Toronto-Dominion Bank trades under the symbol “TD” on the Toronto and New York Stock Exchanges.

For further information contact:

Gillian Manning, Head of Investor Relations, 416-308-6014

Julie Bellissimo, Manager, Media Relations, 416-965-6050

 

TD BANK GROUP FOURTH QUARTER 2018 EARNINGS NEWS RELEASE     Page 21  

Exhibit 99.3

TD BANK GROUP DECLARES DIVIDENDS

(all amounts in Canadian dollars)

TORONTO – November  29, 2018 - The Toronto-Dominion Bank (the Bank) today announced that a dividend in an amount of sixty-seven cents (67 cents) per fully paid common share in the capital stock of the Bank has been declared for the quarter ending January 31, 2019, payable on and after January 31, 2019, to shareholders of record at the close of business on January 10, 2019.

In lieu of receiving their dividends in cash, holders of the Bank’s common shares may choose to have their dividends reinvested in additional common shares of the Bank in accordance with the Dividend Reinvestment Plan (the “Plan”).

Under the Plan, the Bank has the discretion to either purchase the additional common shares in the open market or issue them from treasury. If issued from treasury, the Bank may decide to apply a discount of up to 5% to the Average Market Price (as defined in the Plan) of the additional shares. For the January 31, 2019 dividend, the Bank will issue the additional shares from treasury, with no discount.

Registered holders of record of the Bank’s common shares wishing to join the Plan can obtain an Enrolment Form from AST Trust Company (Canada) (1-800-387-0825) or on the Bank’s website, www.td.com/investor/drip.jsp. In order to participate in the Plan in time for this dividend, Enrolment Forms for registered holders must be received by AST Trust Company (Canada) at P.O. Box 4229, Postal Station A, Toronto, Ontario, M5W 0G1, or by facsimile at 1-888-488-1416, before the close of business on January 9, 2019. Beneficial or non-registered holders of the Bank’s common shares wishing to join the Plan must contact their financial institution or broker for instructions on how to enroll in advance of the above date.

The Bank also announced that dividends have been declared on the following Non-Cumulative Redeemable Class A First Preferred Shares of the Bank, payable on and after January 31, 2019, to shareholders of record at the close of business on January 10, 2019:

 

 

Series 1, in an amount per share of $0.24375;

 

 

Series 3, in an amount per share of $0.2375;

 

 

Series 5, in an amount per share of $0.234375;

 

 

Series 7, in an amount per share of $0.225;

 

 

Series 9, in an amount per share of $0.23125;

 

 

Series 11, in an amount per share of $0.30625;

 

 

Series 12, in an amount per share of $0.34375;

 

 

Series 14, in an amount per share of $0.303125;

 

 

Series 16, in an amount per share of $0.28125;

 

 

Series 18, in an amount per share of $0.29375; and

 

 

Series 20, in an amount per share of $0.4555.

The Bank for the purposes of the Income Tax Act, Canada and any similar provincial legislation advises that the dividend declared for the quarter ending January 31, 2019 and all future dividends will be eligible dividends unless indicated otherwise.


About TD Bank Group

The Toronto-Dominion Bank and its subsidiaries are collectively known as TD Bank Group (“TD” or the “Bank”). TD is the sixth largest bank in North America by branches and serves more than 25 million customers in three key businesses operating in a number of locations in financial centres around the globe: Canadian Retail, including TD Canada Trust, TD Auto Finance Canada, TD Wealth (Canada), TD Direct Investing, and TD Insurance; U.S. Retail, including TD Bank, America’s Most Convenient Bank ® , TD Auto Finance U.S., TD Wealth (U.S.), and an investment in TD Ameritrade; and Wholesale Banking, including TD Securities. TD also ranks among the world’s leading online financial services firms, with more than 12 million active online and mobile customers. TD had CDN$1.3 trillion in assets on October 31, 2018. The Toronto-Dominion Bank trades under the symbol “TD” on the Toronto and New York Stock Exchanges.

-30-

 

For more information contact:   

Annette Galler

Senior Legal Officer, Corporate

Legal Department – Shareholder Relations

(416) 944-6367

Toll free 1-866-756-8936

  

Julie Bellissimo

Media Relations, Corporate & Public Affairs

(416) 965-6050

Exhibit 99.4

 

LOGO

November 29, 2018

The Toronto Stock Exchange

Canadian Securities Commissions

CDS Clearing and Depository Services Inc.

The Depository Trust & Clearing Corporation

Dear Sir/Madam:

 

Re:

The Toronto-Dominion Bank (the “Bank”)
- Notice of Meeting and Record Dates

Pursuant to s. 2.2 of National Instrument 54-101 Communication with Beneficial Owners of Securities of a Reporting Issuer (“NI 54-101”), we advise as follows:

 

Name of Reporting Issuer   The Toronto-Dominion Bank
Meeting Date   April 4, 2019
Record Date for Notice   February 4, 2019
Record Date for Voting   February 4, 2019
Beneficial Ownership Determination Date   February 4, 2019
Classes or series of securities that entitle the holder to receive notice of the meeting   Common shares
Classes or series of securities that entitle the holder to vote at the meeting   Common shares

Notice & Access – Registered Holders

Notice & Access – Beneficial Holders

 

No

No

Issuer Sending Material Directly to NOBOs   No
Issuer Paying to Send Material to OBOs   Yes
Whether the meeting is a special meeting 1   No

 

Yours very truly,

/s/ Caroline Cook

 

Caroline Cook

Associate Vice President, Legal

 

 

1 As defined by NI 54-101 meaning a meeting at which a special resolution, as defined in the Bank Act (Canada) , is expected to be submitted to common shareholders.

Exhibit 99.5

FORM 52-109F1

CERTIFICATION OF ANNUAL FILINGS

FULL CERTIFICATE

I, Bharat Masrani, Group President and Chief Executive Officer of The Toronto-Dominion Bank, certify the following:

 

1.

Review : I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of The Toronto-Dominion Bank (the “issuer”) for the financial year ended October 31, 2018.

 

2.

No misrepresentations : Based on my knowledge, having exercised reasonable diligence, the annual filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the annual filings.

 

3.

Fair presentation : Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.

 

4.

Responsibility : The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings , for the issuer.

 

5.

Design : Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end

 

  (a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

  (i)

material information relating to the issuer is made known to us by others, particularly during the period in which the annual filings are being prepared; and

 

  (ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

  (b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1

Control framework : The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria) in 2013.


5.2

N/A

 

5.3

N/A

 

6.

Evaluation: The issuer’s other certifying officer(s) and I have

 

  (a)

evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and

 

  (b)

evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A

 

  (i)

our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and

 

  (ii)

N/A

 

7.

Reporting changes in ICFR : The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on August 1, 2018 and ended on October 31, 2018 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

8.

Reporting to the issuer’s auditors and board of directors or audit committee : The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

 

Date: November 29, 2018

/s/ Bharat Masrani

 

Bharat Masrani

Group President and Chief Executive Officer


FORM 52-109F1

CERTIFICATION OF ANNUAL FILINGS

FULL CERTIFICATE

I, Riaz Ahmed, Group Head and Chief Financial Officer of The Toronto-Dominion Bank, certify the following:

 

1.

Review : I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of The Toronto-Dominion Bank (the “issuer”) for the financial year ended October 31, 2018.

 

2.

No misrepresentations : Based on my knowledge, having exercised reasonable diligence, the annual filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the annual filings.

 

3.

Fair presentation : Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.

 

4.

Responsibility : The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings , for the issuer.

 

5.

Design : Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end

 

  (a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

 

  (i)

material information relating to the issuer is made known to us by others, particularly during the period in which the annual filings are being prepared; and

 

  (ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

 

  (b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 

5.1

Control framework : The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria) in 2013.


5.2

N/A

 

5.3

N/A

 

6.

Evaluation: The issuer’s other certifying officer(s) and I have

 

  (a)

evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and

 

  (b)

evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A

 

  (i)

our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and

 

  (ii)

N/A

 

7.

Reporting changes in ICFR : The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on August 1, 2018 and ended on October 31, 2018 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

 

8.

Reporting to the issuer’s auditors and board of directors or audit committee : The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

 

Date: November 29, 2018

/s/ Riaz Ahmed

 

Riaz Ahmed

Group Head and Chief Financial Officer