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 February, 2019.   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 99.4, Exhibit 99.5 and Exhibit 99.6 hereto, is incorporated by reference into all outstanding Registration Statements of The Toronto-Dominion Bank filed with the U.S. Securities and Exchange Commission.

 

 

 


EXHIBIT INDEX

 

Exhibit

  

Description

99.1    1st Quarter 2019 Report to Shareholders
99.2    Earnings Coverage
99.3    Return on Assets, Dividend Payouts, and Equity to Assets Ratios
99.4    Q1 2019 Earnings News Release
99.5    Q1 2019 Dividend News Release
99.6    CEO and CFO Certificates


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: February 28, 2019     By:   /s/ Caroline Cook
    Name:   Caroline Cook
    Title:   Associate Vice President, Legal

Exhibit 99.1

 

 

LOGO

 

  

TD Bank Group Reports First Quarter 2019 Results

Report to Shareholders Three months ended January  31, 2019

 

The financial information in this document is reported in Canadian dollars, and is based on the Bank's unaudited Interim Consolidated Financial Statements and related Notes prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), unless otherwise noted.

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 Management's Discussion and Analysis (MD&A) for an explanation of reported and adjusted results.

FIRST QUARTER FINANCIAL HIGHLIGHTS, compared with the first quarter last year:

 

Reported diluted earnings per share were $1.27, compared with $1.24.

 

Adjusted diluted earnings per share were $1.57, compared with $1.56.

 

Reported net income was $2,410 million, compared with $2,353 million.

 

Adjusted net income was $2,953 million, compared with $2,946 million.

FIRST QUARTER ADJUSTMENTS (ITEMS OF NOTE)

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

 

Amortization of intangibles of $80 million ($67 million after-tax or 4 cents per share), compared with $85 million ($68 million after-tax or 4 cents per share) in the first quarter last year.

 

Charges related to the long-term loyalty agreement with Air Canada of $607 million ($446 million after-tax or 24 cents per share).

 

Charges associated with the acquisition of Greystone of $31 million ($30 million after-tax or 2 cents per share).

TORONTO, February  28, 2019 – TD Bank Group ("TD" or the "Bank") today announced its financial results for the first quarter ended January 31, 2019. First quarter reported earnings were $2.4 billion, up 2% on a reported basis and flat on an adjusted basis, compared with the same quarter last year.

"TD's Retail segments in both Canada and the U.S. had a strong start to the year, with continued revenue growth and solid earnings. However, market volatility and lower client activity impacted our Wholesale segment in the quarter," said Bharat Masrani, Group President and Chief Executive Officer, TD Bank Group. "TD's diversified business and geographic mix continues to serve us well and we are focused on the work ahead to advance our business strategy and innovate to build new capabilities to serve our over 25 million customers."

The Bank also announced a dividend increase of seven cents per common share for the quarter ending in April, an increase of 10%.

Canadian Retail

Reported net income for Canadian Retail was $1,379 million, down 22% from the first quarter last year. Adjusted net income, which excludes the Air Canada and Greystone charges above, was $1,855 million, an increase of 6% over the first quarter of 2018. Revenue growth was 8%, reflecting contributions across all businesses. The real estate secured lending business launched an industry-leading digital mortgage application and gained market share for the third quarter in a row. We solidified our position as Canada's leading credit card issuer with our agreement to become the primary credit card issuer for Air Canada's new loyalty program and became Canada's largest money manager with the acquisition of Greystone.

U.S. Retail

U.S. Retail reported net income was $1,240 million (US$935 million), an increase of 30% (25% in U.S. dollars) and up 21% (16% in U.S. dollars) on an adjusted basis, compared with the same quarter last year. TD Ameritrade contributed $311 million (US$235 million) to the segment this quarter compared to $106 million in the same quarter last year.

The U.S. Retail Bank, which excludes the Bank's investment in TD Ameritrade, reported net income of $929 million (US$700 million), up 10% (5% in U.S. dollars) on a reported basis and 9% (4% in U.S. dollars) on an adjusted basis, from the same period last year. Earnings reflect loan and deposit volume growth, and higher margins. The U.S. Retail Bank remains focused on providing legendary customer service and making it easier for customers to bank with us with the roll-out of new customer capabilities such as Mobile Bill Pay and eSignature.

Wholesale

Wholesale Banking reported a net loss for the quarter of $17 million, compared to net earnings of $278 million in the first quarter last year, reflecting lower trading-related revenue and origination activity, and higher expenses. Revenue was down 35% from the same period last year, impacted by challenging market conditions and reduced client activity. Non-interest expenses were up 14%, from the same quarter last year due to continued investment in the global expansion of our U.S. dollar business and the benefit of a revaluation of certain liabilities for post-retirement benefits in the prior year, which was partially offset by lower variable compensation accrual in the current quarter.

Capital

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

Innovation

"New digital capabilities are deepening our customer relationships, allowing us to offer more personalized and connected experiences to our growing North American customer base," continued Masrani. "We are particularly excited by the launch of TD Clari, an artificial intelligence powered chatbot that allows our customers to engage with us in truly differentiated ways."

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 1  


Conclusion

"We're continuing to invest in our business, colleagues, and brand, and the dividend increase announced today further reinforces the confidence we have in our proven business model," concluded Masrani. "We continue to face many of the same challenges and opportunities that we identified at the end of 2018. Subject to these, and assuming the improvements in market conditions we are now seeing are sustained, we expect our full-year performance to be closer to the low end of our 7-10 per cent medium-term target for adjusted EPS growth."

The foregoing contains forward-looking statements. Please refer to the "Caution Regarding Forward-Looking Statements" on page 4.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 2  


ENHANCED DISCLOSURE TASK FORCE

The Enhanced Disclosure Task Force (EDTF) was established by the Financial Stability Board in 2012 to identify fundamental disclosure principles, recommendations and leading practices to enhance risk disclosures of banks. The index below includes the recommendations (as published by the EDTF) and lists the location of the related EDTF disclosures presented in the first quarter 2019 Report to Shareholders (RTS), Supplemental Financial Information (SFI), or Supplemental Regulatory Disclosures (SRD). Information on TD's website, SFI, and SRD is not and should not be considered incorporated herein by reference into the first quarter 2019 RTS, Management's Discussion and Analysis, or the Interim Consolidated Financial Statements. Certain disclosure references have been made to the Bank's 2018 Annual Report.

 

        Type of        

Risk

     Topic        EDTF Disclosure   

 

Page

 

   RTS

First

Quarter

2019

   SFI

First

Quarter

2019

   SRD

First

Quarter

2019

   Annual

Report

2018

       
General    1   

Present all related risk information together in any particular report.

 

   Refer to below for location of disclosures

 

   2    The bank's risk terminology and risk measures and present key parameter values used.                   71-76,81,87,

89-91,

101-103

   3   

 

Describe and discuss top and emerging risks.

 

                 

 

67-71

 

   4    Outline plans to meet each new key regulatory ratio once applicable rules are finalized.    28, 41              62-63, 95-96,

98

Risk

Governance

and Risk

Management and Business

Model

   5   

Summarize the bank's risk management organization, processes, and key functions.

 

                  72-75

 

   6   

 

Description of the bank's risk culture and procedures applied to support the culture.

 

                  71-72
   7    Description of key risks that arise from the bank's business models and activities.                   61, 71,

76-103

   8    Description of stress testing within the bank's risk governance and capital frameworks.    32              60,75-76,

84,101

Capital

Adequacy

and Risk

Weighted Assets

   9    Pillar 1 capital requirements and the impact for global systemically important banks.    26-28, 74         1-3, 6    57-59, 63,

211

   10   

 

Composition of capital and reconciliation of accounting balance sheet to the regulatory balance sheet.

 

            

 

1-3, 5

 

  

 

57

 

   11   

 

Flow statement of the movements in regulatory capital.

 

            

 

4

 

    
   12   

 

Discussion of capital planning within a more general discussion of management's strategic planning.

 

                  58-60, 101
   13   

 

Analysis of how RWA relate to business activities and related risks.

 

       

 

4-7

 

       

 

60-61

 

   14    Analysis of capital requirements for each method used for calculating RWA.    32         10    77-79,81,

83-84

   15   

 

Tabulate credit risk in the banking book for Basel asset classes and major portfolios.

 

            

 

19-25, 28-30    

 

    
   16   

 

Flow statement reconciling the movements of RWA by risk type.

 

             11-12     
   17   

 

Discussion of Basel III back-testing requirements.

 

             35    80, 84, 89

Liquidity

 

   18    The bank's management of liquidity needs and liquidity reserves.    34-36, 38-39                  91-93
Funding    19   

Encumbered and unencumbered assets in a table by balance sheet category.

 

   37              94,204
   20   

 

Tabulate consolidated total assets, liabilities and off-balance sheet commitments by remaining contractual maturity at the balance sheet date.

 

   41-43              98-100
   21   

 

Discussion of the bank's funding sources and the bank's funding strategy.

 

   37-38, 40-41              97-98
Market Risk    22   

Linkage of market risk measures for trading and non-trading portfolio and balance sheet.

 

   31              82
   23   

 

Breakdown of significant trading and non-trading market risk factors.

 

   31-34              82, 84-87
   24   

 

Significant market risk measurement model limitations and validation procedures.

 

   32              83-87, 89
   25   

 

Primary risk management techniques beyond reported risk measures and parameters.

 

   32              83-87
Credit Risk    26    Provide information that facilitates users' understanding of the bank's credit risk profile, including any significant credit risk concentrations.    22-25, 60-67    15-33    1-5, 10-11,
13-35
   44-57,  76-81,
162-169, 178,
180-182, 209-210
   27    Description of the bank's policies for identifying impaired loans.    66              52,130-131,137-138,  
168
   28   

 

Reconciliation of the opening and closing balances of impaired loans in the period and the allowance for loan losses.

 

   22, 63-66    19, 23-24             49, 165-167
   29    Analysis of the bank's counterparty credit risks that arise from derivative transactions.              26-27, 31    79-80, 147,
174-175,178,
180-182
   30   

 

Discussion of credit risk mitigation, including collateral held for all sources of credit risk.

 

                  80, 134, 147
Other Risks    31   

Description of ‘other risk' types based on management's classifications and discuss how each one is identified, governed, measured and managed.

 

                  87-90,

101-103

   32   

 

Discuss publicly known risk events related to other risks.

 

   72              70-71, 202-204

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 3  


TABLE OF CONTENTS

 

 

  MANAGEMENT ' S DISCUSSION AND ANALYSIS

4

  Caution Regarding Forward-Looking Statements

5

  Financial Highlights

6

  How We Performed

9

  Financial Results Overview

14

  How Our Businesses Performed

20

  Quarterly Results

21

  Balance Sheet Review

22

  Credit Portfolio Quality

26

  Capital Position

29

  Managing Risk

44

  Securitization and Off-Balance Sheet Arrangements

44

  Accounting Policies and Estimates

46

  Changes in Internal Control over Financial Reporting
  INTERIM CONSOLIDATED FINANCIAL STATEMENTS

47

  Interim Consolidated Balance Sheet

48

  Interim Consolidated Statement of Income

49

  Interim Consolidated Statement of Comprehensive Income

50

  Interim Consolidated Statement of Changes in Equity

51

  Interim Consolidated Statement of Cash Flows

52

  Notes to Interim Consolidated Financial Statements

75

  SHAREHOLDER AND INVESTOR INFORMATION
 

 

MANAGEMENT ' S DISCUSSION AND ANALYSIS OF OPERATING PERFORMANCE

 

This MD&A is presented to enable readers to assess material changes in the financial condition and operating results of TD Bank Group ("TD" or the "Bank") for the three months ended January 31, 2019, compared with the corresponding periods shown. This MD&A should be read in conjunction with the Bank's unaudited Interim Consolidated Financial Statements and related Notes included in this Report to Shareholders and with the 2018 Consolidated Financial Statements and related Notes and 2018 MD&A. This MD&A is dated February 27, 2019. Unless otherwise indicated, all amounts are expressed in Canadian dollars and have been primarily derived from the Bank's 2018 Consolidated Financial Statements and related Notes or Interim Consolidated Financial Statements and related Notes, prepared in accordance with IFRS as issued by the IASB. Note that certain comparative amounts have been restated/reclassified to conform with the presentation adopted in the current period. Additional information relating to the Bank, including the Bank's 2018 Annual Information Form, 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 SEC's website at http://www.sec.gov (EDGAR filers section).

 

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 key priorities, including the successful completion of acquisitions and dispositions, business retention plans, and strategic plans and 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, including through internet and mobile banking and non-traditional 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 discussed under the headings "Significant Events" and "Significant 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 FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 4  


TABLE 1:  FINANCIAL HIGHLIGHTS 1

 

(millions of Canadian dollars, except as noted)

     As at or for the three months ended
      

January 31

2019


   

October 31

2018


   

January 31

2018


Results of operations

      

Total revenue

   $ 9,998   $ 10,136   $ 9,375

Provision for credit losses

     850     670     693

Insurance claims and related expenses

     702     684     575

Non-interest expenses – reported

     5,855     5,366     4,861

Non-interest expenses – adjusted 2

     5,161     5,313     4,793

Net income – reported

     2,410     2,960     2,353

Net income – adjusted 2

     2,953     3,048     2,946

Financial position (billions of Canadian dollars)

      

Total loans net of allowance for loan losses

   $ 648.5   $ 646.4   $ 607.1

Total assets

         1,322.5         1,334.9         1,261.3

Total deposits

     849.3     851.4     813.4

Total equity

     81.7     80.0     73.2

Total Common Equity Tier 1 Capital risk-weighted assets 3

     439.3     435.6     441.3

Financial ratios

      

Return on common equity – reported

     12.2  %      15.8  %      13.2  % 

Return on common equity – adjusted 4

     15.0     16.3     16.6

Return on tangible common equity 4

     17.5     22.7     19.4

Return on tangible common equity – adjusted 4

     21.0     22.9     23.7

Efficiency ratio – reported

     58.6     52.9     51.9

Efficiency ratio – adjusted 2

     51.6     52.4     50.6

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

     0.50     0.41     0.45

Common share information – reported (Canadian dollars)

      

Per share earnings

      

Basic

   $ 1.27   $ 1.58   $ 1.24

Diluted

     1.27     1.58     1.24

Dividends per share

     0.67     0.67     0.60

Book value per share

     41.69     40.50     36.58

Closing share price 6

     74.00     73.03     74.82

Shares outstanding (millions)

      

Average basic

     1,833.1     1,826.5     1,841.7

Average diluted

     1,836.2     1,830.5     1,846.2

End of period

     1,830.8     1,828.3     1,843.7

Market capitalization (billions of Canadian dollars)

   $ 135.5   $ 133.5   $ 137.9

Dividend yield 7

     3.8  %      3.5  %      3.3  % 

Dividend payout ratio

     52.6     42.3     48.3

Price-earnings ratio

     12.3     12.2     13.8

Total shareholder return (1 year) 8

     2.6     3.1     14.9

Common share information – adjusted (Canadian dollars) 2

      

Per share earnings

      

Basic

   $ 1.57   $ 1.63   $ 1.56

Diluted

     1.57     1.63     1.56

Dividend payout ratio

     42.7  %      41.1  %      38.3  % 

Price-earnings ratio

     11.4     11.3     13.0

Capital ratios

      

Common Equity Tier 1 Capital ratio 3  

     12.0  %      12.0  %      10.6  % 

Tier 1 Capital ratio 3

     13.5     13.7     12.1

Total Capital ratio 3

     15.9     16.2     14.2

Leverage ratio

     4.1     4.2     4.0

 

1  

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

2  

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.

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 2019, the scalars for inclusion of CVA for Common Equity Tier 1 (CET1), Tier 1, and Total Capital RWA are all 100%. For fiscal 2018, the scalars for inclusion were 80%, 83%, and 86%, respectively. Prior to the second quarter of 2018, as the Bank was constrained by the Basel I regulatory floor, 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

Metrics are non-GAAP financial measures. Refer to the "Return on Common Equity" and "Return on Tangible Common Equity" sections of this document for an explanation.

5

Excludes acquired credit-impaired (ACI) loans.

6

Toronto Stock Exchange (TSX) closing market price.

7

Dividend yield is calculated as the annualized dividend per common share paid divided by 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 year-to-date – by annualizing the year-to-date dividend per common share paid.

8

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 5  


 

HOW WE PERFORMED

Corporate Overview

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, 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. TD also ranks among the world's leading online financial services firms, with approximately 12 million active online and mobile customers. TD had $1.3 trillion in assets on January 31, 2019. The Toronto-Dominion Bank trades under the symbol "TD" on the Toronto and New York Stock Exchanges.

How the Bank Reports

The Bank prepares its Interim 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 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 Interim 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.

 

TABLE 2:  OPERATING RESULTS – Reported 1

 

(millions of Canadian dollars)

     For the three months ended
      

January 31

2019

 

    

October 31

2018

 

    

January 31

2018

 

Net interest income

   $ 5,860    $ 5,756    $ 5,430

Non-interest income

     4,138      4,380      3,945

Total revenue

     9,998      10,136      9,375

Provision for credit losses

     850      670      693

Insurance claims and related expenses

     702      684      575

Non-interest expenses

     5,855      5,366      4,861

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

     2,591      3,416      3,246

Provision for income taxes

     503      691      1,040

Equity in net income of an investment in TD Ameritrade

     322      235      147

Net income – reported

     2,410      2,960      2,353

Preferred dividends

     60      51      52

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

   $ 2,350    $ 2,909    $ 2,301

Attributable to:

        

Common shareholders

   $ 2,332    $ 2,891    $ 2,283

Non-controlling interests

     18      18      18

 

1  

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 6  


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 1

 

(millions of Canadian dollars)

     For the three months ended    
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 
 

Operating results – adjusted

      

Net interest income

   $ 5,860   $ 5,756   $ 5,430    

Non-interest income 2

     4,138     4,380     4,034    

Total revenue

     9,998     10,136     9,464    

Provision for credit losses

     850     670     693    

Insurance claims and related expenses

     702     684     575    

Non-interest expenses 3

     5,161     5,313     4,793    

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

     3,285     3,469     3,403    

Provision for income taxes

     678     704     653    

Equity in net income of an investment in TD Ameritrade 4

     346     283     196    

Net income – adjusted

     2,953     3,048     2,946    

Preferred dividends

     60     51     52    

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

     2,893     2,997     2,894    

Attributable to:

      

Non-controlling interests in subsidiaries, net of income taxes

     18     18     18    

Net income available to common shareholders – adjusted

     2,875     2,979     2,876    

Pre-tax adjustments of items of note

      

Amortization of intangibles 5  

     (80     (76     (85 )  

Charges related to the long-term loyalty agreement with Air Canada 6  

     (607            

Charges associated with the acquisition of Greystone 7

     (31            

Charges associated with the Scottrade transaction 8

           (25     (73 )  

Impact from U.S. tax reform 9

                 (48 )  

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

      

Amortization of intangibles 10

     (13     (13     (17 )  

Charges related to the long-term loyalty agreement with Air Canada

     (161            

Charges associated with the acquisition of Greystone

     (1            

Charges associated with the Scottrade transaction

                 (1 )  

Impact from U.S. tax reform 9

                 405    

Total adjustments for items of note

     (543     (88     (593 )  

Net income available to common shareholders – reported

   $ 2,332   $ 2,891   $ 2,283    

 

1  

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

2  

Adjusted Non-interest income excludes the following item of note: Adjustment to the carrying balances of certain tax credit-related investments, as explained in footnote 9 – first quarter 2018 – $(89) million. This amount was reported in the Corporate segment.

3  

Adjusted Non-interest expenses exclude the following items of note: Amortization of intangibles, as explained in footnote 5 – first quarter 2019 – $56 million, fourth quarter 2018 – $53 million, first quarter 2018 – $63 million; these amounts were reported in the Corporate segment. Charges related to the long-term loyalty agreement with Air Canada, as explained in footnote 6 – first quarter 2019 – $607 million; this amount was reported in the Canadian Retail segment. Charges associated with the acquisition of Greystone, as explained in footnote 7 – first quarter 2019 – $31 million; this amount was reported in the Canadian Retail segment. Charges associated with Scottrade transaction, as explained in footnote 8 – first quarter 2018 – $5 million; this amount was reported in the U.S. Retail segment.

4  

Adjusted Equity in net income of an investment in TD Ameritrade excludes the following items of note: Amortization of intangibles, as explained in footnote 5 – first quarter 2019  – $24 million, fourth quarter 2018 – $23 million, first quarter 2018  – $22 million; and the Bank's share of TD Ameritrade's deferred tax balances adjustment, as explained in footnote 9 – first quarter 2018 – $(41) million. The earnings impact of both of these items was reported in the Corporate segment. The Bank's share of charges associated with TD Ameritrade's acquisition of Scottrade Financial Services Inc. ("Scottrade"), as explained in footnote 8 – fourth quarter 2018 – $25 million, and first quarter 2018 – $68 million. This item was reported in the U.S.-Retail segment.

5

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.

6

On January 10, 2019, the Bank's long-term loyalty program agreement with Air Canada became effective in conjunction with Air Canada completing its acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the "Transaction"). In connection with the Transaction, the Bank recognized an expense of $607 million ($446 million after-tax) in the Canadian Retail segment.

7

On November 1, 2018, the Bank acquired Greystone Capital Management Inc., the parent company of Greystone Managed Investments Inc. ("Greystone"). The Bank incurred acquisition related charges including compensation to employee shareholders issued in common shares in respect of the purchase price, direct transaction costs, and certain other acquisition related costs. These amounts have been recorded as an adjustment to net income and were reported in the Canadian Retail segment.

8

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 the 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 were reported in the U.S. Retail segment.

9

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the Tax Cuts and Jobs Act (the "U.S. Tax Act") resulted in a net charge to earnings 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 net $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 earnings impact was reported in the Corporate segment.

10

The amount reported for the three months ended January 31, 2018 excludes $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 FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 7  


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

 

(Canadian dollars)

     For the three months ended  
      
January 31
2019
 
    
October 31
2018
 
    
January 31
2018
 
   

Basic earnings per share – reported

   $ 1.27    $ 1.58    $ 1.24    

Adjustments for items of note 2

     0.30      0.05      0.32    

Basic earnings per share – adjusted

   $ 1.57    $ 1.63    $ 1.56    

Diluted earnings per share – reported

   $ 1.27    $ 1.58    $ 1.24    

Adjustments for items of note 2

     0.30      0.05      0.32    

Diluted earnings per share – adjusted

   $ 1.57    $ 1.63    $ 1.56    

 

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:  AMORTIZATION OF INTANGIBLES, NET OF INCOME TAXES 1,2

 

(millions of Canadian dollars)

     For the three months ended
      
January 31
2019
 
    
October 31
2018
 
 
    
January 31
2018
 

TD Bank, National Association (TD Bank, N.A.)

   $ 21    $ 20      $ 22

TD Ameritrade Holding Corporation (TD Ameritrade) 3  

     24      23        22

MBNA Canada

     10      10        15

Aeroplan

     4      4        4

Other

     8      6        5
     67      63        68

Software and asset servicing rights

     110      129        105

Amortization of intangibles, net of income taxes

   $ 177    $ 192      $ 173

 

1

The amount reported in the first quarter of 2018 excludes $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.

2

Amortization of intangibles, with the exception of software and asset servicing rights, are included as items of note. 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.

3  

Included in Equity in net income of an investment in TD Ameritrade.

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. For fiscal 2019, the capital allocated to the business segments is based on 10% CET1 Capital. Capital allocated to the business segments was based on 9% for fiscal 2018.

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 as it 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
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Average common equity

   $ 75,873   $ 72,461   $ 68,614

Net income available to common shareholders – reported

     2,332     2,891     2,283

Items of note, net of income taxes 1  

     543     88     593

Net income available to common shareholders – adjusted

     2,875     2,979     2,876

Return on common equity – reported

     12.2  %      15.8  %      13.2  % 

Return on common equity – adjusted

     15.0     16.3     16.6

 

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 FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 8  


TABLE 7:  RETURN ON TANGIBLE COMMON EQUITY

 

(millions of Canadian dollars, except as noted)

     For the three months ended  
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Average common equity

   $ 75,873   $ 72,461   $ 68,614

Average goodwill

     17,021     16,390     15,902

Average imputed goodwill and intangibles on an

-investment in TD Ameritrade

     4,170     4,100     4,083

Average other acquired intangibles 1  

     676     597     757

Average related deferred tax liabilities

     (238     (219     (283

Average tangible common equity

     54,244     51,593     48,155

Net income available to common shareholders – reported

     2,332     2,891     2,283

Amortization of acquired intangibles, net of income taxes 2  

     67     63     68

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

     2,399     2,954     2,351

Other items of note, net of income taxes 2

     476     25     525

Net income available to common shareholders – adjusted

   $ 2,875   $ 2,979   $ 2,876

Return on tangible common equity

     17.5  %      22.7  %      19.4  % 

Return on tangible common equity – adjusted

     21.0     22.9     23.7

 

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.

SIGNIFICANT EVENTS IN 2019

Agreement for Air Canada Credit Card Loyalty Program

On January 10, 2019, the Bank's long-term loyalty program agreement (the "Loyalty Agreement") with Air Canada became effective in conjunction with Air Canada completing its acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the "Transaction"). 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. 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.

In connection with the Transaction, the Bank paid $622 million plus applicable sales tax to Air Canada, of which $547 million ($446 million after sales and income taxes) was recognized in non-interest expenses – other in the Canadian Retail segment, and $75 million was recognized as an intangible asset which will be amortized over the Loyalty Agreement term. In addition, the Bank prepaid $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 Transaction reduced the Bank's CET1 ratio by approximately 13 basis points (bps).

Acquisition of Greystone

On November 1, 2018, the Bank acquired 100% of the outstanding equity of 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 have been 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.

 

 

FINANCIAL RESULTS OVERVIEW

Performance Summary

Outlined below is an overview of the Bank's performance on an adjusted basis for the first quarter of 2019. Shareholder performance indicators help guide and benchmark the Bank's accomplishments. For the purposes of this analysis, the Bank utilizes adjusted earnings, which excludes items of note from the reported results that are prepared in accordance with IFRS. Reported and adjusted results and items of note are explained in the "How the Bank Reports" section of this document.

 

Adjusted diluted earnings per share for the three months ended January 31, 2019, increased 0.6% from the same period last year. The Bank's goal is to achieve 7 to 10% adjusted earnings per share growth over the medium term.

 

Adjusted return on tangible common equity for the three months ended January 31, 2019, was 21.0%.

 

For the twelve months ended January 31, 2019, the total shareholder return was 2.6% compared to the Canadian peer 1 average of (2.7%).

 

1  

Canadian peers include Bank of Montreal, Canadian Imperial Bank of Commerce, Royal Bank of Canada, and The Bank of Nova Scotia.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 9  


Net Income

Quarterly comparison – Q1 2019 vs. Q1 2018

Reported net income for the quarter was $2,410 million, an increase of $57 million, or 2%, compared with the first quarter last year. The increase reflects revenue growth, the impact from U.S. tax reform during the first quarter of 2018, and a higher contribution from TD Ameritrade, partially offset by charges related to the agreement with Air Canada, higher non-interest expenses, and higher provision for credit losses (PCL). Adjusted net income for the quarter was $2,953 million, an increase of $7 million.

By segment, the increase in reported net income was due to an increase in U.S. Retail of $288 million, or 30%, and a lower net loss in the Corporate segment of $442 million, or 70%, partially offset by a decrease in Canadian Retail of $378 million, or 22%, and a decrease in Wholesale Banking of $295 million. Adjusted net income for Canadian Retail increased $98 million, or 6%.

Quarterly comparison – Q1 2019 vs. Q4 2018

Reported net income for the quarter decreased $550 million, or 19%, compared with the prior quarter. The decrease was largely due to charges related to the agreement with Air Canada and lower revenue in Wholesale Banking, partially offset by lower non-interest expenses, higher deposit margins, higher contribution from TD Ameritrade and Insurance, and loan and deposit growth. Adjusted net income for the quarter decreased $95 million, or 3%.

By segment, the decrease in reported net income was due to a decrease in Wholesale Banking of $303 million, a decrease in Canadian Retail of $362 million, or 21%, and a higher net loss in the Corporate segment of $11 million, or 6%, partially offset by an increase in U.S. Retail of $126 million, or 11%. Adjusted net income for Canadian Retail increased $114 million, or 7%.

Net Interest Income

Quarterly comparison – Q1 2019 vs. Q1 2018

Net interest income for the quarter was $5,860 million, an increase of $430 million, or 8%, compared with the first quarter last year. The increase reflects higher deposit margins and loan and deposit volume growth in the Canadian and U.S. Retail segments, and the impact of foreign currency translation, partially offset by lower net interest income in Wholesale Banking.

By segment, the increase in net interest income was due to an increase in U.S. Retail of $307 million, or 16%, an increase in Canadian Retail of $219 million, or 8%, and an increase in the Corporate segment of $60 million, or 18%, partially offset by a decrease in Wholesale Banking of $156 million, or 47%.

Quarterly comparison – Q1 2019 vs. Q4 2018

Net interest income for the quarter increased $104 million, or 2%, compared with the prior quarter, primarily due to higher deposit margins and loan and deposit volume growth in the Canadian and U.S. Retail segments, and the impact of foreign currency translation, partially offset by lower net interest income in Wholesale Banking.

By segment, the increase in net interest income was due to an increase in U.S. Retail of $102 million, or 5%, an increase in Canadian Retail of $22 million, or 1%, and an increase in the Corporate segment of $80 million, or 25%, partially offset by a decrease in Wholesale Banking of $100 million, or 37%.

Non-Interest Income

Quarterly comparison – Q1 2019 vs. Q1 2018

Reported non-interest income for the quarter was $4,138 million, an increase of $193 million, or 5%, compared with the first quarter last year. The increase was due to higher revenues from the insurance business, the impact from U.S. tax reform during the first quarter of 2018, changes in fair value of investments supporting claims liabilities, the impact of foreign currency translation, and the acquisition of Greystone, partially offset by lower non-interest income in Wholesale Banking.

By segment, the increase in reported non-interest income was due to an increase in Canadian Retail of $219 million, or 8%, and an increase in the Corporate segment of $128 million, partially offset by a decrease in Wholesale Banking of $152 million, or 27%, and a decrease in U.S. Retail of $2 million.

Quarterly comparison – Q1 2019 vs. Q4 2018

Reported non-interest income for the quarter decreased $242 million, or 6%, compared with the prior quarter. The decrease was primarily due to lower non-interest income in Wholesale Banking and lower fee income, partially offset by changes in fair value of investments supporting claims liabilities, and the acquisition of Greystone.

By segment, the decrease in reported non-interest income was due to a decrease in Wholesale Banking of $249 million, or 38%, a decrease in the Corporate segment of $95 million, or 53%, and a decrease in U.S. Retail of $12 million, or 2%, partially offset by an increase in Canadian Retail of $114 million, or 4%.

Provision for Credit Losses

Quarterly comparison – Q1 2019 vs. Q1 2018

PCL for the quarter was $850 million, an increase of $157 million, or 23%, compared with the first quarter last year. PCL – impaired for the quarter was $717 million, an increase of $160 million, or 29%, reflecting higher provisions for the U.S. commercial portfolio, as well as volume growth, seasoning, and mix in the U.S. credit card portfolio. PCL – performing for the quarter was $133 million, a decrease of $3 million, or 2%. The decrease primarily reflects migration from performing to impaired in the U.S. commercial portfolio, partially offset by volume growth and credit migration in Canadian Retail. Total PCL for the quarter as an annualized percentage of credit volume was 0.50%.

PCL increased across all segments as U.S. Retail increased $59 million, or 24%, the Corporate segment increased $44 million, or 24%, Canadian Retail increased $40 million, or 15%, and Wholesale Banking increased $14 million.

Quarterly comparison – Q1 2019 vs. Q4 2018

PCL for the quarter increased by $180 million, or 27%, compared with the prior quarter. PCL – impaired was $717 million, an increase of $158 million, or 28%, reflecting higher provisions for the U.S. commercial portfolio, seasonal trends in the U.S. credit card and auto portfolios, and higher provisions in Canadian personal lending. PCL – performing was $133 million, an increase of $22 million, or 20%, reflecting credit migration in the Canadian personal lending and commercial portfolios, and seasonal trends in the U.S. credit card and auto portfolios, partially offset by migration from performing to impaired in the U.S. commercial portfolio. Total PCL for the quarter as an annualized percentage of credit volume was 0.50%.

By segment, the increase in PCL was due to an increase in Corporate segment of $72 million, or 46%, an increase in U.S. Retail of $62 million, or 25%, an increase in Canadian Retail of $47 million, or 18%, and a decrease in Wholesale Banking of $1 million, or 13%.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 10  


TABLE 8:  PROVISION FOR CREDIT LOSSES

 

(millions of Canadian dollars)

     For the three months ended  
      
January 31
2019
 
 
    
October 31
2018
 
 
    
January 31
2018
 
 

Provision for credit losses – Stage 3 (impaired)

        

Canadian Retail

   $ 264    $ 245    $ 237

U.S. Retail

     285      205      187

Wholesale Banking

                    

Corporate 1

     168      109      133

Total provision for credit losses – Stage 3

     717      559      557

Provision for credit losses – Stage 1 and Stage 2 (performing) 2

        

Canadian Retail

     46      18      33

U.S. Retail

     21      39      60

Wholesale Banking

     7      8      (7

Corporate 1

     59      46      50

Total provision for credit losses – Stage 1 and Stage 2

     133      111      136

Total provision for credit losses

   $ 850    $ 670    $ 693

 

1  

Includes PCL on the retailer program partners' share of the U.S. strategic cards portfolio.

2  

Includes financial assets, loan commitments, and financial guarantees.

Insurance claims and related expenses

Quarterly comparison – Q1 2019 vs. Q1 2018

Insurance claims and related expenses for the quarter were $702 million, an increase of $127 million, or 22%, compared with the first quarter last year, reflecting changes in the fair value of investments supporting claims liabilities, increases in reinsurance claims assumed, less favourable prior years' claims development and higher current year claims, partially offset by the impact of changes to actuarial assumptions in the life and health business.

Quarterly comparison – Q1 2019 vs. Q4 2018

Insurance claims and related expenses for the quarter increased $18 million, or 3%, compared with the prior quarter, reflecting changes in the fair value of investments supporting claims liabilities and less favourable prior years' claims development, partially offset by lower current year claims, less severe weather-related events, and the impact of changes to actuarial assumptions in the life and health business.

Non-Interest Expenses and Efficiency Ratio

Quarterly comparison – Q1 2019 vs. Q1 2018

Reported non-interest expenses were $5,855 million, an increase of $994 million, or 20%, compared with the first quarter last year, reflecting charges related to the agreement with Air Canada, the impact of foreign currency translation, higher spend on strategic initiatives, and additional employees supporting business growth. Adjusted non-interest expenses were $5,161 million, an increase of $368 million, or 8%.

By segment, the increase in reported non-interest expenses was due to an increase in Canadian Retail of $773 million, or 33%, an increase in U.S. Retail of $164 million, or 11%, and an increase in Wholesale Banking of $76 million, or 14%, partially offset by a decrease in the Corporate segment of $19 million, or 3%. Adjusted non-interest expenses for Canadian Retail increased $135 million, or 6%.

The Bank's reported efficiency ratio was 58.6%, compared with 51.9% in the first quarter last year. The Bank's adjusted efficiency ratio was 51.6%, compared with 50.6% in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

Reported non-interest expenses for the quarter increased $489 million, or 9%, compared with the prior quarter, largely due to charges related to the agreement with Air Canada, partially offset by lower spend related to projects and higher spend related to marketing and promotion in the prior quarter. Adjusted non-interest expenses decreased $152 million, or 3%.

By segment, the increase in reported non-interest expenses was due to an increase in Canadian Retail of $554 million, or 22%, and an increase in Wholesale Banking of $51 million, or 9%, partially offset by a decrease in the Corporate segment of $90 million, or 14%, and a decrease in U.S. Retail of $26 million, or 2%. Adjusted non-interest expenses for Canadian Retail decreased $84 million, or 3%.

The Bank's reported efficiency ratio was 58.6%, compared with 52.9% in the prior quarter. The Bank's adjusted efficiency ratio was 51.6%, compared with 52.4% in the prior quarter.

Income Taxes

As discussed in the "How the Bank Reports" section of this document, the Bank adjusts its reported results to assess each of its businesses and to measure overall Bank performance. As such, the provision for income taxes is stated on a reported and an adjusted basis.

The Bank's effective income tax rate on a reported basis was 19.4% for the first quarter, compared with 32.0% in the first quarter last year and 20.2% in the prior quarter. The year-over-year decrease was largely due to the impact from U.S. tax reform during the first quarter of 2018 and lower income before taxes in the current quarter, partially offset by lower tax-exempt dividend income in the current quarter and business mix. The quarter-over-quarter decrease was mainly due to lower income before taxes in the current quarter and business mix.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 11  


TABLE 9:  INCOME TAXES

 

(millions of Canadian dollars, except as noted)

     For the three months ended
      

January 31

2019

 

   

October 31

2018

 

   

January 31

2018

 

Income taxes at Canadian statutory income tax rate

   $         687     26.5  %    $         905     26.5   $         861     26.5  % 

Increase (decrease) resulting from:

            

Dividends received

     (23     (0.9     (24     (0.7     (80     (2.5

Rate differentials on international operations

     (185     (7.1     (192     (5.6     254     7.8

Other

     24     0.9     2           5     0.2

Provision for income taxes and effective income tax rate – reported

   $ 503     19.4   $ 691     20.2   $ 1,040     32.0

Total adjustments for items of note 1  

     175             13             (387        

Provision for income taxes and effective income tax rate – adjusted 2,3

   $ 678     20.6  %    $ 704     20.3  %    $ 653     19.2  % 

 

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.

The Bank's adjusted effective tax rate was 20.6% for the quarter, higher than 19.2% in the first quarter last year and similar to 20.3% in the prior quarter. The year-over-year increase was mainly due to lower tax-exempt dividend income in the current quarter and business mix. The quarter-over-quarter increase was mainly due to business mix.

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. Depreciation of the Canadian dollar had a favourable impact on U.S. Retail segment earnings for the three months ended January 31, 2019, compared with the same period last year, as shown in the following table.

 

TABLE 10:  IMPACT OF FOREIGN EXCHANGE RATE ON U.S. RETAIL SEGMENT TRANSLATED EARNINGS

 

(millions of Canadian dollars, except as noted)

     For the three months ended  
      

January 31, 2019 vs.
January 31, 2018

Increase (Decrease)

 
 

 

U.S. Retail Bank

  

Total revenue

   $ 145

Non-interest expenses

     79

Net income – after-tax

     46

Equity in net income on an investment in TD Ameritrade

     11

U.S. Retail segment decreased net income – after-tax

     57

Earnings per share (Canadian dollars)

  

Basic

   $ 0.03

Diluted

     0.03

On a trailing twelve-month basis, a one cent appreciation/depreciation in the U.S. dollar to Canadian dollar average exchange rate would have increased/decreased U.S. Retail segment net income by approximately $60 million.

Economic Summary and Outlook

Since the midway point of calendar 2018, synchronicity in the global economic slowdown has become more reinforced. This more subdued pace is expected to persist, with gains in world real gross domestic product (GDP) poised to average about 3.4% per year over calendar 2019 and 2020. This compares to a rate of nearly 4% in the 2017 and 2018 calendar years. China has been a key catalyst of this recent downshift, in part reflecting government efforts to rebalance sources of growth away from debt-fuelled activities. However, more recently, the data has conveyed the impact of U.S. tariffs. These impacts are being transmitted globally via supply chains and financial market volatility. Growth in advanced economies has also moderated, particularly in the euro area. The perception of increased downside risks to growth is leading central banks to signal greater patience with respect to further withdrawal of monetary stimulus.

Among the major advanced economies, the U.S. has remained the strongest performer. Real GDP is estimated to have expanded by roughly 3% in calendar 2018, supported by robust consumer spending and healthy business investment. For the 2019 calendar year, the U.S. economy is expected to remain a top performer relative to international peers, but at a more moderate average quarterly pace of 2% growth. Several factors underpin this view, including near-term data that indicate the U.S. is not immune to global dynamics, as evidenced by greater financial market volatility and waning business sentiment relative to levels in the prior year. In addition, the growth lift from fiscal stimulus will fade as the year goes on, at the same time as the higher interest rate environment weighs on activity. Although we anticipate that GDP growth will be marginally weighed down over the January to March 2019 period due to the 35-day federal government shutdown, this is expected to be a transitory impact that will be largely recovered in the following quarter.

With the Federal Reserve balancing domestic and international considerations, expectations for policy interest rate increases have been reduced relative to the prior quarter. Calendar 2019 is expected to remain the peak in the interest rate cycle, with the expectation now being that the central bank will either not raise its policy interest rate, or will do so only once during the calendar year, versus prior expectations of two hikes.

Canadian economic growth appears to have moderated in the final quarter of calendar 2018. Current data indicate only a 1% pace of growth is likely to be reported. The moderation of economic activity is due to two factors. The first is expected to be temporary. Production shut-ins among energy producers, as well as unusual refinery maintenance in the U.S. have weighed on economic activity. We anticipate that the impact will become more apparent within GDP in the January to March 2019 period, as the Alberta government enforces mandatory production cuts among oil producers. Thereafter, smaller curtailments will be in effect, and the net effect should help buoy economic growth. Current government communications indicate that all mandatory curtailment will be concluded by January 2020. The second factor constraining growth is more permanent in nature. The impacts of past Bank of Canada policy interest rate increases, as well as macroprudential policy related to housing markets are reverberating in rate-sensitive areas of the economy. Household spending on areas such as automobiles, furnishings, and building supplies continues to moderate in the wake of higher borrowing costs. Higher borrowing costs and regulatory changes have caused resale housing activity to moderate in recent months. The Vancouver market is particularly soft, with resale activity down 32% in calendar 2018.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 12  


Canadian household credit growth has undergone a marked deceleration in the latter half of 2018, and at the same time there has been a slight uptick in consumer insolvencies. Much of this can be attributed to the unique challenges facing Alberta. Regardless, higher borrowing costs are clearly impacting consumer finances, reducing spending power.

The impact of past interest rate increases is expected to continue to constrain activity in these sectors. The result is a forecast moderation of economic growth to 1.5% in calendar 2019 from 2.0% in calendar 2018. Central bank communication has become more cautious, reflective of both the near- and long-term factors slowing the pace of expansion, as well as trade uncertainty and a softer global demand backdrop. However, a bias towards further rate increases remains given the current low level relative to estimates of the neutral rate. We expect the Bank of Canada to take a cautious approach to further rate increases, and we forecast a 25 bps policy rate increase in late 2019 calendar year. However, this is contingent on clear evidence of a rebound in economic activity following the oil adjustment process and, importantly, household sector developments in the wake of prior interest rate increases. Yields in Canada should remain below those in the U.S., and the currency is expected to remain in a range of US75 to US77 cents in calendar 2019.

Downside risks remain on both the domestic and global landscapes. Domestically, the Bank of Canada will need to remain watchful of the possibility of a renewed slowdown in housing activity and a period of household deleveraging. Energy sector developments are also important, with prices subject to international forces and the possibility of a further investment retrenchment in light of transportation capacity issues. A negative shock to energy producing provinces would likely intensify consumer stresses in those regions. Within the U.S., trade tensions with China and Europe remain unresolved and may intensify a disruption to globally integrated supply chains. Likewise, it is possible that inflationary pressures will unexpectedly heat up in light of escalating global trade tensions coupled with greater labour scarcity within the U.S. and Canada. Globally, the political situation in Venezuela remains fluid, with potential impacts on North American energy markets. The United Kingdom's exit from the European Union is progressing more slowly than expected, creating longer lasting uncertainty on the investment backdrop. Lastly, other areas that continue to present a downside risk include ongoing tensions in the Middle East, and populist threats to established political and economic systems. These all keep global uncertainty elevated and may drive periods of financial market volatility. However, it should be noted that upside risk can also quickly come into the foreground, particularly if progress becomes evident in regards to trade tensions and Brexit developments.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 13  


 

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 Bank's 2018 MD&A, and Note 29 Segmented Information of the Bank's Consolidated Financial Statements for the year ended October 31, 2018. For information concerning the Bank's measure of ROE, which is a non-GAAP financial measure, refer to the "How We Performed" section of this document.

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.

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 certain 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 $21 million, compared with $105 million in the first quarter last year and $28 million in the prior quarter.

 

TABLE 11:  CANADIAN RETAIL

 

(millions of Canadian dollars, except as noted)

     For the three months ended
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Net interest income

   $ 3,044   $ 3,022   $ 2,825

Non-interest income

     2,944     2,830     2,725

Total revenue

     5,988     5,852     5,550

Provision for credit losses – impaired

     264     245     237

Provision for credit losses – performing

     46     18     33

Total provision for credit losses

     310     263     270

Insurance claims and related expenses

     702     684     575

Non-interest expenses – reported

     3,084     2,530     2,311

Non-interest expenses – adjusted 1  

     2,446     2,530     2,311

Provision for (recovery of) income taxes – reported

     513     634     637

Provision for (recovery of) income taxes – adjusted 1  

     675     634     637

Net income – reported

     1,379     1,741     1,757

Net income – adjusted 1  

   $ 1,855   $ 1,741   $ 1,757

Selected volumes and ratios

      

Return on common equity – reported 2  

     31.6  %      45.1  %      47.2  % 

Return on common equity – adjusted 1,2

     42.5     45.1     47.2

Net interest margin (including on securitized assets)

     2.94     2.94     2.88

Efficiency ratio – reported

     51.5     43.2     41.6

Efficiency ratio – adjusted

     40.8     43.2     41.6

Assets under administration (billions of Canadian dollars)

   $ 396   $ 389   $ 397

Assets under management (billions of Canadian dollars)

     332     289     289

Number of Canadian retail branches

     1,099     1,098     1,129

Average number of full-time equivalent staff

     39,997     39,283     38,050

 

1  

Adjusted non-interest expenses excludes the following items of note: Charges related to the long-term loyalty agreement with Air Canada in the first quarter 2019 – $607 million ($446 million after-tax); and charges associated with the acquisition of Greystone in the first quarter 2019 – $31 million ($30 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.

2

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

Quarterly comparison – Q1 2019 vs. Q1 2018

Canadian Retail reported net income for the quarter was $1,379 million, a decrease of $378 million, or 22%, compared with the first quarter last year, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, higher other non-interest expenses, insurance claims, and PCL, partially offset by revenue growth. On an adjusted basis, net income for the quarter was $1,855 million, an increase of $98 million, or 6%. The reported and adjusted annualized ROE for the quarter was 31.6% and 42.5% respectively, compared with 47.2% in the first quarter last year.

Canadian Retail revenue is derived from Canadian personal and commercial banking, wealth, and insurance businesses. Revenue for the quarter was $5,988 million, an increase of $438 million, or 8%, compared with the first quarter last year.

Net interest income was $3,044 million, an increase of $219 million, or 8%, reflecting volume growth and higher margins. Average loan volumes increased $24 billion, or 6%, reflecting 5% growth in personal loans and 9% growth in business loans. Average deposit volumes increased $8 billion, or 3%, reflecting 3% growth in both personal and business deposits, partially offset by a 1% decrease in wealth deposits. Net interest margin was 2.94%, an increase of 6 bps, reflecting rising interest rates, partially offset by lower margins on loans and a refinement in treasury allocation methodology.

Non-interest income was $2,944 million, an increase of $219 million, or 8%, reflecting higher revenues from the insurance business, higher fee-based revenue in the banking businesses, and the acquisition of Greystone. The increase in non-interest income also includes $60 million related to higher fair value of investments supporting claims liabilities, which resulted in a similar increase to insurance claims.

Assets under administration (AUA) were $396 billion as at January 31, 2019, in line with the first quarter last year. Assets under management (AUM) were $332 billion as at January 31, 2019, an increase of $43 billion, or 15%, compared with the first quarter last year, reflecting the acquisition of Greystone, increases in market value, and new asset growth.

PCL was $310 million, an increase of $40 million, or 15%, compared with the first quarter last year. PCL – impaired for the quarter was $264 million, an increase of $27 million, or 11%, primarily in the personal lending portfolios, and a prior year change in methodology regarding the timing of loss recognition in the indirect auto portfolio. PCL – performing was $46 million, an increase of $13 million, reflecting volume growth, and credit migration in the commercial portfolio,

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 14  


partially offset by the impact of a change in macroeconomic assumptions in the prior year. Total PCL as an annualized percentage of credit volume was 0.29%, or an increase of 2 bps.

Insurance claims and related expenses for the quarter were $702 million, an increase of $127 million, or 22%, compared with the first quarter last year reflecting changes in the fair value of investments supporting claims liabilities, increases in reinsurance claims assumed, less favourable prior years' claims development and higher current year claims, partially offset by the impact of changes to actuarial assumptions in the life and health business.

Reported non-interest expenses for the quarter were $3,084 million, an increase of $773 million, or 33%, compared with the first quarter last year, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, higher spend on strategic initiatives, and additional employees supporting business growth. On an adjusted basis, non-interest expenses were $2,446 million, an increase of $135 million, or 6%.

The reported and adjusted efficiency ratio for the quarter was 51.5% and 40.8% respectively, compared with 41.6% in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

Canadian Retail reported net income for the quarter decreased $362 million, or 21%, compared with the prior quarter. The decrease in earnings reflects charges related to the agreement with Air Canada and the acquisition of Greystone, higher insurance claims and PCL, partially offset by revenue growth, and lower other non-interest expenses. On an adjusted basis, net income increased $114 million, or 7%. The reported and adjusted annualized ROE for the quarter was 31.6% and 42.5% respectively, compared with 45.1% in the prior quarter.

Revenue increased $136 million, or 2%, compared with the prior quarter. Net interest income increased $22 million, or 1%, reflecting volume growth. Average loan volumes increased $4 billion, or 1%, reflecting 1% growth in both personal and business loans. Average deposit volumes increased $3 billion, or 1%, reflecting 1% growth in both personal and wealth deposits, while business deposits were relatively consistent with the prior quarter. Net interest margin was 2.94%, consistent with the prior quarter, reflecting rising interest rates offset by lower margins on loans and a refinement in treasury allocation methodology.

Non-interest income increased $114 million, or 4%, reflecting higher revenues from the insurance business, higher fee-based revenue in the banking businesses, and the acquisition of Greystone. The increase in non-interest income also includes $69 million related to higher fair value of investments supporting claims liabilities, which resulted in a similar increase to insurance claims.

AUA increased $7 billion, or 2%, compared with the prior quarter, reflecting new asset growth, and increases in market value. AUM increased $43 billion, or 15%, reflecting the acquisition of Greystone, increases in market value, and new asset growth.

PCL increased $47 million, or 18%, compared with the prior quarter. PCL – impaired increased by $19 million, or 8%, primarily in the personal lending portfolios. PCL – performing increased $28 million due to credit migration in the personal lending and commercial portfolios. Total PCL as an annualized percentage of credit volume was 0.29%, or an increase of 4 bps.

Insurance claims and related expenses for the quarter increased $18 million, or 3%, compared with the prior quarter reflecting changes in the fair value of investments supporting claims liabilities and less favourable prior years' claims development, partially offset by lower current year claims, less severe weather-related events, and the impact of changes to actuarial assumptions in the life and health business.

Reported non-interest expenses increased $554 million, or 22%, compared with the prior quarter, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, and additional employees supporting business growth, partially offset by higher spend related to marketing and promotion in the prior quarter. On an adjusted basis, non-interest expenses decreased $84 million, or 3%.

The reported and adjusted efficiency ratio for the quarter was 51.5% and 40.8% respectively, compared with 43.2% in the prior quarter.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 15  


TABLE 12:  U.S. RETAIL

 

(millions of dollars, except as noted)

     For the three months ended

Canadian Dollars

    
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Net interest income

   $             2,247   $             2,145   $             1,940

Non-interest income 1  

     701     713     703

Total revenue

     2,948     2,858     2,643

Provision for credit losses – impaired

     285     205     187

Provision for credit losses – performing

     21     39     60

Total provision for credit losses

     306     244     247

Non-interest expenses – reported

     1,611     1,637     1,447

Non-interest expenses – adjusted 2

     1,611     1,637     1,442

Provision for (recovery of) income taxes – reported 1

     102     91     103

Provision for (recovery of) income taxes – adjusted 1,2

     102     91     104

U.S. Retail Bank net income – reported

     929     886     846

U.S. Retail Bank net income – adjusted 2

     929     886     850

Equity in net income of an investment in TD Ameritrade – reported 1,3

     311     228     106

Equity in net income of an investment in TD Ameritrade – adjusted 1,4

     311     253     174

Net income – reported

     1,240     1,114     952

Net income – adjusted

   $ 1,240   $ 1,139   $ 1,024

U.S. Dollars

                        

Net interest income

   $ 1,688   $ 1,646   $ 1,533

Non-interest income 1  

     528     547     555

Total revenue – reported

     2,216     2,193     2,088

Provision for credit losses – impaired

     214     157     148

Provision for credit losses – performing

     16     30     47

Total provision for credit losses

     230     187     195

Non-interest expenses – reported

     1,209     1,256     1,144

Non-interest expenses – adjusted 2  

     1,209     1,256     1,140

Provision for (recovery of) income taxes – reported 1

     77     70     80

Provision for (recovery of) income taxes – adjusted 1,2

     77     70     81

U.S. Retail Bank net income – reported

     700     680     669

U.S. Retail Bank net income – adjusted 2  

     700     680     672

Equity in net income of an investment in TD Ameritrade – reported 1,3

     235     175     82

Equity in net income of an investment in TD Ameritrade – adjusted 1,4

     235     194     137

Net income – reported

     935     855     751

Net income – adjusted

   $ 935   $ 874   $ 809

Selected volumes and ratios

      

Return on common equity – reported 5

     12.6     12.8     11.2

Return on common equity – adjusted 2,4,5

     12.6     13.0     12.0

Net interest margin 6

     3.42     3.33     3.19

Efficiency ratio – reported

     54.6     57.3     54.8

Efficiency ratio – adjusted

     54.6     57.3     54.6

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

   $ 19   $ 19   $ 19

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

     46     52     65

Number of U.S. retail stores

     1,240     1,257     1,244

Average number of full-time equivalent staff

     26,864     27,015     26,168

 

1

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in an adjustment 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 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.

2

Adjusted U.S. Retail Bank net income excludes the following item of note: Charges associated with the Bank's acquisition of Scottrade Bank in the first quarter 2018 – $5 million ($4 million after-tax) or US$4 million (US$3 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.

3  

The after-tax amounts for amortization of intangibles relating to the Equity in net income of the investment in TD Ameritrade is recorded in the Corporate segment with other acquired intangibles.

4

Adjusted equity in net income of an investment in TD Ameritrade in the prior year excludes the following items of note: The Bank's share of charges associated with TD Ameritrade's acquisition of Scottrade in the fourth quarter 2018 – $25 million or US$19 million after-tax and first quarter 2018 – $68 million or US$55 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.

5  

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

6  

Net interest margin excludes the impact related to the TD Ameritrade insured deposit accounts (IDA) 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.

Quarterly comparison – Q1 2019 vs. Q1 2018

U.S. Retail reported net income for the quarter was $1,240 million (US$935 million), an increase of $288 million (US$184 million), or 30% (25% in U.S. dollars), compared with the first quarter last year. On an adjusted basis, net income for the quarter was $1,240 million (US$935 million), an increase of $216 million (US$126 million), or 21% (16% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.6%, compared with 11.2% and 12.0%, respectively, in the first 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 $929 million (US$700 million). Reported and adjusted net income for the quarter from the Bank's investment in TD Ameritrade was $311 million (US$235 million).

The reported contribution from TD Ameritrade of US$235 million, an increase of US$153 million, compared with the first quarter last year, primarily due to higher asset-based revenue and increased trading volumes. Adjusted contribution from TD Ameritrade increased US$98 million, or 72%.

U.S. Retail Bank reported net income of US$700 million for the quarter increased US$31 million, or 5%, due to higher revenue, partially offset by higher expenses and PCL. U.S. Retail Bank adjusted net income increased US$28 million, or 4%.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 16  


U.S. Retail Bank revenue is derived from personal and business banking, and wealth management. Revenue for the quarter was US$2,216 million, an increase of US$128 million, or 6%, compared with the first quarter last year. Net interest income increased US$155 million, or 10%, reflecting higher deposit margins and growth in loan and deposit volumes. Net interest margin was 3.42%, an increase of 23 bps, primarily due to higher deposit margins and balance sheet mix. Non-interest income decreased US$27 million, or 5%, reflecting lower contribution from low income housing investments and wealth management fee income due to lower AUM.

Average loan volumes increased US$5 billion, or 3%, compared with the first quarter last year due to growth in business and personal loans of 4% and 3%, respectively. Average deposit volumes increased US$5 billion, or 2%, reflecting 5% growth in business deposit volumes, 3% growth in personal deposit volumes, and 1% decrease in sweep deposit volume.

AUA were US$19 billion as at January 31, 2019, flat compared with the first quarter last year. AUM were US$46 billion as at January 31, 2019, a decrease of US$19 billion, or 29%, reflecting net fund outflows including the impact of the strategic disposition of U.S. money market funds and negative market impact.

PCL for the quarter was US$230 million, an increase of US$35 million, or 18%, compared with the first quarter last year. PCL – impaired was US$214 million, an increase of US$66 million, or 45%, reflecting higher provisions primarily attributable to the power and utilities sector, coupled with volume growth, seasoning, and mix in the credit card portfolio. PCL – performing was US$16 million, a decrease of US$31 million, or 66%, primarily reflecting migration from performing to impaired in the commercial portfolio. 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 0.59%, or an increase of 7 bps.

Reported non-interest expenses for the quarter were US$1,209 million, an increase of US$65 million, or 6%, compared with the first quarter last year, reflecting higher investments in business initiatives, business volume growth, and higher employee-related costs, partially offset by productivity savings and the elimination of the Federal Deposit Insurance Corporation (FDIC) deposit insurance surcharge. On an adjusted basis, non-interest expenses increased US$69 million, or 6%.

The reported and adjusted efficiency ratio for the quarter was 54.6%, compared with 54.8% and 54.6%, respectively, in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

U.S. Retail reported net income of $1,240 million (US$935 million) increased $126 million (US$80 million), or 11% (9% in U.S. dollars), compared with the prior quarter, while adjusted net income of $1,240 million (US$935 million) increased $101 million (US$61 million), or 9% (7% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.6%, compared with 12.8% and 13.0%, respectively, in the prior quarter.

The reported contribution from TD Ameritrade was US$235 million, an increase of US$60 million, or 34%, compared with the prior quarter, primarily due to higher asset-based revenue and increased trading volumes. Adjusted contribution from TD Ameritrade was US$235 million, an increase of US$41 million, or 21%.

U.S. Retail Bank net income for the quarter was US$700 million, an increase of US$20 million, or 3%, compared with the prior quarter, due to higher revenue and lower expenses, partially offset by higher PCL.

Revenue for the quarter increased US$23 million, or 1%, compared with the prior quarter. Net interest income increased US$42 million, or 3%, due to growth in loan and deposit volumes and higher deposit margins. Net interest margin was 3.42%, an increase of 9 bps, primarily due to higher deposit margins and balance sheet mix. Non-interest income decreased US$19 million, or 3%, reflecting lower personal banking and wealth management fee income.

Average loan volumes increased US$4 billion, or 2%, compared with prior quarter, due to growth in business and personal loans of 3% and 2%, respectively. Average deposit volumes increased US$2 billion, or 1%, due to growth in personal and sweep deposit volumes.

AUA were US$19 billion as at January 31, 2019, flat to prior quarter. AUM were US$46 billion as at January 31, 2019, a decrease of US$6 billion, or 12%, reflecting net fund outflows including the impact of the strategic disposition of U.S. money market funds.

PCL for the quarter increased US$43 million, or 23%, compared with the prior quarter. PCL – impaired was US$214 million, an increase of US$57 million, or 36%, primarily reflecting higher provisions for the commercial portfolio, coupled with seasonal trends in the credit card and auto portfolios. PCL – performing was US$16 million, a decrease of US$14 million, or 47%, primarily reflecting migration from performing to impaired in the commercial portfolio, partially offset by seasonal trends in the credit card and auto 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 0.59%, or an increase of 9 bps.

Non-interest expenses for the quarter were US$1,209 million, a decrease of US$47 million, or 4%, compared with the prior quarter, reflecting the elimination of the FDIC deposit insurance surcharge and timing of investment spending.

The efficiency ratio for the quarter was 54.6%, compared with 57.3% in the prior quarter.

TD AMERITRADE HOLDING CORPORATION

Refer to Note 7, Investment in Associates and Joint Ventures of the Bank's Interim Consolidated Financial Statements for further information on TD Ameritrade.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 17  


TABLE 13:  WHOLESALE BANKING 1

 

(millions of Canadian dollars, except as noted)

     For the three months ended  
      
January 31
2019
 
 
   
October 31
2018
 
   
January 31
2018
 

Net interest income (TEB)

   $ 173     $ 273   $ 329

Non-interest income

     409       658     561

Total revenue

     582       931     890

Provision for (recovery of) credit losses – impaired

                  

Provision for (recovery of) credit losses – performing

     7       8     (7

Total provision for (recovery of) credit losses

     7       8     (7

Non-interest expenses

     602       551     526

Provision for (recovery of) income taxes (TEB) 2

     (10     86     93

Net income (loss)

   $ (17   $ 286   $ 278

Selected volumes and ratios

      

Trading-related revenue (TEB)

   $ 251     $ 484   $ 515

Gross drawn (billions of Canadian dollars) 3

     23.4       23.9     19.5

Return on common equity 4  

     (0.9 ) %      18.4  %      20.1  % 

Efficiency ratio

     103.4       59.2     59.1

Average number of full-time equivalent staff

     4,478       4,426     4,027

 

1

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

2

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a one-time adjustment 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.

3  

Includes gross loans and bankers' acceptances, excluding letters of credit, cash collateral, credit default swaps (CDS), and allowance for credit losses relating to the corporate lending business.

4  

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

Quarterly comparison – Q1 2019 vs. Q1 2018

Wholesale Banking net loss for the quarter was $17 million, a decrease in net income of $295 million, compared with net income of $278 million in the first quarter last year, reflecting lower revenue, higher PCL, and higher non-interest expenses.

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 $582 million, a decrease of $308 million, compared with the first quarter last year, reflecting challenging market conditions. The volatility in rates, equity and credit markets resulted in a difficult trading environment, reduced client activity and a meaningful slowdown in debt and equity underwriting, particularly in Canada. Trading margins declined reflecting yield compression on high quality assets relative to funding costs.

With market volatility and client activity slowly returning to normal levels, and subject to the same market conditions and other factors discussed in our 2018 MD&A, we are cautiously optimistic that revenue will improve over the remainder of the year; however, we no longer anticipate full year 2019 revenue to exceed 2018 levels.

PCL for the quarter was $7 million, compared to a benefit of $7 million in the first quarter last year. PCL – performing increased by $14 million, reflecting prior year credit risk improvement in the oil and gas sector.

Non-interest expenses were $602 million, an increase of $76 million, or 14%, compared with the first quarter last year. This increase reflects the benefit of revaluation of certain liabilities for post-retirement benefits recognized in the prior year, continued investments in employees supporting the global expansion of Wholesale Banking's U.S. dollar strategy, and the impact of foreign exchange translation, partially offset by lower variable compensation accrual this quarter.

Quarterly comparison – Q1 2019 vs. Q4 2018

Wholesale Banking net loss for the quarter was $17 million, a decrease in net income of $303 million, compared with net income of $286 million in the prior quarter, reflecting lower revenue and higher non-interest expenses.

Revenue for the quarter decreased $349 million, compared with the prior quarter, reflecting challenging market conditions. The volatility in rates, equity and credit markets resulted in a difficult trading environment, reduced client activity and a meaningful slowdown in debt and equity underwriting, particularly in Canada. Trading margins declined reflecting yield compression on high quality assets relative to funding costs.

PCL for the quarter was $7 million, compared with $8 million in the prior quarter.

Non-interest expenses for the quarter increased $51 million, or 9%, compared with the prior quarter, reflecting continued investments in employees supporting the global expansion of Wholesale Banking's U.S. dollar strategy, timing of employee-related costs, and the impact of foreign exchange translation.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 18  


TABLE 14:  CORPORATE

 

(millions of Canadian dollars)

     For the three months ended
     

January 31

2019

    October 31
2018
   

January 31

2018

 

Net income (loss) – reported 1  

   $ (192   $ (181   $ (634

Pre-tax adjustments for items of note 2

      

Amortization of intangibles

     80     76     85

Impact from U.S. tax reform 1

                 48

Total pre-tax adjustments for items of note

     80     76     133

Provision for (recovery of) income taxes for items of note 1

     13     13     (388

Net income (loss) – adjusted

   $ (125   $ (118   $ (113

 

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

      

Net corporate expenses

   $ (182   $ (221   $ (198

Other

     39     85     67

Non-controlling interests

     18     18     18

Net income (loss) – adjusted

   $ (125   $ (118   $ (113

 

Selected volumes

      

Average number of full-time equivalent staff

     16,229     15,864     14,336

 

1

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a net charge to earnings 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 net $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.

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.

Quarterly comparison – Q1 2019 vs. Q1 2018

Corporate segment's reported net loss for the quarter was $192 million, compared with a reported net loss of $634 million in the first quarter last year. Reported net loss decreased primarily reflecting the impact of U.S. tax reform during the first quarter of 2018, lower net corporate expenses this quarter, partially offset by lower contribution from Other items. Other items decreased primarily reflecting lower revenue from treasury and balance sheet management activities in the first quarter this year. Net corporate expenses were lower largely reflecting lower pension and compensation-related expenses in the first quarter this year. Adjusted net loss was $125 million compared with an adjusted net loss of $113 million in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

Corporate segment's reported net loss for the quarter was $192 million, compared with a reported net loss of $181 million in the prior quarter. Reported net loss increased primarily reflecting lower contribution from Other items, partially offset by lower net corporate expenses in the current quarter. Other items decreased primarily reflecting lower revenue from treasury and balance sheet management activities in the current quarter. Net corporate expenses decreased largely reflecting lower pension expenses in the current quarter. Adjusted net loss was $125 million compared with an adjusted net loss of $118 million in the prior quarter.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 19  


 

QUARTERLY RESULTS

The following table provides summary information related to the Bank's eight most recently completed quarters.

 

TABLE 15:  QUARTERLY RESULTS 1

 

(millions of Canadian dollars, except as noted)

                                     For the three months ended
     2019                             2018                     2017
      Jan. 31     Oct. 31     Jul. 31     Apr. 30     Jan. 31     Oct. 31     Jul. 31     Apr. 30  

Net interest income

   $ 5,860   $ 5,756   $ 5,655   $ 5,398   $ 5,430   $ 5,330   $ 5,267   $ 5,109

Non-interest income

     4,138     4,380     4,244     4,084     3,945     3,955     4,033     3,377

Total revenue

     9,998     10,136     9,899     9,482     9,375     9,285     9,300     8,486

Provision for credit losses

     850     670     561     556     693     578     505     500

Insurance claims and related expenses

     702     684     627     558     575     615     519     538

Non-interest expenses

     5,855     5,366     5,131     4,837     4,861     4,843     4,869     4,799

Provision for (recovery of) income taxes

     503     691     705     746     1,040     640     760     257

Equity in net income of an investment in

                

TD Ameritrade

     322     235     230     131     147     103     122     111

Net income – reported

     2,410     2,960     3,105     2,916     2,353     2,712     2,769     2,503

Pre-tax adjustments for items of note

                

Amortization of intangibles 2  

     80     76     77     86     85     78     74     78

Charges related to the long-term loyalty agreement

                

with Air Canada 2  

     607                                          

Charges associated with the acquisition

                

of Greystone 2  

     31                                          

Charges associated with the Scottrade transaction 2  

           25     18     77     73     46            

Impact from U.S. tax reform 2  

                             48                  

Dilution gain on the Scottrade transaction 3  

                                   (204            

Loss on sale of TD Direct Investing business

                

in Europe 4  

                                         42      

Total pre-tax adjustments for items of note

     718     101     95     163     206     (80     116     78

Provision for (recovery of) income taxes

                

for items of note

     175     13     73     17     (387     29     20     20

Net income – adjusted

     2,953     3,048     3,127     3,062     2,946     2,603     2,865     2,561

Preferred dividends

     60     51     59     52     52     50     47     48

Net income available to common

                

shareholders and non-controlling

                

interests in subsidiaries – adjusted

   $ 2,893   $ 2,997   $ 3,068   $ 3,010   $ 2,894   $ 2,553   $ 2,818   $ 2,513

Attributable to:

                

Common shareholders – adjusted

   $ 2,875   $ 2,979   $ 3,050   $ 2,992   $ 2,876   $ 2,518   $ 2,789   $ 2,485

Non-controlling interests – adjusted

     18     18     18     18     18     35     29     28

 

(Canadian dollars, except as noted)

                                                                

Basic earnings per share

                

Reported

   $ 1.27   $ 1.58   $ 1.65   $ 1.54   $ 1.24   $ 1.42   $ 1.46   $ 1.31

Adjusted

     1.57     1.63     1.67     1.62     1.56     1.36     1.51     1.34

Diluted earnings per share

                

Reported

     1.27     1.58     1.65     1.54     1.24     1.42     1.46     1.31

Adjusted

     1.57     1.63     1.66     1.62     1.56     1.36     1.51     1.34

Return on common equity – reported

     12.2     15.8     16.9     16.8     13.2     15.4     15.5     14.4

Return on common equity – adjusted

     15.0     16.3     17.1     17.6     16.6     14.7     16.1     14.8

 

(billions of Canadian dollars, except as noted)

                                                                

Average earning assets

   $   1,200   $ 1,183   $   1,152   $   1,124   $   1,116   $   1,077   $   1,077   $   1,056

Net interest margin

     1.94     1.93     1.95     1.97     1.93     1.96     1.94     1.98

 

1  

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

3

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.

4

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.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 20  


 

BALANCE SHEET REVIEW

 

TABLE 16:  SELECTED INTERIM CONSOLIDATED BALANCE SHEET ITEMS 1

 

(millions of Canadian dollars)            As at  
      January 31, 2019      October 31, 2018  

Assets

     

Cash and interest-bearing deposits with banks

   $ 36,052    $ 35,455  

Trading loans, securities, and other

     122,070      127,897  

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

     3,875      4,015  

Derivatives

     45,094      56,996  

Financial assets designated at fair value through profit or loss

     3,760      3,618

Financial assets at fair value through other comprehensive income

     126,253      130,600  

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

     107,162      107,171  

Securities purchased under reverse repurchase agreements

     132,430      127,379  

Loans, net of allowance for loan losses

     648,468      646,393  

Other

     97,342      95,379  

Total assets

   $ 1,322,506    $ 1,334,903

Liabilities

     

Trading deposits

   $ 82,559    $ 114,704  

Derivatives

     42,665      48,270  

Financial liabilities designated at fair value through profit or loss

     26,885      16

Deposits

     849,338      851,439

Obligations related to securities sold under repurchase agreements

     94,762      93,389

Subordinated notes and debentures

     8,893      8,740

Other

     135,734      138,305

Total liabilities

     1,240,836      1,254,863  

Total equity

     81,670      80,040  

Total liabilities and equity

   $ 1,322,506    $ 1,334,903  

 

1  

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

Total assets were $1,323 billion as at January 31, 2019, a decrease of $12 billion, or 1%, from October 31, 2018. The decrease was primarily due to derivatives of $12 billion, trading loans, securities, and other of $6 billion, and financial assets at fair value through other comprehensive income of $4 billion. The decrease was partially offset by increases in securities purchased under reverse repurchase agreements of $5 billion, loans, net of allowances for loan losses of $2 billion, and other assets of $2 billion. The foreign currency translation impact on total assets, primarily in the U.S. Retail segment, was a decrease of approximately $1 billion.

Trading loans, securities, and other decreased $6 billion primarily due to a decrease in trading securities, partially offset by higher market value of commodities.

Derivatives decreased $12 billion primarily due to the impact of the foreign exchange, interest rates, and equity markets on the mark-to-market values, partially offset by reduced netting of positions.

Financial assets at fair value through other comprehensive income decreased $4 billion primarily due to sales and maturities, partially offset by new investments.

Securities purchased under reverse repurchase agreements increased $5 billion primarily due to an increase in secured financing activities.

Loans (net of allowance for loan losses) increased $2 billion primarily due to business loans, HELOC, and credit card loans.

Other assets increased $2 billion primarily due to an increase in bankers' acceptance loans, and the impacts of the acquisition of Greystone and the long-term loyalty agreement with Air Canada.

Total liabilities were $1,241 billion as at January 31, 2019, a decrease of $14 billion, or 1%, from October 31, 2018. The decrease was primarily due to trading deposits of $32 billion, derivatives of $6 billion, deposits of $2 billion, and other liabilities of $3 billion. The decrease was partially offset by increases in financial liabilities designated at fair value though profit and loss of $27 billion, and obligations related to securities sold under repurchase agreements of $1 billion. The foreign currency translation impact on total liabilities, primarily in the U.S. Retail segment, was a decrease of approximately $1 billion.

Trading deposits decreased $32 billion as the majority of maturing deposits were reissued as financial liabilities designated at fair value through profit and loss.

Derivatives decreased $6 billion primarily due to the impact of the foreign exchange, interest rates, and equity markets on the mark-to-market values, partially offset by reduced netting of positions.

Financial liabilities designated at fair value through profit and loss increased $27 billion due to new issuances of funding instruments.

Deposits decreased $2 billion primarily due to a decrease in business and government deposits.

Obligations related to securities sold under repurchase agreements increased $1 billion primarily due to an increase in trading volumes.

Other liabilities decreased $3 billion primarily due to amounts payable to brokers, dealers and clients due to unsettled and pending trades.

Equity was $82 billion as at January 31, 2019, an increase of $2 billion, or 2%, from October 31, 2018. The increase was primarily in other comprehensive income due to gains on cash flow hedges, the issuance of common shares due to the acquisition of Greystone, and the issuance of Non-Cumulative 5-year Rate Reset Preferred Shares, Series 22, partially offset by the redemption of the TD Capital Trust III securities and actuarial losses on employee benefit plans.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 21  


 

CREDIT PORTFOLIO QUALITY

Quarterly comparison – Q1 2019 vs. Q1 2018

Gross impaired loans excluding FDIC covered loans and other ACI loans were $3,534 million as at January 31, 2019, an increase of $486 million, or 16%, compared with the first quarter last year. Canadian Retail gross impaired loans increased $102 million, or 12%, compared with the first quarter last year largely due to new formations in the Canadian commercial portfolio. U.S. Retail gross impaired loans increased $415 million, or 19%, compared with the first quarter last year largely reflecting new formations in the commercial portfolio primarily attributable to the power and utilities sector and the impact of foreign exchange. Wholesale gross impaired loans were nil, a decrease of $31 million compared with the first quarter last year reflecting resolutions in the oil and gas sector. Net impaired loans were $2,754 million as at January 31, 2019, an increase of $418 million, or 18%, compared with the first quarter last year, largely driven by the new formations in U.S. commercial portfolio and the impact of foreign exchange.

The allowance for credit losses of $4,804 million as at January 31, 2019, was comprised of Stage 3 allowance for impaired loans of $796 million, Stage 2 allowance of $1,789 million, Stage 1 allowance of $2,213 million collectively for performing loans and off-balance sheet instruments and allowance for debt securities of $6 million.

The Stage 3 allowance for loan losses increased $58 million, or 8%, primarily due to an increase in the U.S. credit card portfolio and the impact of foreign exchange. The Stage 1 and Stage 2 allowance for loan losses increased $428 million, or 12%, largely reflecting an increase in the U.S. credit card portfolio and the impact of foreign exchange.

The allowance for debt securities decreased by $140 million, or 96% compared with the first quarter last year primarily reflecting the sale of certain debt securities.

The Bank periodically reviews the methodology for assessing significant increase in credit risk and expected credit losses (ECLs). Forward-looking information is incorporated as appropriate where macroeconomic scenarios and associated probability weights are updated quarterly and incorporated to determine the probability-weighted ECLs. As part of periodic review and quarterly updates, certain revisions may be made to reflect updates in statistically derived loss estimates for the Bank's recent loss experience of its credit portfolios and forward-looking views, which may cause a change to the allowance for ECLs. During the first quarter of 2019, no changes were made to the methodology.

The Bank calculates allowances for ECLs on debt securities measured at amortized cost and FVOCI. The Bank has $229 billion in such debt securities of which $229 billion are performing securities (Stage 1 and 2) and none are impaired (Stage 3). The allowance for credit losses on debt securities at amortized cost and debt securities at FVOCI was $1 million and $5 million, respectively.

Quarterly comparison – Q1 2019 vs. Q4 2018

Gross impaired loans excluding FDIC covered loans and other ACI loans increased $380 million, or 12%, compared with the prior quarter due to new formations in the U.S. commercial portfolio primarily attributable to the power and utilities sector and seasonal trends in the U.S. credit card and auto portfolios. Impaired loans net of allowance increased $286 million, or 12%, compared with the prior quarter due to new formations in the U.S. commercial portfolio.

The Stage 3 allowance for loan losses increased $92 million, or 13%, compared with the prior quarter reflecting seasonal trends in the U.S. credit card portfolio and an increase attributable to the U.S. commercial portfolio. The Stage 1 and Stage 2 allowance for loan losses increased $128 million, or 3%, compared with the prior quarter.

The allowance for debt securities decreased by $74 million, or 93% compared to the prior quarter primarily reflecting the sale of certain debt securities.

For further details on loans, impaired loans, and allowance for credit losses, refer to Note 6 of the Bank’s first quarter 2019 Interim Consolidated Financial Statements.

 

TABLE 17:  CHANGES IN GROSS IMPAIRED LOANS AND ACCEPTANCES

 

(millions of Canadian dollars)    For the three months ended  
      January 31
2019
    October 31
2018
    January 31
2018
 

Personal, Business, and Government Loans 1  

      

Impaired loans as at beginning of period

   $ 3,154   $ 2,964   $ 3,085

Classified as impaired during the period

     1,722     1,424     1,257

Transferred to performing during the period

     (200     (227     (189

Net repayments

     (371     (327     (340

Disposals of loans

           (1     (9

Amounts written off

     (766     (705     (648

Recoveries of loans and advances previously written off

                  

Exchange and other movements

     (5     26     (108

Impaired loans as at end of period

   $ 3,534   $ 3,154   $ 3,048

 

1

Excludes FDIC covered loans and other ACI loans.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 22  


TABLE 18:  ALLOWANCE FOR CREDIT LOSSES

 

(millions of Canadian dollars, except as noted)                 As at  
     January 31
2019
    October 31
2018
    January 31
2018
 

Allowance for loan losses for on-balance sheet loans

     

Stage 1 allowance for loan losses

  $ 1,640   $ 1,628   $ 1,495

Stage 2 allowance for loan losses

    1,293     1,217     1,232

Stage 3 allowance for loan losses

    796     704     738

Total allowance for loan losses for on-balance sheet loans

    3,729     3,549     3,465

 

Allowance for off-balance sheet instruments

     

Stage 1 allowance for loan losses

    573     550     463

Stage 2 allowance for loan losses

    496     479     384

Total allowance for off-balance sheet instruments

    1,069     1,029     847

Allowance for loan losses

    4,798     4,578     4,312

Allowance for debt securities

    6     80     146

Allowance for credit losses

  $ 4,804   $ 4,658   $ 4,458

Impaired loans, net of allowance 1,2

  $ 2,754   $ 2,468   $ 2,336

Net impaired loans as a percentage of net loans 1,2

    0.41     0.37     0.37

Provision for loan losses as a percentage of net average loans and acceptances

    0.50     0.40     0.44

 

1

Excludes FDIC covered loans and other ACI loans.

2

Credit cards are considered impaired when they are 90 days past due and written off at 180 days past due.

Real Estate Secured Lending

Retail real estate secured lending includes mortgages and lines of credit to North American consumers to satisfy financing needs including home purchases and refinancing. While the Bank retains first lien on the majority of properties held as security, there is a small portion of loans with second liens, but most of these are behind a TD mortgage that is in first position. In Canada, credit policies ensure that the combined exposure of all uninsured facilities on one property does not exceed 80% of the collateral value at origination. Lending at a higher loan-to-value ratio is permitted by legislation but requires default insurance. This insurance is contractual coverage for the life of eligible facilities and protects the Bank's real estate secured lending portfolio against potential losses caused by borrowers' default. The Bank also purchases default insurance on lower loan-to-value ratio loans. The insurance is provided by either government-backed entities or approved private mortgage insurers. In the U.S., for residential mortgage originations, mortgage insurance is usually obtained from either government-backed entities or approved private mortgage insurers when the loan-to-value exceeds 80% of the collateral value at origination.

The Bank regularly performs stress tests on its real estate lending portfolio as part of its overall stress testing program. This is done with a view to determine the extent to which the portfolio would be vulnerable to a severe downturn in economic conditions. The effect of severe changes in house prices, interest rates, and unemployment levels are among the factors considered when assessing the impact on credit losses and the Bank's overall profitability. A variety of portfolio segments, including dwelling type and geographical regions, are examined during the exercise to determine whether specific vulnerabilities exist. Based on the Bank's most recent reviews, potential losses on all real estate secured lending exposures are considered manageable.

 

TABLE 19:  CANADIAN REAL ESTATE SECURED LENDING 1

 

(millions of Canadian dollars)                                    As at  
     Amortizing      Non-amortizing      Total  
     Residential
Mortgages
     Home equity
lines of credit
     Total amortizing real
estate secured lending
     Home equity
lines of credit
         
                                      January 31, 2019  

Total

   $ 193,918    $ 51,870        $ 245,788    $ 35,167    $ 280,955
                                        

 

 

 

October 31, 2018

 

 

Total

   $ 193,829    $ 50,554        $ 244,383    $ 35,605    $ 279,988

 

1

Excludes loans classified as trading as the Bank intends to sell the loans immediately or in the near term, and loans designated at fair value through profit or loss for which no allowance is recorded.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 23  


TABLE 20: REAL ESTATE SECURED LENDING 1,2,3

 

(millions of Canadian dollars, except as noted)

 

                         As at
 

 

 

 
    Residential mortgages       Home equity lines of credit       Total
    Insured 4         Uninsured       Insured 4       Uninsured       Insured 4         Uninsured
                                                          January 31, 2019  

Canada

                             

Atlantic provinces

  $ 3,443      1.8   $ 2,596      1.3   $ 426      0.5   $ 1,312      1.5   $ 3,869      1.4   $ 3,908      1.4

British Columbia 5

    12,008      6.2       23,942        12.3       1,992      2.3       14,418      16.6       14,000      5.0       38,360      13.7

Ontario 5

    34,212      17.6       61,825        31.9       7,049      8.1       40,685      46.6       41,261      14.7       102,510      36.4

Prairies 5

    23,191      12.0       15,114        7.8       3,441      4.0       10,988      12.6       26,632      9.5       26,102      9.3

Québec

    9,130      4.7       8,457        4.4       1,106      1.3       5,620      6.5       10,236      3.6       14,077      5.0

Total Canada

    81,984      42.3     111,934        57.7     14,014      16.2     73,023      83.8     95,998      34.2     184,957      65.8

United States

    893              30,889                1              12,134              894              43,023         

Total

  $ 82,877            $ 142,823              $ 14,015            $ 85,157            $ 96,892            $ 227,980         
                                                         

 

October 31, 2018

 

Canada

                             

Atlantic provinces

  $ 3,492      1.8   $ 2,544        1.3   $ 424      0.5   $ 1,312      1.5   $ 3,916      1.4   $ 3,856      1.4

British Columbia 5

    12,389      6.4       23,460        12.1       1,981      2.3       14,221      16.5       14,370      5.1       37,681      13.5

Ontario 5

    35,355      18.2       60,308        31.2       7,052      8.2       40,163      46.6       42,407      15.1       100,471      35.9

Prairies 5

    23,561      12.2       14,998        7.7       3,408      4.0       10,963      12.7       26,969      9.6       25,961      9.3

Québec

    9,350      4.8       8,372        4.3       1,105      1.3       5,530      6.4       10,455      3.7       13,902      5.0

Total Canada

    84,147      43.4     109,682        56.6     13,970      16.3     72,189      83.7     98,117      34.9     181,871      65.1

United States

    900              30,462                1              12,367              901              42,829         

Total

  $   85,047            $   140,144              $   13,971            $   84,556            $   99,018            $   224,700         

 

1

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

2

Geographic location is based on the address of the property mortgaged.

3

Excludes loans classified as trading as the Bank intends to sell the loans immediately or in the near term, and loans designated at fair value through profit or loss for which no allowance is recorded.

4

Default insurance is contractual coverage for the life of eligible facilities whereby the Bank's exposure to real estate secured lending, all or in part, is protected against potential losses caused by borrower default. It is provided by either government-backed entities or other approved private mortgage insurers.

5

The territories are included as follows: Yukon is included in British Columbia; Nunavut is included in Ontario; and the Northwest Territories is included in the Prairies region.

The following table provides a summary of the Bank's residential mortgages by remaining amortization period. All figures are calculated based on current customer payment behaviour in order to properly reflect the propensity to prepay by borrowers. The current customer payment basis accounts for any accelerated payments made to date and projects remaining amortization based on existing balance outstanding and current payment terms.

 

TABLE 21: RESIDENTIAL MORTGAGES BY REMAINING AMORTIZATION 1,2

 

                                                                     As at
    
<5
years
 
   
5–<10
years
 
   
10–<15
years
 
   
15–<20
years
 
 
   
20–<25
years
 
   
25–<30
years
 
   
30–<35
years
 
   
>=35
years
 
 
    Total
                                                January 31, 2019  

Canada

     1.0     3.7     6.8     15.6 %       43.2     29.5     0.2         100

United States

     4.7     7.8     4.8     5.4       29.2     47.2     0.6     0.3       100

Total

     1.6     4.3     6.5     14.1 %       41.2     32.0     0.3         100
                                               

 

October 31, 2018

 

Canada

     1.0     3.8     6.7     15.1 %       42.7     30.1     0.6         100

United States

     4.8     8.2     4.8     5.2       29.4     46.3     1.0     0.3       100

Total

     1.6     4.4     6.5     13.7 %       40.8     32.4     0.6         100

 

1

Excludes loans classified as trading as the Bank intends to sell the loans immediately or in the near term, and loans designated at fair value through profit or loss for which no allowance is recorded.

2

Percentage based on outstanding balance.

 

TABLE 22:  UNINSURED AVERAGE LOAN-TO-VALUE – Newly Originated and Newly Acquired 1,2,3

 

     For the three months ended
     Residential mortgages    
Home equity
lines of credit 4,5
 
 
    Total     Residential mortgages    
Home equity
lines of credit 4,5
 
 
    Total
             January 31, 2019            October 31, 2018  

Canada

            

Atlantic provinces

     73     69     72     75     71     73

British Columbia 6

     66     61       63     65     62       64

Ontario 6

     68     65       66     67     65       66

Prairies 6

     73     71       72     73     71       72

Québec

     72     72       72     73     73       73

Total Canada

     68     65       67     68     66       67

United States

     67     64       65     70     59       65

Total

     68     65 %       67     68     65     67

 

1

Geographic location is based on the address of the property mortgaged.

2

Excludes loans classified as trading as the Bank intends to sell the loans immediately or in the near term, and loans designated at fair value through profit or loss for which no allowance is recorded.

3

Based on house price at origination.

4

Home equity lines of credit (HELOC) loan-to-value includes first position collateral mortgage if applicable.

5

HELOC fixed rate advantage option is included in loan-to-value calculation.

6

The territories are included as follows: Yukon is included in British Columbia; Nunavut is included in Ontario; and the Northwest Territories is included in the Prairies region.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 24  


Sovereign Risk

The following table provides a summary of the Bank's credit exposure to certain European countries, including Greece, Italy, Ireland, Portugal, and Spain (GIIPS).

 

TABLE 23:  EXPOSURE TO EUROPE – Total Net Exposure by Country and Counterparty 1

 

(millions of Canadian dollars)

 

                          As at  
 

 

 

 
    Loans and commitments 2       Derivatives, repos, and securities lending 3       Trading and investment portfolio 4,5       Total  
    Corporate     Sovereign       Financial     Total       Corporate     Sovereign       Financial     Total       Corporate     Sovereign       Financial       Total       Exposure 6  
Country                                                                         January 31, 2019  

GIIPS

 

Greece

  $     $     $     $     $     $     $     $     $     $     $     $     $  

Italy

          184     1       185                   3       3       9       26     7       42       230  

Ireland

                296     296       9           133       142                               438  

Portugal

                                  131     45       176                               176  

Spain

          30     57       87                   69     69       15     526       2     543       699  

Total GIIPS

          214       354     568       9     131       250     390       24     552       9     585       1,543  

Rest of Europe

                                                                                                       

Austria

                            6     43       11     60       2     1,022       2     1,026       1,086  

Belgium

    263             161     424       413     16       250     679       41     97             138       1,241  

Finland

          102     37       139             33       163       196             1,111       3     1,114       1,449  

France

    580       1,227     148       1,955       88       493     1,824       2,405       139       5,431     153       5,723       10,083  

Germany

    672     669       53     1,394       457     790       1,281     2,528       216     8,202       39     8,457       12,379  

Netherlands

    466       669     167       1,302     251       355     614     1,220       42     3,429     254     3,725       6,247  

Norway

          154     5     159       1     474     52     527       16     535     769     1,320       2,006  

Sweden

          146     121     267             257     119     376       18     1,623     605     2,246       2,889  

Switzerland

    997     58     119     1,174       24           932     956       63           81     144       2,274  

United Kingdom

    2,913     1,706     40     4,659       1,707     678     8,009     10,394       304     984     2,163     3,451       18,504  

Other 7

          5     99     104       16     169     628     813       5     433     73     511       1,428  

Total Rest of Europe

    5,891     4,736     950     11,577       2,963     3,308     13,883     20,154       846     22,867     4,142     27,855       59,586  

Total Europe

  $ 5,891     $ 4,950     $ 1,304     $   12,145     $ 2,972     $ 3,439     $ 14,133     $   20,544     $ 870     $ 23,419     $ 4,151     $   28,440     $ 61,129  
Country                                                                        

 

October 31, 2018

 

GIIPS

 

Greece

  $     $     $     $     $     $     $     $     $     $     $     $     $  

Italy

          178     1     179                   3     3       26     22     5     53       235

Ireland

                197     197       17           268     285                               482  

Portugal

                                  139     56     195       1                 1       196  

Spain

          30     56     86                   61     61       23     522           545       692  

Total GIIPS

          208     254     462       17     139     388     544       50     544     5     599       1,605  

Rest of Europe

                                                                                                       

Austria

                7     7       9     46     12     67             1,008           1,008       1,082  

Belgium

    263           225     488       140     34     486     660       40     94     2     136       1,284  

Finland

          141           141             36     110     146             1,071           1,071       1,358  

France

    579     514     133     1,226       77     621     1,822     2,520       122     5,613     176     5,911       9,657  

Germany

    1,106     354     210     1,670       443     805     933     2,181       240     7,779     63     8,082       11,933  

Netherlands

    509     706     194     1,409       273     506     362     1,141       44     3,717     265     4,026       6,576  

Norway

    121     33     5     159       20     288     54     362       24     426     630     1,080       1,601  

Sweden

          67     95     162             287     235     522       15     1,548     644     2,207       2,891  

Switzerland

    997     58     89     1,144       37           2,127     2,164       39           25     64       3,372  

United Kingdom

    2,872     1,082     19     3,973       1,558     559     9,262     11,379       336     857     2,429     3,622       18,974  

Other 7

          5     99     104       30     164     761     955       3     395     66     464       1,523  

Total Rest of Europe

    6,447     2,960     1,076     10,483       2,587     3,346     16,164     22,097       863     22,508     4,300     27,671       60,251  

Total Europe

  $ 6,447   $ 3,168   $ 1,330   $ 10,945     $ 2,604   $ 3,485   $ 16,552   $ 22,641     $ 913   $ 23,052   $ 4,305   $ 28,270     $ 61,856  

 

1

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

2

Exposures include interest-bearing deposits with banks and are presented net of impairment charges where applicable. There were no impairment charges for European exposures as at January 31, 2019, or October 31, 2018.

3

Exposures are calculated on a fair value basis and are net of collateral. Total market value of pledged collateral is $0.2 billion (October 31, 2018 – $0.4 billion) for GIIPS and $45.5 billion for the rest of Europe (October 31, 2018 – $66 billion). Derivatives are presented as net exposures where there is an International Swaps and Derivatives Association (ISDA) master netting agreement.

4

Trading and investment portfolio includes deposits and trading exposures are net of eligible short positions.

5

The fair values of the GIIPS exposures in Level 3 in the trading and investment portfolio were not significant as at January 31, 2019 and October 31, 2018.

6  

The reported exposures do not include $0.2 billion of protection the Bank purchased through CDS (October 31, 2018 – $0.2 billion).

7  

Other European exposure is distributed across 10 countries (October 31, 2018 – 10 countries), each of which has a net exposure including loans and commitments, derivatives, repos and securities lending, and trading and investment portfolio below $1 billion as at January 31, 2019.

Of the Bank's European exposure, approximately 97% (October 31, 2018 – 96%) is to counterparties in countries rated AA or better by either Moody's Investor Services (Moody's) or Aa3 or better by Standard & Poor's (S&P), with the majority of this exposure to the sovereigns themselves and to well-rated, systemically important banks in these countries. Derivatives and securities repurchase transactions are completed on a collateralized basis. The vast majority of derivatives exposure is offset by cash collateral while the repurchase transactions are backed largely by government securities rated AA or better, and cash. The Bank also takes a limited amount of exposure to well-rated corporate issuers in Europe where the Bank also does business with their related entities in North America.

In addition to the European exposure identified above, the Bank also has $10.7 billion (October 31, 2018 – $11.2 billion) of exposure to supranational entities with European sponsorship and $1.3 billion (October 31, 2018 – $1.0 billion) of indirect exposure to European collateral from non-European counterparties related to repurchase and securities lending transactions that are margined daily.

As part of the Bank's usual credit risk and exposure monitoring processes, all exposures are reviewed on a regular basis. European exposures are reviewed monthly or more frequently as circumstances dictate and are periodically stress tested to identify and understand any potential vulnerabilities. Based on the most recent reviews, all European exposures are considered manageable.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 25  


 

CAPITAL POSITION

REGULATORY CAPITAL

Capital requirements of the Basel Committee on Banking Supervision (BCBS) are commonly referred to as Basel III. Under Basel III, Total Capital consists of three components, namely CET1, Additional Tier 1, and Tier 2 Capital. Risk sensitive regulatory capital ratios are calculated by dividing CET1, Tier 1, and Total Capital by their respective RWA, inclusive of any minimum requirements outlined under the regulatory floor. In 2015, Basel III implemented a non-risk sensitive leverage ratio to act as a supplementary measure to the risk-sensitive capital requirements. The objective of the leverage ratio is to constrain the build-up of excess leverage in the banking sector. The leverage ratio is calculated by dividing Tier 1 Capital by leverage exposure which is primarily comprised of on-balance sheet assets with adjustments made to derivative and securities financing transaction exposures, and credit equivalent amounts of off-balance sheet exposures. TD continues to manage its regulatory capital in accordance with the Basel III Capital Framework as discussed in the "Capital Position" section of the Bank's 2018 Annual Report.

OSFI ' s Capital Requirements under Basel III

OSFI's Capital Adequacy Requirements (CAR) guideline details how the Basel III capital rules apply to Canadian banks.

From fiscal 2014 to 2018, the CVA capital charge was phased-in based on a scalar approach. For fiscal 2018, the scalars inclusion of CVA for CET1, Tier 1, and Total Capital RWA were 80%, 83%, and 86%, respectively. For fiscal 2019, the CVA has been fully phased-in.

Effective January 1, 2013, all newly issued non-common Tier 1 and Tier 2 Capital instruments must include non-viability contingent capital (NVCC) provisions to qualify as regulatory capital. NVCC provisions require the conversion of non-common capital instruments into a variable number of common shares of the Bank upon the occurrence of a trigger event as defined in the guidance. Existing non-common Tier 1 and Tier 2 capital instruments which do not include NVCC provisions are non-qualifying capital instruments and are subject to a phase-out period which began in 2013 and ends in 2022.

The CAR guideline contains two methodologies for capital ratio calculation: (1) the "transitional" method; and (2) the "all-in" method. The minimum CET1, Tier 1, and Total Capital ratios, based on the "all-in" method, are 4.5%, 6%, and 8%, respectively. OSFI expects Canadian banks to include an additional capital conservation buffer of 2.5%, effectively raising the CET1, Tier 1 Capital, and Total Capital ratio minimum requirements to 7%, 8.5%, and 10.5%, respectively.

In March 2013, OSFI designated the six major Canadian banks as domestic systemically important banks (D-SIBs), for which a 1% common equity capital surcharge is in effect from January 1, 2016. As a result, the six Canadian banks designated as D-SIBs, including TD, are required to meet an "all-in" Pillar 1 target CET1, Tier 1, and Total Capital ratios of 8%, 9.5%, and 11.5%, respectively.

At the discretion of OSFI, a common equity countercyclical capital buffer (CCB) within a range of 0% to 2.5% may be imposed. The primary objective of the CCB is to protect the banking sector against future potential losses resulting from periods of excess aggregate credit growth that have often been associated with the build-up of system-wide risk. The CCB is an extension of the capital conservation buffer and must be met with CET1 capital. The CCB is calculated using the weighted-average of the buffers deployed in Canada and across BCBS member jurisdictions and selected non-member jurisdictions to which the bank has private sector credit exposures.

Effective November 1, 2017, OSFI required D-SIBs and foreign bank subsidiaries in Canada to comply with the CCB regime, phased-in according to the transitional arrangements. As a result, the maximum countercyclical buffer relating to foreign private sector credit exposures was capped at 1.25% of total RWA in the first quarter of 2017 and increases each subsequent year by an additional 0.625%, to reach its final maximum of 2.5% of total RWA in the first quarter of 2019. As at January 31, 2019, the CCB is only applicable to private sector credit exposures located in Hong Kong, Sweden, Norway, and the United Kingdom. Based on the allocation of exposures and buffers currently in place in Hong Kong, Sweden, Norway, and the United Kingdom, the Bank's countercyclical buffer requirement is 0% as at January 31, 2019.

On June 25, 2018, OSFI provided greater transparency related to previously undisclosed Pillar 2 CET1 capital buffer through the introduction of the public Domestic Stability Buffer (DSB). The DSB is held by D-SIBs against Pillar 2 risks associated with systemic vulnerabilities including, but not limited to: i) Canadian consumer indebtedness; ii) asset imbalances in the Canadian market; and iii) Canadian institutional indebtedness. The level of the buffer ranges between 0% and 2.5% of total RWA and must be met with CET1 Capital. At a minimum, OSFI will review the buffer semi-annually and any changes will be made public. The current buffer is set at 1.5%. In December 2018, OSFI announced that the DSB would be set at 1.75% as of April 30, 2019 effectively raising the CET1 target to 9.75%. A breach of the buffer will not automatically constrain capital distributions; however, OSFI will require a remediation plan.

Effective in the second quarter of 2018, OSFI implemented a revised methodology for calculating the regulatory capital floor. The revised floor is based on the Basel II standardized approach, with the floor factor transitioned in over three quarters. The floor was fully transitioned, to a factor of 75%, in the fourth quarter of fiscal 2018. The Bank is not constrained by the capital floor.

In the current quarter, the Bank implemented the revised CAR guidelines related to the domestic implementation of the standardized approach for counterparty credit risk (SA-CCR), capital requirements for bank exposures to central counterparties, as well as revisions to the securitization framework.

The leverage ratio is calculated as per OSFI's Leverage Requirements guideline and has a regulatory minimum requirement of 3%.

The Canadian Bail-in regime, including OSFI's Total Loss Absorbing Capacity (TLAC) guideline, came into effect on September 23, 2018. Under this guideline, the Bank in required to meet target TLAC requirements by November 1, 2021. The Bank is currently subject to a target risk-based TLAC ratio of 23.25% of RWA and a TLAC leverage ratio of 6.75%.

Global Systemically Important Banks Disclosures

In July 2013, the BCBS issued an update to the final rules on Global Systemically Important Banks (G-SIBs) and outlined the G-SIB assessment methodology which is based on the submissions of the largest global banks. Twelve indicators are used in the G-SIB assessment methodology to determine systemic importance. The score for a particular indicator is calculated by dividing the individual bank value by the aggregate amount for the indicator summed across all banks included in the assessment. Accordingly, an individual bank's ranking is reliant on the results and submissions of other global banks. The update also provided clarity on the public disclosure requirements of the twelve indicators used in the assessment methodology. As per OSFI's revised Advisory issued September 2015, the Canadian banks that have been designated as D-SIBs are also required by OSFI to publish, at a minimum, the twelve indicators used in the G-SIB indicator-based assessment framework. Public disclosure of financial year-end data is required annually, no later than the date of a bank's first quarter public disclosure of shareholder financial data in the following year.

In July 2018, BCBS issued a revised G-SIB framework entitled "G-SIBs: revised assessment methodology and the higher loss absorbency requirement". The new assessment methodology introduces a trading volume indicator and modifies the weights in the substitutability category, amends the definition of cross-jurisdictional indicators, extends the scope of consolidation to insurance subsidiaries, and provides further guidance on bucket migration and associated loss absorbency surcharges. The revised methodology is expected to be implemented in 2021.

The indicator-based measurement approach divides the twelve indicators into five categories, with each category yielding a 20% weight to a bank's total score on the G-SIB scale as per the following table.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 26  


 

Category (and weighting)

 

  

 

Individual indicator (and weighting)

 

  

 

Category background

 

 

Cross-jurisdictional activity (20%)

  

 

1.   Cross-jurisdictional claims (10%)

2.   Cross-jurisdictional liabilities (10%)

  

 

This category measures the importance of the bank's activities outside its home jurisdiction, relative to overall activity of other banks. The two indicators account for an understanding that the international impact of a bank's distress or failure would vary in line with its share of cross-jurisdictional assets and liabilities.

 

 

Size (20%)

  

 

3.   Total exposures as defined for use in the Basel III leverage ratio (20%)

  

 

This category measures the size of the bank. The larger the bank, the more difficult it is for its activities to be quickly replaced by other banks and therefore the greater the chance that its distress or failure would cause disruption to the financial markets in which it operates. The distress or failure of a large bank is also more likely to damage confidence in the financial system as a whole. Size is therefore a key measure of systemic importance.

 

 

Interconnectedness (20%)

  

 

4.   Intra-financial system assets (6.67%)

5.   Intra-financial system liabilities (6.67%)

6.   Securities outstanding (6.67%)

  

 

This category measures the magnitude of dependence amongst banks. Given the network of contractual obligations in which the banks operate, financial distress at one institution can materially increase the likelihood of distress at other institutions. A bank's systemic impact is likely to be positively related to its interconnectedness vis-à-vis other financial institutions.

 

 

Substitutability / financial institution infrastructure (20%)

  

 

7.   Assets under custody (6.67%)

8.   Payments activity (6.67%)

9.   Underwritten transactions in debt and equity markets (6.67%)

  

 

This category measures the extent to which other institutions could provide the same service (such as availability of substitutes) of the failed bank. The three indicators also measure the bank's dominance in the financial institution infrastructure in which it operates. The greater a bank's role in a particular business line, or as a service provider in underlying market infrastructure (for example, payment systems), the larger the disruption will likely be following its failure, in terms of both service gaps and reduced flow of market and infrastructure liquidity. At the same time, the cost to the failed bank's customers in having to seek the same service from another institution is likely to be higher for a failed bank with relatively greater market share in providing the service.

 

 

Complexity (20%)

  

 

10.  Notional amount of over-the-counter (OTC) derivatives (6.67%)

11.  Trading and available-for-sale securities (6.67%)

12.  Level 3 assets (6.67%)

  

 

This category measures the complexity of the bank. The systemic impact of a bank's distress or failure is expected to be positively related to its overall complexity – that is, its business, structural, and operational complexity. The more complex a bank is, the greater are the costs and time needed to resolve the bank.

 

Based on 2017 fiscal year indicators, the Bank was not designated a G-SIB in November 2018. If the Bank were designated a G-SIB in the future, the Bank's capital ratio requirements would include the higher of the D-SIB and G-SIB surcharges, both of which are currently 1%, as per the draft OSFI CAR guideline released for public consultation in August 2017. Additionally, the Bank's minimum leverage ratio requirement would be the current OSFI and BCBS stipulated 3%. The D-SIB and G-SIB surcharges, and leverage ratio requirements, are subject to change at the discretion of the regulators. On December 15, 2016, the Federal Reserve Board adopted a final rule establishing TLAC and related requirements for U.S. bank holding companies designated as G-SIBs and intermediate holding companies (IHCs) of foreign banking organizations designated as G-SIBs. The rule requires that covered institutions maintain a minimum amount of loss-absorbing capital, long-term debt and imposes other limits and requirements so that, in the event of the covered institution's failure, there will be sufficient internal loss-absorbing capacity available to allow for an orderly resolution. If the Bank should be designated as a G-SIB in the future, the rule will be applicable to the Bank's IHC, TD Group US Holding LLC (TDGUS), with a phase-in period.

Failure to meet the Bank's capital ratios and TLAC requirements, including any applicable surcharge if the Bank were designated a G-SIB in the future, could result in limitations on the Bank's ability to distribute capital and make certain discretionary compensation payments, and may negatively impact TD's reputation in the market.

The following table provides the results of the twelve indicators for the Bank. The increase in Cross-jurisdictional liabilities is due to an increase in deposits and obligations related to securities sold under repurchase agreements. The increase in notional amount of OTC derivatives is due to foreign exchange forwards and interest rate swaps.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 27  


TABLE 24:  G-SIB INDICATORS

 

(millions of Canadian dollars)

                 As at
            October 31
2018
     October 31
2017
 

Category (and weighting)

   Individual Indicator                  

Cross-jurisdictional activity (20%)

   Cross-jurisdictional claims    $ 614,504    $ 580,509
     Cross-jurisdictional liabilities      567,172      457,379

Size (20%)

   Total exposures as defined for use in the Basel III leverage ratio      1,452,835      1,366,804

Interconnectedness (20%)

   Intra-financial system assets      82,249      81,564
   Intra-financial system liabilities      44,761      37,990
     Securities outstanding      363,154      330,694

Substitutability / financial institution

   Assets under custody      410,970      410,462

infrastructure (20%)

   Payments activity      28,769,038      27,109,728
     Underwritten transactions in debt and equity markets      140,173      134,448

Complexity (20%)

   Notional amount of OTC derivatives      13,382,592      10,266,636
   Trading and available-for-sale securities      93,353      92,689
     Level 3 assets      3,352      3,586

The following table provides details of TD's regulatory capital position.

 

TABLE 25:  REGULATORY CAPITAL POSITION

 

(millions of Canadian dollars, except as noted)

                     As at    
      January 31
2019
    October 31
2018
    January 31
2018
 

Capital

      

Common Equity Tier 1 Capital

   $ 52,668     $ 52,389     $ 46,809  

Tier 1 Capital

     59,396       59,735       53,403  

Total Capital

     69,968       70,434       62,769  

Common Equity Tier 1 Capital risk-weighted assets for:

      

Credit risk 1

     370,583       370,044       335,600  

Market risk

     15,735       13,213       11,303  

Operational risk

     53,006       52,375       49,416  

Regulatory floor

                 44,954  

Total

   $ 439,324     $ 435,632     $ 441,273  

Capital and leverage ratios

      

Common Equity Tier 1 Capital ratio 1

     12.0     12.0     10.6

Tier 1 Capital ratio 1

     13.5       13.7       12.1  

Total Capital ratio 1

     15.9       16.2       14.2  

Leverage ratio

     4.1       4.2       4.0  

 

1

Each capital ratio has its own RWA measure due to the OSFI-prescribed scalar for inclusion of the CVA. For fiscal 2018, the scalars for inclusion of CVA for CET1, Tier 1, and Total Capital RWA were 80%, 83%, and 86%. For fiscal 2019, the scalars are 100%.

As at January 31, 2019, the Bank's CET1, Tier 1, and Total Capital ratios were 12.0%, 13.5%, and 15.9%, respectively. Compared with the Bank's CET1 Capital ratio of 12.0% at October 31, 2018, the CET1 Capital ratio remained relatively flat as the decrease due to the loyalty agreement with Air Canada, common shares repurchased, actuarial losses on employee benefit plans, and the acquisition of Greystone was offset by organic capital growth.

As at January 31, 2019, the Bank's Leverage ratio was 4.1%, compared with the Bank's Leverage ratio of 4.2% at October 31, 2018. The Leverage ratio decreased due to an increase in exposure resulting from the implementation of the standardized approach for measuring counterparty credit risk, partially offset by capital generation and preferred share issuances.

Future Regulatory Capital Developments

Future regulatory capital developments, in addition to those described in the "Future Regulatory Capital Developments" section of the Bank's 2018 Annual Report, are noted below.

In January 2019, BCBS issued the final minimum capital requirements for market risk standard. The key aspects of the standard include: clarification on the scope; a refined standardized approach for foreign exchange risk and index instruments; revised standardized risk weights applicable to general interest rate risk, foreign exchange, and certain other exposures; revisions to the assessment process relating to internal models reflecting the risks on individual trading desks; and revisions related to identification of risk factors that are eligible for internal modelling. The standard is effective January 1, 2022.

In December 2018, BCBS issued a consultative document on leverage ratio disclosure requirements. The proposal requires banks to include in Pillar 3 disclosures, in addition to current requirements, the amount of each of the following exposures calculated based on an average of daily values over the quarter: adjusted gross securities financing transaction assets; replacement cost derivative exposures; and central bank reserves that are included on-balance sheet. The revisions are expected to be implemented no later than January 1, 2022.

In December 2018, OSFI released proposed revisions to the Large Exposure Limit guideline. The proposed guideline specifies a number of revisions to the large exposure limit calculation including, moving the eligible capital base from Total capital to Tier 1 capital, tighter limits for exposures to systemically important banks, and providing for the recognition of eligible credit risk mitigation techniques. It also contains additional guidance for determining groups of connected counterparties. The guideline is expected to be implemented in the first quarter of 2020.

In December 2018, BCBS issued the final "Pillar 3 disclosure requirements – updated framework". The framework includes disclosure revisions and additions arising from the finalization of the Basel III reforms related to the following areas: credit risk, operational risk, leverage ratio, credit valuation adjustment risk; RWA calculated by the Bank's internal models and under standardized approaches; and an overview of risk management, RWA, and key prudential metrics. The framework also contains new disclosure requirements related to asset encumbrance and capital distribution constraints. These disclosure requirements, together with the first and second phase of the revised Pillar 3 disclosure requirements, issued in January 2015 and March 2017 respectively, complete the Pillar 3 framework. The disclosure requirements related to Basel III reforms are effective January 1, 2022.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 28  


Normal Course Issuer Bid

On December 10, 2018, the Bank announced that the Toronto Stock Exchange (TSX) and OSFI approved the Bank's amended normal course issuer bid (NCIB) to repurchase for cancellation up to an additional 20 million of the Bank's common shares. During the three months ended January 31, 2019, the Bank repurchased 4.5 million common shares under its NCIB at an average price of $69.63 per share for a total amount of $313 million.

On April 19, 2018, the Bank announced that the TSX and OSFI approved the Bank's previously announced NCIB to repurchase for cancellation up to 20 million of the Bank's common shares. During the year ended October 31, 2018, the Bank repurchased 20 million common shares under its NCIB at an average price of $75.07 per share for a total amount of $1.5 billion.

 

TABLE 26:  EQUITY AND OTHER SECURITIES

 

(millions of shares/units, except as noted)

             As at    
     January 31, 2019     October 31, 2018    
     

Number of

shares/units

   

Number of

shares/units  

 
Common shares outstanding      1,832.8     1,830.4    

Treasury shares – common

     (2.0     (2.1 )  

Total common shares

     1,830.8     1,828.3    

Stock options

    

Vested

     6.5     4.7    

Non-vested

     8.2     8.4    

Preferred shares – Class A

    

Series 1

     20.0     20.0    

Series 3

     20.0     20.0    

Series 5

     20.0     20.0    

Series 7

     14.0     14.0    

Series 9

     8.0     8.0    

Series 11

     6.0     6.0    

Series 12

     28.0     28.0    

Series 14

     40.0     40.0    

Series 16

     14.0     14.0    

Series 18

     14.0     14.0    

Series 20

     16.0     16.0    

Series 22

     14.0      
       214.0     200.0    

Treasury shares – preferred

     (0.1     (0.3 )  

Total preferred shares

     213.9     199.7    

Capital Trust Securities (thousands of shares)

    

Trust units issued by TD Capital Trust III:

    

TD Capital Trust III Securities – Series 2008 1  

           1,000.0

Debt issued by TD Capital Trust IV:

    

TD Capital Trust IV Notes – Series 1

     550.0     550.0

TD Capital Trust IV Notes – Series 2

     450.0     450.0

TD Capital Trust IV Notes – Series 3

     750.0     750.0

 

1

TD Capital Trust III redeemed all of the outstanding TD Capital Trust III Securities – Series 2008 on December 31, 2018.

Preferred shares Series 1, 3, 5, 7, 9, 11, 12, 14, 16, 18, 20, and 22 include NVCC provisions. If a NVCC trigger event were to occur, the maximum number of common shares that could be issued, assuming there are no declared and unpaid dividends on the respective series of preferred shares at the time of conversion, would be 1.1 billion in aggregate.

For NVCC subordinated notes and debentures, if a NVCC trigger event were to occur, the maximum number of common shares that could be issued, assuming there is no accrued and unpaid interest on the respective subordinated notes and debentures, would be 2,550 million in aggregate. The following subordinated debentures contain NVCC provisions: the 2.692% subordinated debentures due June 24, 2025, 2.982% subordinated debentures due September 30, 2025, 3.589% subordinated debentures due September 14, 2028, 3.224% subordinated debentures due July 25, 2029, 4.859% subordinated debentures due March 4, 2031, and the 3.625% subordinated debentures due September 15, 2031. Refer to Note 19 of the Bank's 2018 Consolidated Financial Statements for additional details.

 

 

MANAGING RISK

EXECUTIVE SUMMARY

Growing profitability in financial services involves selectively taking and managing risks within TD's risk appetite. The Bank's goal is to earn a stable and sustainable rate of return for every dollar of risk it takes, while putting significant emphasis on investing in TD's businesses to ensure it can meet its future strategic objectives.

TD's businesses and operations are exposed to a broad number of risks that have been identified and defined in the Enterprise Risk Framework. The Bank's tolerance to those risks is defined in the Enterprise Risk Appetite which has been developed within a comprehensive framework that takes into consideration current conditions in which the Bank operates and the impact that emerging risks will have on TD's strategy and risk profile. The Bank's risk appetite states that it takes risks required to build its business, but only if those risks: (1) fit the business strategy, and can be understood and managed; (2) do not expose the enterprise to any significant single loss events; TD does not 'bet the bank' on any single acquisition, business, or product; and (3) do not risk harming the TD brand. Each business is responsible for setting and aligning its individual risk appetites with that of the enterprise based on a thorough examination of the specific risks to which it is exposed.

TD considers it critical to regularly assess its operating environment and highlight top and emerging risks. These are risks with a potential to have a material effect on the Bank and where the attention of senior leaders is focused due to the potential magnitude or immediacy of their impact.

Risks are identified, discussed, and actioned by senior leaders and reported quarterly to the Risk Committee of the Board and the Board. Specific plans to mitigate top and emerging risks are prepared, monitored, and adjusted as required.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 29  


The Bank's risk governance structure and risk management approach have not substantially changed from that described in the Bank's 2018 Annual Report. Additional information on risk factors can be found in the 2018 MD&A under the heading "Risk Factors and Management". For a complete discussion of the risk governance structure and the risk management approach, refer to the "Managing Risk" section in the Bank's 2018 Annual Report.

The shaded sections of this MD&A represent a discussion relating to market and liquidity risks and form an integral part of the Interim Consolidated Financial Statements for the period ended January 31, 2019.

CREDIT RISK

Gross credit risk exposure, also referred to as exposure at default (EAD), is the total amount the Bank is exposed to at the time of default of a loan and is measured before counterparty-specific provisions or write-offs. Gross credit risk exposure does not reflect the effects of credit risk mitigation and includes both on-balance sheet and off-balance sheet exposures. On-balance sheet exposures consist primarily of outstanding loans, acceptances, non-trading securities, derivatives, and certain other repo-style transactions. Off-balance sheet exposures consist primarily of undrawn commitments, guarantees, and certain other repo-style transactions.

Gross credit risk exposures for the two approaches the Bank uses to measure credit risk are included in the following table.

 

TABLE 27:  GROSS CREDIT RISK EXPOSURES – Standardized and Advanced Internal Ratings Based (AIRB) Approaches 1

 

(millions of Canadian dollars)

                                                  As at    
              January 31, 2019      October 31, 2018    
      Standardized      AIRB      Total      Standardized      AIRB      Total    

Retail

                 

Residential secured

   $ 3,273    $ 372,929    $ 376,202    $ 3,091    $ 371,450    $ 374,541    

Qualifying revolving retail

            112,260      112,260             112,388      112,388    

Other retail

     13,001      79,782      92,783      12,835      80,513      93,348    

Total retail

     16,274      564,971      581,245      15,926      564,351      580,277    

Non-retail

                 

Corporate

     133,793      349,996      483,789      132,030      346,751      478,781    

Sovereign

     91,117      147,652      238,769      95,411      136,951      232,362    

Bank

     19,247      100,466      119,713      18,019      110,295      128,314    

Total non-retail

     244,157      598,114      842,271      245,460      593,997      839,457    

Gross credit risk exposures

   $ 260,431    $   1,163,085    $   1,423,516    $ 261,386    $   1,158,348    $   1,419,734    

 

1

Gross credit risk exposures represent EAD and are before the effects of credit risk mitigation. This table excludes securitization, equity, and other credit RWA.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 30  


MARKET RISK

Market risk capital is calculated using internal models and comprises three components: (1) Value-at-Risk (VaR); (2) Stressed VaR; and (3) Incremental Risk Charge (IRC). In addition, the Bank calculates market risk capital using the Standardized approach for a limited number of portfolios.

Market Risk Linkage to the Balance Sheet

The following table provides a breakdown of the Bank's balance sheet into assets and liabilities exposed to trading and non-trading market risks. Market risk of assets and liabilities included in the calculation of VaR and other metrics used for regulatory market risk capital purposes is classified as trading market risk.

 

TABLE 28:  MARKET RISK LINKAGE TO THE BALANCE SHEET

 

(millions of Canadian dollars)                                                                    As at  
     January 31, 2019      October 31, 2018          
      Balance sheet      Trading
market risk
     Non-trading
market risk
     Other     

Balance

sheet

     Trading
market risk
     Non-trading
market risk
     Other      Non-trading market
risk – primary risk
sensitivity
 

Assets subject to market risk

                          

Interest-bearing deposits with banks

   $ 31,671        $ 244    $ 31,427    $      $ 30,720    $ 729    $ 29,991    $        Interest rate  

Trading loans, securities, and other

     122,070          118,962      3,108             127,897      125,437      2,460             Interest rate  

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

     3,875                 3,875             4,015             4,015            

Equity,
foreign exchange,
interest rate
 
 
 

Derivatives

     45,094          41,510      3,584             56,996      53,087      3,909            

Equity,
foreign exchange,
interest rate
 
 
 

Financial assets designated at fair value through profit or loss

     3,760                 3,760             3,618             3,618             Interest rate  

Financial assets at fair value through other comprehensive income

     126,253                 126,253             130,600             130,600            

Equity,
foreign exchange,
interest rate
 
 
 

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

     107,162                 107,162             107,171             107,171            
Foreign exchange,
interest rate
 
 

Securities purchased under reverse repurchase agreements

     132,430          4,384      128,046             127,379      3,920      123,459             Interest rate  

Loans, net of allowance for loan losses

     648,468                 648,468             646,393             646,393             Interest rate  

Customers' liability under acceptances

     17,881                 17,881             17,267             17,267             Interest rate  

Investment in TD Ameritrade

     8,679                 8,679             8,445             8,445             Equity  

Other assets 1

     1,610                 1,610             1,751             1,751             Interest rate  

Assets not exposed to market risk

     73,553                        73,553      72,651                    72,651         

Total Assets

     1,322,506          165,100      1,083,853      73,553      1,334,903      183,173      1,079,079      72,651         

Liabilities subject to market risk

                          

Trading deposits

     82,559          7,774      74,785             114,704      6,202      108,502             Interest rate  

Derivatives

     42,665          38,413      4,252             48,270      44,119      4,151            

Equity,
foreign exchange,
interest rate
 
 
 

Securitization liabilities at fair value

     12,294          12,294                    12,618      12,618                    Interest rate  

Financial liabilities designated at fair value through profit or loss

     26,885          5      26,880             16      2      14         Interest rate  

Deposits

     849,338                 849,338             851,439             851,439             Interest rate  

Acceptances

     17,881                 17,881             17,269             17,269             Interest rate  

Obligations related to securities sold short

     38,890          36,874      2,016             39,478      37,323      2,155             Interest rate  

Obligations related to securities sold under repurchase agreements

     94,762          2,712      92,050             93,389      3,797      89,592             Interest rate  

Securitization liabilities at amortized cost

     13,986                 13,986             14,683             14,683             Interest rate  

Subordinated notes and debentures

     8,893                 8,893             8,740             8,740             Interest rate  

Other liabilities 1

     16,811                 16,811             16,134             16,134            
Equity,
interest rate
 
 

Liabilities and Equity not exposed to market risk

     117,542                        117,542      118,163                    118,163         

Total Liabilities and Equity

   $     1,322,506        $     98,072    $     1,106,892    $     117,542    $     1,334,903    $     104,061    $     1,112,679    $     118,163         

 

  1  

Relates to retirement benefits, insurance, and structured entity liabilities.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 31  


Calculating VaR

TD computes total VaR on a daily basis by combining the General Market Risk (GMR) and Idiosyncratic Debt Specific Risk (IDSR) associated with the Bank's trading positions.

GMR is determined by creating a distribution of potential changes in the market value of the current portfolio using historical simulation. The Bank values the current portfolio using the market price and rate changes of the most recent 259 trading days for equity, interest rate, foreign exchange, credit, and commodity products. GMR is computed as the threshold level that portfolio losses are not expected to exceed more than one out of every 100 trading days. A one-day holding period is used for GMR calculation, which is scaled up to ten days for regulatory capital calculation purposes.

IDSR measures idiosyncratic (single-name) credit spread risk for credit exposures in the trading portfolio using Monte Carlo simulation. The IDSR model is based on the historical behaviour of five-year idiosyncratic credit spreads. Similar to GMR, IDSR is computed as the threshold level that portfolio losses are not expected to exceed more than one out of every 100 trading days. IDSR is measured for a ten-day holding period.

The following graph discloses daily one-day VaR usage and trading net revenue, reported on a taxable equivalent basis, within Wholesale Banking. Trading net revenue includes trading income and net interest income related to positions within the Bank's market risk capital trading books. For the quarter ended January 31, 2019, there were 14 days of trading losses and trading net revenue was positive for 78% of the trading days. Losses in the quarter did not exceed VaR on any trading day.

 

LOGO

VaR is a valuable risk measure but it should be used in the context of its limitations, for example:

   

VaR uses historical data to estimate future events, which limits its forecasting abilities;

   

it does not provide information on losses beyond the selected confidence level; and

   

it assumes that all positions can be liquidated during the holding period used for VaR calculation.

The Bank continuously improves its VaR methodologies and incorporates new risk measures in line with market conventions, industry best practices, and regulatory requirements.

To mitigate some of the shortcomings of VaR, the Bank uses additional metrics designed for risk management and capital purposes. These include Stressed VaR, IRC, Stress Testing Framework, as well as limits based on the sensitivity to various market risk factors.

Calculating Stressed VaR

In addition to VaR, the Bank also calculates Stressed VaR, which includes Stressed GMR and Stressed IDSR. Stressed VaR is designed to measure the adverse impact that potential changes in market rates and prices could have on the value of a portfolio over a specified period of stressed market conditions. Stressed VaR is determined using similar techniques and assumptions in GMR and IDSR VaR. However, instead of using the most recent 259 trading days (one year), the Bank uses a selected year of stressed market conditions. In the first quarter of 2019, Stressed VaR was calculated using the one-year period that began on February 1, 2008. The appropriate historical one-year period to use for Stressed VaR is determined on a quarterly basis. Stressed VaR is a part of regulatory capital requirements.

Calculating the Incremental Risk Charge

The IRC is applied to all instruments in the trading book subject to migration and default risk. Migration risk represents the risk of changes in the credit ratings of the Bank's exposures. TD applies a Monte Carlo simulation with a one-year horizon and a 99.9% confidence level to determine IRC, which is consistent with regulatory requirements. IRC is based on a "constant level of risk" assumption, which requires banks to assign a liquidity horizon to positions that are subject to IRC. IRC is a part of regulatory capital requirements.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 32  


The following table presents the end of quarter, average, high, and low usage of TD's portfolio metrics.

 

TABLE 29:  PORTFOLIO MARKET RISK MEASURES

 

(millions of Canadian dollars)    For the three months ended  
     

January 31

2019

     October 31
2018
    January 31
2018
 
      As at     Average     High     Low      Average     Average  

Interest rate risk

   $ 12.0   $ 12.9   $ 17.2       $ 8.2      $ 12.5   $ 9.0

Credit spread risk

     15.6     19.7     22.5         15.6        14.6     9.2

Equity risk

     9.1     7.1     10.6         5.1        5.7     7.6

Foreign exchange risk

     6.8     6.5     10.2     2.8        5.3     3.7

Commodity risk

     2.4     2.6     4.8       1.6        3.3     2.7

Idiosyncratic debt specific risk

     16.0     20.2     23.5       16.0          16.2     14.2

Diversification effect 1

     (36.7     (41.4     n/m 2         n/m        (34.3     (27.2

Total Value-at-Risk (one-day)

     25.2     27.6     31.8       23.9          23.3     19.2

Stressed Value-at-Risk (one-day)

     39.6     60.5     84.4       39.6          46.6     39.0

Incremental Risk Capital Charge (one-year)

   $     192.8   $     232.6   $     266.9     $     192.8        $         185.8   $         207.3

 1  The aggregate VaR is less than the sum of the VaR of the different risk types due to risk offsets resulting from portfolio diversification.

 2  Not meaningful. It is not meaningful to compute a diversification effect because the high and low may occur on different days for different risk types.

Average VaR increased quarter-over-quarter and year-over-year due to an increase in debt specific risk reflecting a combination of changes in government and financial bonds positions and changes in market rates. Average Stressed VaR increased quarter-over-quarter and year-over-year driven by U.S. interest rate risk positions.

Average IRC increased quarter-over-quarter and year-over-year due to Canadian bank positions.

Validation of VaR Model

The Bank uses a back-testing process to compare the actual and theoretical profit and losses to VaR to ensure that they are consistent with the statistical results of the VaR model. The theoretical profit or loss is generated using the daily price movements on the assumption that there is no change in the composition of the portfolio. Validation of the IRC model must follow a different approach since the one-year horizon and 99.9% confidence level preclude standard back-testing techniques. Instead, key parameters of the IRC model such as transition and correlation matrices are subject to independent validation by benchmarking against external study results or through analysis using internal or external data.

Interest Rate Risk

The following graph shows the Bank's interest rate risk exposure (as measured by Economic Value at Risk (EVaR)) on all non-trading assets, liabilities, and derivative instruments used for structural interest rate management. This reflects the interest rate risk from personal and commercial banking products (loans and deposits) as well as related funding, investments and high-quality liquid assets (HQLA). EVaR is defined as the difference between the change in the present value of the Bank's asset portfolio and the change in the present value of the Bank's liability portfolio, including off-balance sheet instruments and assumed profiles for non-rate sensitive products, resulting from an immediate and sustained 100 bps unfavourable interest rate shock. EVaR measures the relative sensitivity of asset and liability cash flow mismatches to changes in interest rates. Closely matching asset and liability cash flows reduces EVaR and mitigates the risk of volatility in future net interest income.

 

LOGO

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 33  


The Bank uses derivative financial instruments, wholesale investments, funding instruments, other capital market alternatives, and, less frequently, product pricing strategies to manage interest rate risk. As at January 31, 2019 an immediate and sustained 100 bps increase in interest rates would have decreased the economic value of shareholders' equity by $304 million (October 31, 2018 – $238 million decrease) after-tax. An immediate and sustained 100 bps decrease in interest rates would have reduced the economic value of shareholders' equity by $149 million (October 31, 2018 – $2 million increase) after-tax.

The interest risk exposure, or EVaR, in the insurance business is not included in the above graph. Interest rate risk in the insurance business is managed using defined exposure limits and processes, as set and governed by the insurance Board of Directors.

The following table shows the sensitivity of the economic value of shareholders' equity (after-tax) by currency for those currencies where TD has material exposure.

 

TABLE 30:  SENSITIVITY OF AFTER-TAX ECONOMIC VALUE-AT-RISK BY CURRENCY

 

(millions of Canadian dollars)                  As at  
     January 31, 2019     October 31, 2018     January 31, 2018  
      100 bps
increase
    100 bps
decrease
    100 bps
increase
    100 bps
decrease
    100 bps
increase
    100 bps
decrease
 

Canadian dollar

   $ (58   $ 1   $ (41   $ (17   $ (28   $ (56

U.S. dollar

     (246     (150     (197     19       (275     (36
     $ (304   $ (149   $ (238   $ 2     $ (303   $ (92

Liquidity Risk

Liquidity risk is the risk of having insufficient cash or collateral to meet financial obligations and an inability to, in a timely manner, raise funding or monetize assets at a non-distressed price. Financial obligations can arise from deposit withdrawals, debt maturities, commitments to provide credit or liquidity support or the need to pledge additional collateral.

TD ' S LIQUIDITY RISK APPETITE

The Bank maintains a prudent and disciplined approach to managing its potential exposure to liquidity risk. The Bank targets a 90-day survival horizon under a combined Bank-specific and market-wide stress scenario, and a minimum buffer over regulatory requirements prescribed by the OSFI Liquidity Adequacy Requirements (LAR) guideline. Under the LAR guideline, Canadian banks are required to maintain a Liquidity Coverage Ratio (LCR) at the minimum of 100%. The Bank operates under a prudent funding paradigm with an emphasis on maximizing deposits as a core source of funding and having a ready access to wholesale funding markets across diversified terms, funding types, and currencies so as to ensure low exposure to a sudden contraction of wholesale funding capacity and to minimize structural liquidity gaps. The Bank also maintains a detailed contingency funding plan to enhance preparedness for recovery from potential liquidity stress events. The resultant management strategies and actions comprise an integrated liquidity risk management program that ensures low exposure to identified sources of liquidity risk and compliance with regulatory requirements.

LIQUIDITY RISK MANAGEMENT RESPONSIBILITY

The Bank's Asset/Liability and Capital Committee (ALCO) oversees the Bank's liquidity risk management program. It is designed to ensure there are effective management structures and policies in place to properly measure and manage liquidity risk. The Global Liquidity Forum (GLF), a subcommittee of the ALCO comprised of senior management from TBSM, Risk Management, Finance, and Wholesale Banking, identifies and monitors the Bank's liquidity risks. The management of liquidity risk is the responsibility of the Head of TBSM, while oversight and challenge are provided by the ALCO and independently by Risk Management. The Risk Committee of the Board regularly reviews the Bank's liquidity position and approves the Bank's Liquidity Risk Management Framework bi-annually and the related policies annually.

Pursuant to the Enhanced Prudential Standards for Bank Holding Companies and Foreign Banking Organizations, the Bank has established TD Group US Holding LLC (TDGUS), as TD's U.S. IHC, and a Combined U.S. Operations (CUSO) reporting unit that consists of the IHC and TD's U.S. branch and agency network. Both TDGUS and CUSO are managed to the U.S. Enhanced Prudential Standards liquidity requirements in addition to the Bank's liquidity management framework.

The Bank's liquidity risk appetite and liquidity risk management approach have not substantially changed from that described in the Bank's 2018 Annual Report. For a complete discussion of liquidity risk, refer to the "Liquidity Risk" section in the Bank's 2018 Annual Report.

LIQUID ASSETS

The unencumbered liquid assets the Bank holds to meet its liquidity requirements must be high-quality securities that the Bank believes can be monetized quickly in stress conditions with minimum loss in market value. Unencumbered liquid assets are represented in a cumulative liquidity gap framework with adjustments made for estimated market or trading depths, settlement timing, and/or other identified impediments to potential sale or pledging. Overall, the Bank expects any reduction in market value of its liquid asset portfolio to be modest given the underlying high credit and liquidity quality.

Assets held by the Bank to meet liquidity requirements are summarized in the following tables. The tables do not include assets held within the Bank's insurance businesses due to investment restrictions.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 34  


 

 

TABLE 31:  SUMMARY OF LIQUID ASSETS BY TYPE AND CURRENCY 1

 

(millions of Canadian dollars, except as noted)

                                                 As at    
     Bank-owned
liquid assets
     Securities
received as
collateral from
securities
financing and
derivative
transactions 2
     Total
liquid assets
     % of
total
    Encumbered
liquid assets
     Unencumbered
liquid assets 2
 
                January 31, 2019  

Cash and due from banks

   $ 2,018    $      $ 2,018        $ 161      $ 1,857  

Canadian government obligations

     14,285      56,195        70,480      13       40,525        29,955  

National Housing Act Mortgage-Backed Securities (NHA MBS)

     42,208      49        42,257      7       4,310        37,947  

Provincial government obligations

     14,256      18,908        33,164      6       22,112        11,052  

Corporate issuer obligations

     4,928      4,214        9,142      2       3,949        5,193  

Equities

     6,922      2,470        9,392      2       5,624        3,768  

Other marketable securities and/or loans

     4,154      447        4,601      1       337        4,264  

Total Canadian dollar-denominated

     88,771      82,283        171,054      31       77,018        94,036  

Cash and due from banks

     26,327             26,327      5       28        26,299  

U.S. government obligations

     31,779      33,216        64,995      12       29,442        35,553  

U.S. federal agency obligations, including U.S. federal agency mortgage-backed obligations

     48,472      6,832        55,304      10       16,379        38,925  

Other sovereign obligations

     52,558      39,670        92,228      16       29,529        62,699  

Corporate issuer obligations

     76,697      2,722        79,419      14       7,405        72,014  

Equities

     31,616      33,202        64,818      11       30,671        34,147  

Other marketable securities and/or loans

     5,620      659        6,279      1       967        5,312  

Total non-Canadian dollar-denominated

     273,069      116,301        389,370      69       114,421        274,949  

Total

   $ 361,840    $ 198,584      $ 560,424      100   $ 191,439      $ 368,985  
              October 31, 2018  

Cash and due from banks

   $ 3,002    $      $ 3,002      1   $ 1,098    $ 1,904  

Canadian government obligations

     18,256      63,463        81,719      14       47,572        34,147  

NHA MBS

     39,649      42        39,691      6       3,057        36,634  

Provincial government obligations

     12,720      19,241      31,961      5       23,651        8,310  

Corporate issuer obligations

     6,622      3,767      10,389      2       3,769        6,620  

Equities

     10,554      1,637      12,191      2       6,028        6,163  

Other marketable securities and/or loans

     2,655      349        3,004      1       277        2,727  

Total Canadian dollar-denominated

     93,458      88,499        181,957      31       85,452      96,505  

Cash and due from banks

     24,046             24,046      4       28        24,018  

U.S. government obligations

     30,163      37,691      67,854      12       32,918      34,936  

U.S. federal agency obligations, including U.S. federal agency mortgage-backed obligations

     47,150      927        48,077      8       7,522      40,555  

Other sovereign obligations

     56,034      45,912        101,946      18       41,993        59,953  

Corporate issuer obligations

     78,160      1,576        79,736      14       7,234        72,502  

Equities

     33,514      37,666        71,180      12       32,206      38,974  

Other marketable securities and/or loans

     4,786      4        4,790      1       191        4,599  

Total non-Canadian dollar-denominated

     273,853      123,776        397,629      69       122,092        275,537  

Total

   $ 367,311    $ 212,275      $ 579,586      100   $ 207,544      $ 372,042  

 

     1   

Positions stated include gross asset values pertaining to secured borrowing/lending and reverse-repurchase/repurchase businesses.

     2   

Liquid assets include collateral received that can be re-hypothecated or otherwise redeployed.

Liquid assets are held in The Toronto-Dominion Bank and multiple domestic and foreign subsidiaries and branches and are summarized in the following table.

 

TABLE 32:  SUMMARY OF UNENCUMBERED LIQUID ASSETS BY BANK, SUBSIDIARIES, AND BRANCHES

 

(millions of Canadian dollars)            As at  
      January 31
2019
     October 31
2018
 

The Toronto-Dominion Bank (Parent)

   $ 131,008        $ 136,544

Bank subsidiaries

     217,237          217,565

Foreign branches

     20,740          17,933

Total

   $ 368,985        $ 372,042

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 35  


The Bank's monthly average liquid assets (excluding those held in insurance subsidiaries) for the quarters ended January 31, 2019 and October 31, 2018, are summarized in the following table.

 

TABLE 33:  SUMMARY OF AVERAGE LIQUID ASSETS BY TYPE AND CURRENCY 1

 

(millions of Canadian dollars, except as noted)            Average for the three months ended  
     Bank-owned
liquid assets
     Securities
received as
collateral from
securities
financing and
derivative
transactions 2
     Total
liquid assets
     % of
Total
    Encumbered
liquid assets
     Unencumbered
liquid assets 2
 
              January 31, 2019  

Cash and due from banks

   $ 2,583    $      $ 2,583        $ 451    $ 2,132    

Canadian government obligations

     15,721      57,341        73,062      12       42,228      30,834    

NHA MBS

     42,274      40        42,314      7       3,890      38,424    

Provincial government obligations

     13,372      19,900        33,272      6       23,001      10,271    

Corporate issuer obligations

     5,349      4,017        9,366      2       3,845      5,521    

Equities

     7,367      2,972        10,339      2       6,220      4,119    

Other marketable securities and/or loans

     3,414      465        3,879      1       345      3,534    

Total Canadian dollar-denominated

     90,080      84,735        174,815      30       79,980      94,835    

Cash and due from banks

     30,137             30,137      5       28      30,109    

U.S. government obligations

     33,103      38,549        71,652      12       35,498      36,154    

U.S. federal agency obligations, including U.S. federal agency mortgage-backed obligations

     49,877      6,911        56,788      10       17,436      39,352    

Other sovereign obligations

     54,201      42,376        96,577      16       30,857      65,720    

Corporate issuer obligations

     79,597      2,800        82,397      14       7,109      75,288    

Equities

     33,735      35,711        69,446      12       31,206      38,240    

Other marketable securities and/or loans

     5,763      239        6,002      1       677      5,325    

Total non-Canadian dollar-denominated

     286,413      126,586        412,999      70       122,811      290,188    

Total

   $ 376,493    $ 211,321      $ 587,814      100   $ 202,791    $ 385,023    
              October 31, 2018  

Cash and due from banks

   $ 4,200    $      $ 4,200      1   $ 935    $ 3,265  

Canadian government obligations

     16,586      61,096        77,682      13       44,245      33,437

NHA MBS

     40,487      43        40,530      7       3,496      37,034  

Provincial government obligations

     12,208      18,597        30,805      5       23,316      7,489  

Corporate issuer obligations

     6,382      3,814        10,196      2       2,890      7,306  

Equities

     11,202      2,015        13,217      2       5,225      7,992  

Other marketable securities and/or loans

     2,662      400        3,062      1       265      2,797  

Total Canadian dollar-denominated

     93,727      85,965        179,692      31       80,372      99,320  

Cash and due from banks

     28,225             28,225      5       28      28,197  

U.S. government obligations

     31,039      37,601      68,640      12       35,498      33,142  

U.S. federal agency obligations, including U.S. federal agency mortgage-backed obligations

     46,720      966        47,686      8       8,100      39,586  

Other sovereign obligations

     54,256      49,743        103,999      18       43,555      60,444  

Corporate issuer obligations

     76,491      1,557        78,048      13       6,584      71,464  

Equities

     33,840      36,898        70,738      12       32,668      38,070  

Other marketable securities and/or loans

     4,671      25        4,696      1       590      4,106  

Total non-Canadian dollar-denominated

     275,242      126,790        402,032      69       127,023      275,009  

Total

   $ 368,969    $ 212,755      $ 581,724      100   $ 207,395    $ 374,329  

 

1

Positions stated include gross asset values pertaining to secured borrowing/lending and reverse-repurchase/repurchase businesses.

2

Liquid assets include collateral received that can be re-hypothecated or otherwise redeployed.

Average liquid assets held in The Toronto-Dominion Bank and multiple domestic and foreign subsidiaries and branches are summarized in the following table.

 

TABLE 34:  SUMMARY OF AVERAGE UNENCUMBERED LIQUID ASSETS BY BANK, SUBSIDIARIES, AND BRANCHES

 

(millions of Canadian dollars)    Average for the three months ended    
      January 31
2019
     October 31
2018
 

The Toronto-Dominion Bank (Parent)

   $ 134,578    $ 138,695    

Bank subsidiaries

     227,337      216,779    

Foreign branches

     23,108      18,855    

Total

   $ 385,023    $ 374,329    

ASSET ENCUMBRANCE

In the course of the Bank's day-to-day operations, assets are pledged to obtain funding, support trading and brokerage businesses, and participate in clearing and/or settlement systems. A summary of encumbered and unencumbered assets (excluding assets held in insurance subsidiaries) is presented in the following table to identify assets that are used or available for potential funding needs.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 36  


TABLE 35:  ENCUMBERED AND UNENCUMBERED ASSETS

 

(millions of Canadian dollars, except as noted)    As at  
     Encumbered 1        Unencumbered               
     Pledged as
collateral 2
     Other 3      Available as
collateral 4
     Other 5     Total assets      Encumbered
assets as a %
of total assets
 
                                     January 31, 2019  

Cash and due from banks

   $ 126    $      $      $ 4,255     $ 4,381     

Interest-bearing deposits with banks

     4,115      101        24,005        3,450       31,671      0.3  

Securities, trading loans, and other 6

     65,962        12,250        269,497        15,411     363,120      5.9  

Derivatives

                          45,094       45,094       

Securities purchased under reverse repurchase agreements 7

                          132,430       132,430       

Loans, net of allowance for loan losses

     24,581        58,291        82,866        482,730     648,468      6.3  

Customers' liability under acceptances

                          17,881       17,881       

Investment in TD Ameritrade

                          8,679     8,679       

Goodwill

                          16,941       16,941       

Other intangibles

                          2,647       2,647       

Land, buildings, equipment, and other depreciable assets

                          5,353       5,353       

Deferred tax assets

                          2,266       2,266       

Other assets 8

     759                      42,816       43,575      0.1  

Total on-balance sheet assets

   $ 95,543      $ 70,642      $ 376,368      $ 779,953     $ 1,322,506      12.6

Off-balance sheet items 9

                

Securities purchased under reverse repurchase agreements

     128,819               19,563        (132,430     

Securities borrowing and collateral received

     42,299        1,503        13,494              

Margin loans and other client activity

     9,874               18,030      (12,829     

Total off-balance sheet items

     180,992        1,503        51,087        (145,259     

Total

   $ 276,535      $   72,145      $ 427,455      $     634,694       
                                     October 31, 2018  

Total on-balance sheet assets

   $ 100,719      $ 72,086      $ 377,068    $ 785,030     $ 1,334,903      12.9

Total off-balance sheet items

     185,323        559      57,845        (142,072     

Total

   $ 286,042      $ 72,645      $ 434,913      $ 642,958       

 

1

Asset encumbrance has been analyzed on an individual asset basis. Where a particular asset has been encumbered and TD has holdings of the asset both on-balance sheet and off-balance sheet, for the purpose of this disclosure, the on and off-balance sheet holdings are encumbered in alignment with the business practice.

2

Represents assets that have been posted externally to support the Bank's day-to-day operations, including securities financing transactions, clearing and payments, and derivative transactions. Also includes assets that have been pledged to Federal Home Loan Bank (FHLB) to support the U.S. Retail business.

3

Assets supporting TD's long-term funding activities, assets pledged against securitization liabilities, and assets held by consolidated securitization vehicles or in pools for covered bond issuance.

4

Assets that are considered readily available in their current legal form to generate funding or support collateral needs. This category includes reported FHLB assets that remain unutilized and held-to-maturity securities that are available for collateral purposes however not regularly utilized in practice.

5

Assets that cannot be used to support funding or collateral requirements in their current form. This category includes those assets that are potentially eligible as funding program collateral (for example, Canada Mortgage and Housing Corporation (CMHC) insured mortgages that can be securitized into NHA MBS).

6

Securities include trading loans, securities, non-trading financial assets at fair value through profit or loss and other financial assets designated at fair value through profit or loss, securities at fair value through other comprehensive income (FVOCI), and debt securities at amortized cost (DSAC).

7

Assets reported in Securities purchased under reverse repurchase agreements represent the value of the loans extended and not the value of the collateral received.

8

Other assets include amounts receivable from brokers, dealers, and clients.

9

Off-balance sheet items include the collateral value from the securities received under reverse repurchase agreements, securities borrowing, margin loans, and other client activity. The loan value from the reverse repurchase transactions and margin loans/client activity is deducted from the on-balance sheet Unencumbered – Other category.

LIQUIDITY STRESS TESTING AND CONTINGENCY FUNDING PLANS

In addition to the "Severe Combined Stress" scenario, TD performs liquidity stress testing on multiple alternate scenarios. These scenarios are a mix of TD-specific events and market-wide stress events designed to test the impact from risk factors material to TD's risk profile. Liquidity assessments are also part of the Bank's enterprise-wide stress testing program. Results from these stress event scenarios are used to inform the Bank's contingency funding plan actions.

The Bank has liquidity contingency funding plans (CFP) in place at the enterprise level ("Enterprise CFP") and for subsidiaries operating in both domestic and foreign jurisdictions ("Regional CFP"). The Enterprise CFP provides a documented framework for managing unexpected liquidity situations and thus is an integral component of the Bank's overall liquidity risk management program. It outlines different contingency levels based on the severity and duration of the liquidity situation, and identifies governance protocols and recovery actions appropriate for each level. For each recovery action, it provides key operational steps required to execute the action. Regional CFPs identify recovery actions to address region-specific stress events. The actions and governance structure proposed in the Enterprise CFP are aligned with the Bank's Crisis Management Recovery Plan.

CREDIT RATINGS

Credit ratings impact TD's borrowing costs and ability to raise funds. Rating downgrades could potentially result in higher financing costs, increased requirement to pledge collateral, reduced access to capital markets, and could also affect the Bank's ability to enter into derivative transactions.

Credit ratings and outlooks provided by rating agencies reflect their views and are subject to change from time-to-time, based on a number of factors including the Bank's financial strength, competitive position, and liquidity, as well as factors not entirely within the Bank's control, including the methodologies used by rating agencies and conditions affecting the overall financial services industry.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 37  


TABLE 36:  CREDIT RATINGS 1

 

                             As at  
                             January 31, 2019  
Rating agency    Short-term debt rating      Legacy senior debt rating 2      Senior debt rating 3      Outlook  

Moody's

     P-1        Aa1        Aa3        Stable  

S&P

     A-1+        AA-        A        Stable  

DBRS

     R-1 (high)        AA        Aa (low)        Positive  
1

The above ratings are for The Toronto-Dominion Bank legal entity. A more extensive listing, including subsidiaries' ratings, is available on the Bank's website at http://www.td.com/investor/credit.jsp . Credit ratings are not recommendations to purchase, sell, or hold a financial obligation inasmuch as they do not comment on market price or suitability for a particular investor. Ratings are subject to revision or withdrawal at any time by the rating organization.

2  

Includes (a) Senior debt issued prior to September 23, 2018; and (b) Senior debt issued on or after September 23, 2018 which is excluded from the bank recapitalization "bail-in" regime, including debt with an original term-to-maturity of less than 400 days and most structured notes.

3

Subject to conversion under the bank recapitalization "bail-in" regime.

The Bank regularly reviews the level of increased collateral its trading counterparties would require in the event of a downgrade of TD's credit rating. The following table presents the additional collateral that could have been contractually required to be posted to the derivative counterparties at the reporting date in the event of one, two, and three-notch downgrades of the Bank's credit ratings.

 

TABLE 37:  ADDITIONAL COLLATERAL REQUIREMENTS FOR RATING DOWNGRADES 1

 

(millions of Canadian dollars)    Average for the three months ended  
      January 31
2019
     October 31
2018
 

One-notch downgrade

   $ 56    $ 46    

Two-notch downgrade

     56      48    

Three-notch downgrade

     458      458    

 

1

The above collateral requirements are based on contractual trading counterparty Credit Support Annex (CSA) and the Bank's credit rating across applicable rating agencies.

LIQUIDITY COVERAGE RATIO

The LCR is a Basel III metric calculated as the ratio of the stock of unencumbered HQLA over the net cash outflow requirements in the next 30 days under a hypothetical liquidity stress event.

The Bank must maintain the LCR above 100% under normal operating conditions in accordance with the OSFI LAR requirement. The Bank's LCR is calculated according to the scenario parameters in the OSFI LAR guideline, including prescribed HQLA eligibility criteria and haircuts, deposit run-off rates, and other outflow and inflow rates. HQLA eligible for the LCR calculation under the OSFI LAR guideline are primarily central bank reserves, sovereign issued or guaranteed securities, and high-quality securities issued by non-financial entities.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 38  


The following table summarizes the Bank's average daily LCR position for the quarter ended January 31, 2019.

 

TABLE 38:  AVERAGE BASEL III LIQUIDITY COVERAGE RATIO 1  

 

(millions of Canadian dollars, except as noted)    Average for the three months ended  
     January 31, 2019  
      Total unweighted
value (average) 2  
    Total weighted
value (average) 3  
 

High-quality liquid assets

                

Total high-quality liquid assets

   $ n/a 4         $ 213,982    

Cash outflows

                

Retail deposits and deposits from small business customers, of which:

   $ 475,794       $ 33,707    

Stable deposits 5  

     198,186         5,946    

Less stable deposits

     277,608         27,761    

Unsecured wholesale funding, of which:

     240,154         119,162    

Operational deposits (all counterparties) and deposits in networks of cooperative banks 6  

     98,011         23,310    

Non-operational deposits (all counterparties)

     105,057         58,766    

Unsecured debt

     37,086         37,086    

Secured wholesale funding

     n/a       13,465    

Additional requirements, of which:

     201,542         55,020    

Outflows related to derivative exposures and other collateral requirements

     29,002         15,906    

Outflows related to loss of funding on debt products

     6,729         6,729    

Credit and liquidity facilities

     165,811         32,385    

Other contractual funding obligations

     8,219         3,460    

Other contingent funding obligations 7  

     581,689         9,129    

Total cash outflows

   $ n/a     $ 233,943    

Cash inflows

                

Secured lending

   $ 178,632       $ 19,649    

Inflows from fully performing exposures

     14,767         6,812    

Other cash inflows

     44,215         44,215    

Total cash inflows

   $ 237,614       $ 70,676    
     Average for the three months ended  
      January 31, 2019     October 31, 2018  
      Total adjusted
value
    Total adjusted
value
 

Total high-quality liquid assets 8  

   $     213,982       $     206,490

Total net cash outflows 9  

     163,267         160,426

Liquidity coverage ratio

     131  %       129  % 

 

1

The LCR for the quarter ended January 31, 2019, is calculated as an average of the 62 daily data points in the quarter.

2

Unweighted inflow and outflow values are outstanding balances maturing or callable within 30 days.

3

Weighted values are calculated after the application of respective HQLA haircuts or inflow and outflow rates, as prescribed by the OSFI LAR guideline.

4

Not applicable.

5  

As defined by the OSFI LAR guideline, stable deposits from retail and small medium-sized enterprise (SME) customers are deposits that are insured and are either held in transactional accounts or the depositors have an established relationship with the Bank that make deposit withdrawal highly unlikely.

6

Operational deposits from non-SME business customers are deposits kept with the Bank in order to facilitate their access and ability to conduct payment and settlement activities. These activities include clearing, custody, or cash management services.

7

Includes uncommitted credit and liquidity facilities, stable value money market mutual funds, outstanding debt securities with remaining maturity greater than 30 days, and other contractual cash outflows. TD has no contractual obligation to buyback these outstanding TD debt securities, and as a result, a 0% outflow rate is applied under the OSFI LAR guideline.

8

Adjusted HQLA includes both asset haircut and applicable caps, as prescribed by the OSFI LAR guideline (HQLA assets after haircuts are capped at 40% for Level 2 and 15% for Level 2B).

9  

Adjusted Net Cash Outflows include both inflow and outflow rates and applicable caps, as prescribed by the OSFI LAR guideline (inflows are capped at 75% of outflows).

The Bank's average LCR of 131% for quarter ended January 31, 2019, continues to meet the regulatory requirements.

The Bank holds a variety of liquid assets commensurate with liquidity needs in the organization. Many of these assets qualify as HQLA under the OSFI LAR guideline. The average HQLA of the Bank for the quarter ended January 31, 2019, was $214 billion (October 31, 2018 – $206 billion), with Level 1 assets representing 79% (October 31, 2018 – 80%). The Bank's reported HQLA excludes excess HQLA from the U.S. Retail operations, as required by the OSFI LAR guideline, to reflect liquidity transfer considerations between U.S. Retail and its affiliates in the Bank as a result of U.S. Federal Reserve Board's regulations. By excluding excess HQLA, the U.S. Retail LCR is effectively capped at 100% prior to total Bank consolidation.

As described in the "How TD Manages Liquidity Risk" section of the Bank's 2018 Annual Report, the Bank manages its HQLA and other liquidity buffers to the higher of TD's 90-day surplus requirement and the target buffers over regulatory requirements from the LCR and the Net Cumulative Cash Flow (NCCF) metrics. As a result, the total stock of HQLA is subject to ongoing rebalancing against the projected liquidity requirements.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 39  


FUNDING

The Bank has access to a variety of unsecured and secured funding sources. The Bank's funding activities are conducted in accordance with the liquidity management policy that requires assets be funded to the appropriate term and to a prudent diversification profile.

The Bank's primary approach to managing funding activities is to maximize the use of deposits raised through personal and commercial banking channels. The following table illustrates the Bank's large base of personal and commercial, wealth, and TD Ameritrade sweep deposits (collectively, "P&C deposits") that make up over 70% of total funding.

 

TABLE 39:    SUMMARY OF DEPOSIT FUNDING

 

(millions of Canadian dollars)    As at  
      January 31 2019      October 31 2018  

P&C deposits – Canadian Retail

   $     363,193    $     359,473

P&C deposits – U.S. Retail

     346,495      346,624

Other deposits

     33      36

Total

   $ 709,721    $ 706,133

The Bank actively maintains various registered external wholesale term (greater than 1 year) funding programs to provide access to diversified funding sources, including asset securitization, covered bonds, and unsecured wholesale debt. The Bank also raises term funding through Canadian Senior Notes, Canadian NHA MBS, Canada Mortgage Bonds, debt issued in Australia, and notes backed by credit card receivables (Evergreen Credit Card Trust). The Bank's wholesale funding is diversified by geography, by currency, and by funding types. The Bank raises short-term (1 year and less) funding using certificates of deposit and commercial paper.

The following table summarizes the registered term funding programs by geography, with the related program size.

 

     
Canada   United States   Europe

 

Capital Securities Program ($10 billion)

 

Canadian Senior Medium-Term Linked Notes Program ($4 billion)

 

HELOC Asset-Backed Security (ABS) Program (Genesis Trust II) ($7 billion)

 

 

 

U.S. SEC (F-3) Registered Capital and Debt Program (US$40 billion)

 

 

United Kingdom Listing Authority (UKLA) Registered Legislative Covered Bond Program ($50 billion)

 

UKLA Registered European Medium-Term Note Program (US$20 billion)

The Bank regularly evaluates opportunities to diversify its funding into new markets and to new investors in order to manage funding risk and cost. The following table presents a breakdown of the Bank's term debt by currency and funding type. Term funding for the quarter ended January 31, 2019, was $122.3 billion (October 31, 2018 – $127.7 billion).

 

TABLE 40:  LONG-TERM FUNDING

 

 

     As at  
Long-term funding by currency    January 31 2019     October 31 2018  

Canadian dollar

     33  %      32  % 

U.S. dollar

     38     39

Euro

     19     19

British pound

     7     7

Other

     3     3

Total

     100  %      100  % 

Long-term funding by type

                

Senior unsecured medium-term notes

     53  %      55  % 

Covered bonds

     30     29

Mortgage securitization 1  

     12     12

Term asset-backed securities

     5     4

Total

     100  %      100  % 

 

1

Mortgage securitization excludes the residential mortgage trading business.

 

The Bank maintains depositor concentration limits against short-term wholesale deposits so that it does not depend on small groups of depositors for funding. The Bank further limits short-term wholesale funding maturity concentration in an effort to mitigate exposures to refinancing risk during a stress event.

 

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 40  


The following table represents the remaining maturity of various sources of funding outstanding as at January 31, 2019 and October 31, 2018.

 

TABLE 41:  WHOLESALE FUNDING

 

(millions of Canadian dollars)    As at  
                                                     January 31
2019
     October 31
2018
 
      Less than
1 month
     1 to 3
months
     3 to 6
months
     6 months
to 1 year
     Over 1 to 2
years
     Over
2 years
     Total      Total  

Deposits from banks 1  

   $ 4,553    $ 4,053    $ 1,517    $ 2,939    $      $      $ 13,062    $ 14,176

Bearer deposit note

     609      894      683      473                    2,659      3,872

Certificates of deposit

     8,396      12,766      13,642      12,890                    47,694      51,401

Commercial paper

     8,940      12,019      11,821      16,742                    49,522      55,570

Covered bonds

     689             2,630      3,259      5,668      24,616      36,862      36,284

Mortgage securitization

     35      760      1,174      1,934      4,759      17,618      26,280      27,301

Senior unsecured medium-term notes

            2,287      4,886      9,172      18,982      29,046      64,373      69,518

Subordinated notes and debentures 2  

                                        8,893      8,893      8,740

Term asset-backed securitization

                   998      786      3,138      1,445      6,367      5,626

Other 3  

     7,358      1,564      750      989      557      1,081      12,299      6,534

Total

   $ 30,580    $ 34,343    $ 38,101    $ 49,184    $ 33,104    $ 82,699    $ 268,011    $ 279,022

Of which:

                       

Secured

   $ 724    $ 760    $ 4,802    $ 5,979    $ 13,565    $ 43,690    $ 69,520    $ 69,225

Unsecured

     29,856      33,583      33,299      43,205      19,539      39,009      198,491      209,797

Total

   $     30,580    $     34,343    $     38,101    $     49,184    $     33,104    $     82,699    $     268,011    $     279,022
1

Includes fixed-term deposits from banks.

2

Subordinated notes and debentures are not considered wholesale funding as they may be raised primarily for capital management purposes.

3

Includes fixed-term deposits from non-bank institutions (unsecured) of $12.3 billion (October 31, 2018 – $6.5 billion).

Excluding the Wholesale Banking mortgage aggregation business, the Bank's total mortgage-backed securities issuance for the three months ended

January 31, 2019, was $0.6 billion (three months ended January 31, 2018 – $0.6 billion). Other asset-backed securities issuance for the three months ended January 31, 2019, was $1.4 billion (three months ended January 31, 2018 – nil). The Bank did not issue unsecured medium-term notes for the three months ended January 31, 2019 (three months ended January 31, 2018 – $4.6 billion). The Bank did not issue covered bonds for the three months ended January 31, 2019 (three months ended January 31, 2018 – $0.9 billion).

REGULATORY DEVELOPMENTS CONCERNING LIQUIDITY AND FUNDING

On April 18, 2018, the Government of Canada published the final regulations under the Bank Act and the Canada Deposit Insurance Corporation Act (CDIC Act) providing details of the bank recapitalization "bail-in" regime. The issuance regulations under the Bank Act and the conversion regulations under the CDIC Act came into force on September 23, 2018, while the compensation regulations under the CDIC Act were brought into force immediately upon registration on March 27, 2018. The bail-in regulations represent the final step in the implementation of the bail-in regime which provides the Canada Deposit Insurance Corporation (CDIC) with the power to convert specified eligible liabilities of D-SIBs into common shares in the unlikely event the D-SIB becomes non-viable. The Budget Implementation Act, providing amendments to the CDIC Act, Bank Act and other statutes to allow for bail-in, was passed in June 2016.

In October 2014, the BCBS released the final standard for "Basel III: the net stable funding ratio". The net stable funding ratio (NSFR) requires that the ratio of available stable funding over required stable funding be greater than 100%. The NSFR is designed to reduce structural funding risk by requiring banks to have sufficient stable sources of funding and lower reliance on funding maturing in one year to support their businesses. In December 2018, OSFI released the draft NSFR guideline for the Canadian jurisdiction based on the BCBS standards. The public comment period ended in February 2019. OSFI is targeting implementation of the NSFR for D-SIBs in January 2020 with the disclosure requirement beginning January 2021. The NSFR disclosure guideline is currently in the public comment period until March 2019. The NSFR is part of the OSFI LAR.

In February 2019 OSFI issued proposed changes to the LAR guideline for public comment. The proposal increases reserve requirements on certain retail deposit types that, in the view of OSFI, may have higher risk of withdrawals in periods of stress. The regulation also introduces new monitoring requirements on the components of banks' funding profiles. The public consultation period for these changes is open until March 2019, and OSFI targets an implementation date of January 2020.

 

MATURITY ANALYSIS OF ASSETS, LIABILITIES, AND OFF-BALANCE SHEET COMMITMENTS

The following table summarizes on-balance sheet and off-balance sheet categories by remaining contractual maturity. Off-balance sheet commitments include contractual obligations to make future payments on operating capital lease commitments, certain purchase obligations, and other liabilities. The values of credit instruments reported in the following table represent the maximum amount of additional credit that the Bank could be obligated to extend should such instruments be fully drawn or utilized. Since a significant portion of guarantees and commitments are expected to expire without being drawn upon, the total of the contractual amounts is not representative of expected future liquidity requirements. These contractual obligations have an impact on the Bank's short-term and long-term liquidity and capital resource needs.

The maturity analysis presented does not depict the degree of the Bank's maturity transformation or the Bank's exposure to interest rate and liquidity risk. The Bank ensures that assets are appropriately funded to protect against borrowing cost volatility and potential reductions to funding market availability. The Bank utilizes stable non-maturity deposits (chequing and savings accounts) and term deposits as the primary source of long-term funding for the Bank's non-trading assets. The Bank also funds the stable balance of revolving lines of credit with long-term funding. The Bank issues long-term funding based primarily on the projected net growth of non-trading assets. The Bank raises short-term funding primarily to finance trading assets. The liquidity of trading assets under stressed market conditions is considered when determining the appropriate term of the related funding.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 41  


TABLE 42:  REMAINING CONTRACTUAL MATURITY

 

(millions of Canadian dollars)   As at  
    January 31, 2019  
     Less than 1
month
    1 to 3
months
    3 to 6
months
    6 to 9
months
    9 months
to 1 year
    Over 1 to
2 years
    Over 2 to
5 years
    Over
5 years  
   

No

specific
maturity

    Total  

Assets

                                                                               

Cash and due from banks

  $ 4,378   $ 3   $     $     $     $     $     $     $     $ 4,381

Interest-bearing deposits with banks

    30,517     316     512                                   326     31,671

Trading loans, securities, and other 1  

    2,072     3,042     3,492     1,983     3,107     10,082     24,975     22,649         50,668     122,070

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

                327     658     15     741     631     725         778     3,875

Derivatives

    5,102     6,418     3,722     2,289     2,774     5,381     9,725     9,683               45,094

Financial assets designated at fair value through profit or loss

    228     458     235     41     68     303     1,710     717               3,760

Financial assets at fair value through other comprehensive income

    2,804     2,312     5,744     4,185     2,938     20,538     55,004     30,767         1,961     126,253

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

    681     2,753     3,786     4,174     3,546     6,647     35,441     50,135         (1     107,162

Securities purchased under reverse repurchase agreements

    87,287     25,552     13,995     3,393     2,175     28                       132,430

Loans

                   

Residential mortgages

    2,444     2,486     10,917     10,837     8,790     44,206     111,426     34,594               225,700

Consumer instalment and other personal

    959     1,835     3,158     3,723     3,500     14,675     56,952     25,978         61,162     171,942

Credit card

                                                    35,726     35,726

Business and government

    21,700     4,316     6,307     8,464     7,102     20,478     69,773     60,468         20,221     218,829

Total loans

    25,103     8,637     20,382     23,024     19,392     79,359     238,151     121,040         117,109     652,197

Allowance for loan losses

                                                    (3,729     (3,729

Loans, net of allowance for loan losses

    25,103     8,637     20,382     23,024     19,392     79,359     238,151     121,040         113,380     648,468

Customers' liability under acceptances

    14,727     2,988     149     7     10                             17,881

Investment in TD Ameritrade

                                                    8,679     8,679

Goodwill 2  

                                                    16,941     16,941

Other intangibles 2  

                                                    2,647     2,647

Land, buildings, equipment, and other depreciable assets 2  

                                                    5,353     5,353

Deferred tax assets

                                                    2,266     2,266

Amounts receivable from brokers, dealers, and clients

    26,827                                                     26,827

Other assets

    3,602     3,105     341     140     138     161     231     87         8,943     16,748

Total assets

  $ 203,328   $ 55,584   $ 52,685   $ 39,894   $ 34,163   $ 123,240   $ 365,868   $ 235,803       $ 211,941   $ 1,322,506

Liabilities

                                                                               

Trading deposits

  $ 14,030   $ 19,676   $ 18,214   $ 17,021   $ 6,702   $ 1,899   $ 3,930   $ 1,087       $     $ 82,559

Derivatives

    5,884     7,400     3,771     2,375     2,373     4,227     7,466     9,169               42,665

Securitization liabilities at fair value

          193     674     273     573     1,737     6,731     2,113               12,294

Financial liabilities designated at fair value through profit or loss

    3,558     8,346     6,804     3,919     4,253           1     4               26,885

Deposits 3,4

                   

Personal

    4,389     7,521     7,545     7,412     7,923     10,282     10,016     36         428,008     483,132

Banks

    2,997     1,388     1,105     60     1,355           3     7         9,851     16,766

Business and government

    20,406     12,714     12,625     11,643     5,794     25,397     48,684     7,753         204,424     349,440

Total deposits

    27,792     21,623     21,275     19,115     15,072     35,679     58,703     7,796         642,283     849,338

Acceptances

    14,727     2,988     149     7     10                             17,881

Obligations related to securities sold short 1  

    1,513     1,999     1,261     1,803     931     3,918     13,093     12,632         1,740     38,890

Obligations related to securities sold under repurchase agreements

    75,741     16,599     1,690     412     142     38     27     113               94,762

Securitization liabilities at amortized cost

    35     566     500     576     512     3,022     5,748     3,027               13,986

Amounts payable to brokers, dealers, and clients

    26,094                                                     26,094

Insurance-related liabilities

    258     320     338     272     269     940     1,627     919         1,755     6,698

Other liabilities 5  

    3,391     979     1,540     1,047     1,124     3,530     2,050     171         6,059     19,891

Subordinated notes and debentures

                                              8,893               8,893

Equity

                                                    81,670     81,670

Total liabilities and equity

  $     173,023   $     80,689   $     56,216   $     46,820   $     31,961   $     54,990   $     99,376   $     45,924       $     733,507   $     1,322,506

Off-balance sheet commitments

                   

Credit and liquidity commitments 6,7

  $ 15,632   $ 16,363   $ 18,334   $ 10,043   $ 14,179   $ 26,648   $ 102,964   $ 3,128   $ 2,636   $ 209,927

Operating lease commitments

    81     162     241     240     236     916     2,262     3,286           7,424

Other purchase obligations

    50     101     146     140     193     435     779     441           2,285

Unconsolidated structured entity commitments

          679     904     501     408     408                       2,900

Total off-balance sheet commitments

  $ 15,763   $ 17,305   $ 19,625   $ 10,924   $ 15,016   $ 28,407   $ 106,005   $ 6,855   $ 2,636   $ 222,536
  1  

Amount has been recorded according to the remaining contractual maturity of the underlying security.

  2  

For the purposes of this table, non-financial assets have been recorded as having 'no specific maturity'.

  3  

As the timing of demand deposits and notice deposits is non-specific and callable by the depositor, obligations have been included as having 'no specific maturity'.

  4  

Includes $37 billion of covered bonds with remaining contractual maturities of $1 billion in less 1 month, $3 billion in over 3 months to 6 months, $2 billion in over 6 months to 9 months, $1 billion in over 9 months to 1 year, $6 billion in 'over 1 to 2 years', $21 billion in 'over 2 to 5 years', and $3 billion in 'over 5 years'.

  5  

Includes $97 million of capital lease commitments with remaining contractual maturities of $2 million in 'less than 1 month', $4 million in '1 month to 3 months', $6 million in '3 months to 6 months', $6 million in '6 months to 9 months', $5 million in '9 months to 1 year', $20 million in 'over 1 to 2 years', $50 million in 'over 2 to 5 years', and $4 million in 'over 5 years'.

  6  

Includes $200 million in commitments to extend credit to private equity investments.

  7  

Commitments to extend credit exclude personal lines of credit and credit card lines, which are unconditionally cancellable at the Bank's discretion at any time.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 42  


TABLE 42:  REMAINING CONTRACTUAL MATURITY (continued) 1

 

(millions of Canadian dollars)   As at  
    October 31, 2018  
     Less than 1
month
    1 to 3
months
    3 to 6
months
    6 to 9
months
    9 months
to 1 year
    Over 1 to 2
years
    Over 2 to 5
years
    Over
5 years  
   

No

specific
maturity

    Total  

Assets

                                                                               

Cash and due from banks

  $ 4,733   $ 2   $     $     $     $     $     $     $     $ 4,735

Interest-bearing deposits with banks

    28,332     924     154     21     16                       1,273     30,720

Trading loans, securities, and other 2  

    1,971     5,244     2,111     3,653     3,998     9,683     25,772     25,895         49,570     127,897

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

          12     99     460     906     227     841     848         622     4,015

Derivatives

    7,343     9,263     5,275     3,276     2,321     7,130     12,436     9,952               56,996

Financial assets designated at fair value through profit or loss

    30     95     535     243     90     297     1,532     796               3,618

Financial assets at fair value through other comprehensive income

    1,111     4,214     4,150     5,354     3,962     19,777     57,922     31,936         2,174     130,600

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

    881     2,577     3,010     3,594     4,059     8,103     34,032     50,990         (75     107,171

Securities purchased under reverse repurchase agreements

    77,612     30,047     14,426     3,807     1,458     29                       127,379

Loans

                   

Residential mortgages

    908     3,234     6,614     11,166     11,061     43,063     113,852     35,293               225,191

Consumer instalment and other personal

    753     1,332     2,628     3,724     4,131     14,313     56,632     26,321         62,245     172,079

Credit card

                                                    35,018     35,018

Business and government

    23,052     4,320     5,539     7,131     9,269     19,637     67,922     59,251         21,533     217,654

Total loans

    24,713     8,886     14,781     22,021     24,461     77,013     238,406     120,865         118,796     649,942

Allowance for loan losses

                                                    (3,549     (3,549

Loans, net of allowance for loan losses

    24,713     8,886     14,781     22,021     24,461     77,013     238,406     120,865         115,247     646,393

Customers' liability under acceptances

    14,984     2,145     132     6                                   17,267

Investment in TD Ameritrade

                                                    8,445     8,445

Goodwill 3  

                                                    16,536     16,536

Other intangibles 3  

                                                    2,459     2,459

Land, buildings, equipment, and other depreciable assets 3  

                                                    5,324     5,324

Deferred tax assets

                                                    2,812     2,812

Amounts receivable from brokers, dealers, and clients

    26,940                                                     26,940

Other assets

    3,432     854     1,926     120     142     136     301     90         8,595     15,596

Total assets

  $ 192,082   $ 64,263   $ 46,599   $ 42,555   $ 41,413   $ 122,395   $ 371,242   $ 241,372       $ 212,982   $ 1,334,903

Liabilities

                                                                               

Trading deposits

  $ 16,145   $ 37,337   $ 31,081   $ 12,954   $ 11,739   $ 1,183   $ 3,260   $ 1,005       $     $ 114,704

Derivatives

    6,195     8,684     4,230     3,103     2,263     5,510     9,282     9,003               48,270

Securitization liabilities at fair value

          981     194     661     272     1,822     6,719     1,969               12,618

Financial liabilities designated at fair value through profit or loss

    10     5                                   1               16

Deposits 4,5

                   

Personal

    4,330     7,094     7,541     6,245     7,718     10,222     9,876     38         424,580     477,644

Banks

    6,499     1,941     255     24     54           3     8         7,928     16,712

Business and government

    18,840     19,337     7,033     9,984     11,299     21,345     54,780     8,000         206,465     357,083

Total deposits

    29,669     28,372     14,829     16,253     19,071     31,567     64,659     8,046         638,973     851,439

Acceptances

    14,986     2,145     132     6                                   17,269

Obligations related to securities sold short 2  

    2,621     3,679     1,500     387     904     4,330     13,771     11,474         812     39,478

Obligations related to securities sold under repurchase agreements

    73,759     15,508     3,516     428     108     43     27                 93,389

Securitization liabilities at amortized cost

    22     1,240     625     503     575     2,496     6,232     2,990               14,683

Amounts payable to brokers, dealers, and clients

    28,385                                                     28,385

Insurance-related liabilities

    213     294     353     309     310     937     1,624     903         1,755     6,698

Other liabilities 6  

    2,916     2,631     538     1,326     1,394     2,205     2,308     152         5,704     19,174

Subordinated notes and debentures

                                              8,740               8,740

Equity

                                                    80,040     80,040

Total liabilities and equity

  $ 174,921   $ 100,876   $ 56,998   $ 35,930   $ 36,636   $ 50,093   $ 107,882   $ 44,283       $ 727,284   $ 1,334,903

Off-balance sheet commitments

                   

Credit and liquidity commitments 7,8

  $ 18,339   $ 16,728   $ 17,217   $ 13,098   $ 9,152   $ 25,691   $ 101,120   $ 4,034       $ 2,663   $ 208,042

Operating lease commitments

    79     159     240     237     233     902     2,188     3,229               7,267

Other purchase obligations

    46     161     125     122     121     437     831     520               2,363

Unconsolidated structured entity commitments

          1,079     940     329           7     408                 2,763

Total off-balance sheet commitments

  $     18,464   $     18,127   $     18,522   $     13,786   $     9,506   $     27,037   $     104,547   $     7,783       $     2,663   $     220,435
  1  

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

  2  

Amount has been recorded according to the remaining contractual maturity of the underlying security.

  3  

For the purposes of this table, non-financial assets have been recorded as having 'no specific maturity'.

  4  

As the timing of demand deposits and notice deposits is non-specific and callable by the depositor, obligations have been included as having 'no specific maturity'.

  5  

Includes $36 billion of covered bonds with remaining contractual maturities of $1 billion in '3 months to 6 months', $3 billion in '6 months to 9 months', $2 billion in '9 months to 1 year', $5 billion in 'over 1 to 2 years', $22 billion in 'over 2 to 5 years', and $3 billion in 'over 5 years'.

  6  

Includes $60 million of capital lease commitments with remaining contractual maturities of $2 million in 'less than 1 month', $5 million in '1 month to 3 months', $7 million in '3 months to 6 months', $6 million in '6 months to 9 months', $6 million in '9 months to 1 year', $12 million in 'over 1 to 2 years', $17 million in 'over 2 to 5 years', and $5 million in 'over 5 years'.

  7  

Includes $205 million in commitments to extend credit to private equity investments.

  8  

Commitments to extend credit exclude personal lines of credit and credit card lines, which are unconditionally cancellable at the Bank's discretion at any time.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 43  


 

SECURITIZATION AND OFF-BALANCE SHEET ARRANGEMENTS

The Bank enters into securitization and off-balance sheet arrangements in the normal course of operations. The Bank is involved with structured entities that it sponsors, as well as entities sponsored by third-parties. Refer to "Securitization and Off-Balance Sheet Arrangements" section, Note 9: Transfers of Financial Assets and Note 10: Structured Entities of the Bank's 2018 Annual Report for further details. There have been no significant changes to the Bank's securitization and off-balance sheet arrangements during the quarter ended January 31, 2019.

Securitization of Bank-Originated Assets

The Bank securitizes residential mortgages, business and government loans, credit cards, and personal loans to enhance its liquidity position, to diversify sources of funding, and to optimize the management of the balance sheet.

Residential Mortgage Loans

The Bank securitizes residential mortgage loans through significant unconsolidated special purpose entities (SPEs) and Canadian non-SPE third parties. Residential mortgage loans securitized by the Bank may give rise to full derecognition of the financial assets depending on the individual arrangement of each transaction. In instances where the Bank fully derecognizes residential mortgage loans, the Bank may be exposed to the risks of transferred loans through retained interests.

Consumer Instalment and Other Personal Loans

The Bank securitizes consumer instalment and other personal loans through a consolidated SPE. The Bank consolidates the SPE as it serves as a financing vehicle for the Bank's assets, the Bank has power over the key economic decisions of the SPE, and the Bank is exposed to the majority of the residual risks of the SPE.

Credit Card Loans

The Bank securitizes credit card loans through a SPE. The Bank consolidates the SPE as it serves as a financing vehicle for the Bank's assets, the Bank has power over the key economic decisions of the SPE, and the Bank is exposed to the majority of the residual risks of the SPE.

Business and Government Loans

The Bank securitizes business and government loans through significant unconsolidated SPEs and Canadian non-SPE third parties. Business and government loans securitized by the Bank may be derecognized from the Bank's balance sheet depending on the individual arrangement of each transaction. In instances where the Bank fully derecognizes business and government loans, the Bank may be exposed to the risks of transferred loans through retained interests. There are no ECLs on the retained interests of the securitized business and government loans as the mortgages are all government insured.

Securitization of Third Party-Originated Assets

Significant Unconsolidated Special Purpose Entities

Multi-Seller Conduits

The Bank administers multi-seller conduits and provides liquidity facilities as well as securities distribution services; it may also provide credit enhancements. Third party-originated assets are securitized through Bank-sponsored SPEs, which are not consolidated by the Bank. TD's maximum potential exposure to loss due to its ownership interest in commercial paper and through the provision of liquidity facilities for multi-seller conduits was $10.6 billion as at January 31, 2019 (October 31, 2018 – $10.4 billion). Further, as at January 31, 2019, the Bank had committed to provide an additional $2.9 billion in liquidity facilities that can be used to support future asset-backed commercial paper in the purchase of deal-specific assets (October 31, 2018 – $2.8 billion).

All third-party assets securitized by the Bank's unconsolidated multi-seller conduits were originated in Canada and sold to Canadian securitization structures.

Off-Balance Sheet Exposure to Third Party-Sponsored Conduits

The Bank has off-balance sheet exposure to third party-sponsored conduits arising from providing liquidity facilities and funding commitments of $3.3 billion as at January 31, 2019 (October 31, 2018 – $3.0 billion). The assets within these conduits are comprised of individual notes backed by automotive loan receivables, credit card receivables, equipment receivables and trade receivables. As at January 31, 2019, these assets have maintained ratings from various credit rating agencies, with a minimum rating of A. On-balance sheet exposure to third party-sponsored conduits have been included in the financial statements.

 

 

ACCOUNTING POLICIES AND ESTIMATES

The Bank's unaudited Interim Consolidated Financial Statements have been prepared in accordance with IFRS. For details of the Bank's accounting policies under IFRS, refer to Note 2 of the Bank's first quarter 2019 Interim Consolidated Financial Statements and the 2018 Annual Consolidated Financial Statements. For details of the Bank's significant accounting judgments, estimates, and assumptions under IFRS, refer to Note 3 of the Bank's 2018 Annual Consolidated Financial Statements.

CURRENT CHANGES IN ACCOUNTING POLICY

The following new standards have been adopted by the Bank on November 1, 2018.

Revenue from Contracts with Customers

On November 1, 2018, the Bank adopted IFRS 15, Revenue from Contracts with Customers (IFRS 15), which establishes the principles for recognizing revenue and cash flows arising from contracts with customers and prescribes the application of a five-step recognition and measurement model. The standard excludes from its scope, revenue arising from items such as financial instruments, insurance contracts, and leases. The Bank adopted the standard on a modified retrospective basis, recognizing the cumulative effect of initially applying the standard as an adjustment to opening retained earnings without restating comparative period financial information.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 44  


The adoption of IFRS 15 resulted in a reduction to Shareholder's Equity of $41 million related to certain expenses not eligible for deferral under IFRS 15. The presentation of certain revenue and expense items is changed due to IFRS 15 and reclassified prospectively. These presentation changes are not significant and do not have an impact on net income.

In addition to the above changes related to the adoption of IFRS 15, the Bank also changed its accounting policy on securities lending and borrowing transactions. Where securities are received or pledged as collateral, securities lending income and securities borrowing fees are recorded in Non-interest income and Non-interest expenses, respectively on the Interim Consolidated Statement of Income. This change has been applied retrospectively.

Revenue Recognition

Revenue is recognized at an amount that reflects the consideration the Bank expects to be entitled to in exchange for transferring services to a customer, excluding amounts collected on behalf of third parties. The Bank recognizes revenue when it transfers control of a good or a service to a customer at a point in time or over time. The determination of when performance obligations are satisfied requires the use of judgment. Refer to Note 3 for further details.

The Bank identifies contracts with customers subject to IFRS 15, which create enforceable rights and obligations. The Bank determines the performance obligations based on distinct services promised to the customers in the contracts. The Bank's contracts generally have a term of one year or less, consist of a single performance obligation, and the performance obligations generally reflect services.

For each contract, the Bank determines the transaction price, which includes estimating variable consideration and assessing whether the price is constrained. Variable consideration is included in the transaction price to the extent that it is highly probable that a significant reversal of the amount will not occur when the uncertainty associated with the amount of variable consideration is subsequently resolved. As such, the estimate of the variable consideration is constrained until the end of the invoicing period. The uncertainty is generally resolved at the end of the reporting period and as such, no significant judgment is required when recognizing variable consideration in revenues.

The Bank's receipt of payment from customers generally occurs subsequent to the satisfaction of performance obligations or a short time thereafter. As such, the Bank has not recognized any material contract assets (unbilled receivables) or contract liabilities (deferred revenues) and there is no significant financing component associated with the consideration due to the Bank.

When another party is involved in the transfer of services to a customer, an assessment is made to evaluate whether the Bank is the principal such that revenues are reported on a gross basis or the agent such that revenues are reported on a net basis. The Bank is the principal when it controls the services in the contract promised to the customer before they are transferred. Control is demonstrated by the Bank being primarily responsible for fulfilling the transfer of the services to the customer, having discretion in establishing pricing of the services, or both.

Refer to Note 2 of the Bank's 2018 Annual Consolidated Financial Statements for additional revenue policy disclosures.

Share-based Payment

In June 2016, the IASB published amendments to IFRS 2, Share-based Payment (IFRS 2), which provide additional guidance on the classification and measurement of share-based payment transactions. The amendments clarify the accounting for cash-settled share-based payment transactions that include a performance condition, the classification of share-based payment transactions with net settlement features for withholding tax obligations, and the accounting for modifications of share-based payment transactions from cash-settled to equity-settled. The amendments to IFRS 2 are effective for annual periods beginning on or after January 1, 2018, which was November 1, 2018 for the Bank. These amendments have been applied prospectively and did not have a significant impact on the Bank.

FUTURE CHANGES IN ACCOUNTING POLICIES

The following standards have been issued, but are not yet effective on the date of issuance of the Bank's Interim Consolidated Financial Statements. The Bank is currently assessing the impact of the application of these standards on the Interim Consolidated Financial Statements and will adopt these standards when they become effective.

Leases

In January 2016, the IASB issued IFRS 16, Leases (IFRS 16), which will replace IAS 17, Leases , introducing a single lessee accounting model for all leases by eliminating the distinction between operating and financing leases. IFRS 16 requires lessees to recognize right-of-use assets and lease liabilities for most leases on the balance sheet. Lessees will also recognize depreciation expense on the right-of-use asset, interest expense on the lease liability, and a shift in the timing of expense recognition in the statement of income. Short-term leases, which are defined as those that have a lease term of twelve months or less; and leases of low-value assets are exempt. Lessor accounting remains substantially unchanged. IFRS 16 is effective for annual periods beginning on or after January 1, 2019, which will be November 1, 2019 for the Bank, and is to be applied retrospectively. The Bank is continuing to assess the impact of the new standard on its portfolio of leases and is upgrading its lease administration and accounting systems and developing future processes and internal controls to enable the application of IFRS 16 in 2019.

Insurance Contracts

In May 2017, the IASB issued IFRS 17, Insurance Contracts (IFRS 17), which replaces the guidance in IFRS 4, Insurance Contracts and establishes principles for recognition, measurement, presentation, and disclosure of insurance contracts. IFRS 17 is currently effective for the Bank's annual reporting period beginning November 1, 2021; however, based on recent IASB meetings, an upcoming amendment to IFRS 17 and a deferral of the effective date by one year is anticipated. Any change to the Bank's effective date is subject to updates of OSFI's related Advisory. The Bank is currently assessing the impact of adopting this standard.

Conceptual Framework for Financial Reporting

In March 2018, the IASB issued the revised Conceptual Framework for Financial Reporting (Revised Conceptual Framework), which provides a set of concepts to assist the IASB in developing standards and to help preparers consistently apply accounting policies where specific accounting standards do not exist. The framework is not an accounting standard and does not override the requirements that exist in other IFRS standards. The Revised Conceptual Framework describes that financial information must be relevant and faithfully represented to be useful, provides revised definitions and recognition criteria for assets and liabilities, and confirms that different measurement bases are useful and permitted. The Revised Conceptual Framework is effective for annual periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, with early adoption permitted. The Bank is currently assessing the impact of adopting the revised framework.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 45  


Business Combinations

In October 2018, the IASB issued a narrow-scope amendment to IFRS 3, Business Combinations (IFRS 3). The amendments provide additional guidance on the definition of a business which determines whether an acquisition is of a business or a group of assets. An acquirer recognizes goodwill only when acquiring a business, not when acquiring a group of assets. The amendments to IFRS 3 are effective for annual reporting periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, with early adoption permitted and is to be applied prospectively. The Bank will assess the impact of the amendments on future acquisitions.

Presentation of Financial Statements and Accounting Policies, Changes in Accounting Estimates and Errors

In October 2018, the IASB issued amendments to IAS 1, Presentation of Financial Statements and IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors which clarify the definition of "material". Specifically, the amendments clarify that information is material if omitting, misstating, or obscuring it could reasonably be expected to influence the decisions that the primary users of general purpose financial statements make on the basis of those financial statements. Accompanying explanations to the definition have also been improved. The amendments are effective for annual periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, and are to be applied prospectively with early application permitted. The Bank is currently assessing the impact of adopting these amendments.

 

 

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

During the most recent interim period, there have been no changes in the Bank's policies and procedures and other processes that comprise its internal control over financial reporting, that have materially affected, or are reasonably likely to materially affect, the Bank's internal control over financial reporting.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 46  


INTERIM CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

INTERIM CONSOLIDATED BALANCE SHEET (unaudited)              
(As at and in millions of Canadian dollars)   January 31, 2019     October 31, 2018  

ASSETS

               

Cash and due from banks

  $ 4,381   $ 4,735  

Interest-bearing deposits with banks

    31,671     30,720  
      36,052     35,455  

Trading loans, securities, and other (Note 4)

    122,070     127,897  

Non-trading financial assets at fair value through profit or loss (Note 4)

    3,875       4,015  

Derivatives (Note 4)

    45,094     56,996  

Financial assets designated at fair value through profit or loss (Note 4)

    3,760     3,618  

Financial assets at fair value through other comprehensive income (Notes 4, 5, 6)

    126,253     130,600  
      301,052     323,126  

Debt securities at amortized cost, net of allowance for credit losses (Notes 4, 5)

    107,162     107,171  

Securities purchased under reverse repurchase agreements

    132,430     127,379  

Loans (Note 6)

   

Residential mortgages

    225,700     225,191  

Consumer instalment and other personal

    171,942     172,079  

Credit card

    35,726     35,018  

Business and government

    218,829     217,654  
      652,197     649,942  

Allowance for loan losses (Note 6)

    (3,729     (3,549

Loans, net of allowance for loan losses

    648,468     646,393  

Other

   

Customers' liability under acceptances

    17,881     17,267  

Investment in TD Ameritrade (Note 7)

    8,679     8,445  

Goodwill (Note 9)

    16,941     16,536  

Other intangibles

    2,647     2,459  

Land, buildings, equipment, and other depreciable assets

    5,353     5,324  

Deferred tax assets (Note 16)

    2,266     2,812  

Amounts receivable from brokers, dealers, and clients

    26,827     26,940  

Other assets (Note 10)

    16,748     15,596  
      97,342     95,379  

Total assets

  $ 1,322,506   $ 1,334,903  

LIABILITIES

               

Trading deposits (Notes 4, 11)

  $ 82,559   $ 114,704  

Derivatives (Note 4)

    42,665     48,270  

Securitization liabilities at fair value (Note 4)

    12,294     12,618  

Financial liabilities designated at fair value through profit or loss (Notes 4, 11)

    26,885     16  
      164,403     175,608  

Deposits (Note 11)

   

Personal

    483,132     477,644  

Banks

    16,766     16,712  

Business and government

    349,440     357,083  
      849,338     851,439  

Other

   

Acceptances

    17,881     17,269  

Obligations related to securities sold short (Note 4)

    38,890     39,478  

Obligations related to securities sold under repurchase agreements (Note 4)

    94,762     93,389  

Securitization liabilities at amortized cost

    13,986     14,683  

Amounts payable to brokers, dealers, and clients (Note 4)

    26,094     28,385    

Insurance-related liabilities

    6,698     6,698  

Other liabilities (Note 12)

    19,891     19,174  
      218,202     219,076  

Subordinated notes and debentures

    8,893     8,740  

Total liabilities

    1,240,836     1,254,863  

EQUITY

               

Shareholders' Equity

   

Common shares (Note 13)

    21,661     21,221  

Preferred shares (Note 13)

    5,350     5,000  

Treasury shares – common (Note 13)

    (139     (144

Treasury shares – preferred (Note 13)

    (3     (7 )  

Contributed surplus

    158     193  

Retained earnings

    46,660     46,145  

Accumulated other comprehensive income (loss)

    7,983     6,639  
      81,670     79,047  

Non-controlling interests in subsidiaries (Note 13)

          993  

Total equity

    81,670     80,040  

Total liabilities and equity

  $ 1,322,506   $   1,334,903  

The accompanying Notes are an integral part of these Interim Consolidated Financial Statements.

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 47  


INTERIM CONSOLIDATED STATEMENT OF INCOME (unaudited)

(millions of Canadian dollars, except as noted)

     For the three months ended
      
January 31
2019
 
   
January 31
2018
 

Interest income 1

    

Loans

   $ 7,902   $ 6,469

Securities

    

    Interest

     2,120       1,454

    Dividends

     334       246

Deposits with banks

     188       139
       10,544       8,308

Interest expense (Note 20)

    

Deposits

     3,524     2,109

Securitization liabilities

     151     139

Subordinated notes and debentures

     95       92

Other

     914       538
       4,684       2,878

Net interest income

     5,860       5,430

Non-interest income

    

Investment and securities services

     1,164       1,171

Credit fees

     303       282

Net securities gain (loss) (Note 5)

     (11     3

Trading income (loss)

     175       287

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

     11       13

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

     36       (75

Service charges

     714       671

Card services

     643       595

Insurance revenue

     1,035       944

Other income (loss)

     68       54
       4,138       3,945

Total revenue

     9,998       9,375

Provision for credit losses (Note 6)

     850       693

Insurance claims and related expenses

     702       575

Non-interest expenses

    

Salaries and employee benefits (Note 15)

     2,852       2,560

Occupancy, including depreciation

     460       442

Equipment, including depreciation

     279       245

Amortization of other intangibles

     195       196

Marketing and business development

     160       156

Restructuring charges (recovery)

     (1     45

Brokerage-related and sub-advisory fees

     83       94  

Professional and advisory services

     327       239

Other

     1,500       884  
       5,855       4,861

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

     2,591       3,246

Provision for (recovery of) income taxes (Note 16)

     503       1,040

Equity in net income of an investment in TD Ameritrade (Note 7)

     322       147

Net income

     2,410       2,353

Preferred dividends

     60       52

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

   $ 2,350     $ 2,301

Attributable to:

    

    Common shareholders

   $ 2,332     $ 2,283

    Non-controlling interests in subsidiaries

     18       18

Earnings per share (Canadian dollars) (Note 17)

    

Basic

   $ 1.27     $ 1.24

Diluted

     1.27       1.24

Dividends per common share (Canadian dollars)

     0.67       0.60

1 Includes $8,685 million and $7,101 million, for the three months ended January 31, 2019 and January 31, 2018, respectively, which have been calculated based on the effective interest rate method (EIRM). Refer to Note 20.

The accompanying Notes are an integral part of these Interim Consolidated Financial Statements.

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 48  


INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 1 (unaudited)

(millions of Canadian dollars)

     For the three months ended
      
January 31
2019
 
   
January 31
2018
 

Net income

   $ 2,410   $ 2,353

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

    

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

     33     6

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

     40     (2

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

           4
       73     8

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

     (131     (3,086

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

     19     841
       (112     (2,245

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

    

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

     836     (2,395

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

     609     1,149
       1,445     (1,246

Items that will not be subsequently reclassified to net income

    

Actuarial gains (losses) on employee benefit plans

     (302     20

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

     (52     26

Change in fair value due to credit risk on financial liabilities designated at fair value through profit or loss

     (10      
       (364     46

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

     1,042     (3,437

Total comprehensive income (loss)

   $ 3,452   $ (1,084

Attributable to:

    

Common shareholders

   $ 3,374   $ (1,154

Preferred shareholders

     60     52

Non-controlling interests in subsidiaries

     18     18

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

 

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

                

(millions of Canadian dollars)

     For the three months ended  
      
January 31
2019
 
   
January 31
2018
 

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

   $ 7     $ (57

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

     (15     1

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

            

Unrealized gains (losses) on investments in foreign operations

            

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

     7       304

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

     275     (1,046

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

     (236     (576

Actuarial gains (losses) on employee benefit plans

     (109     24

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

     (19     14

Change in fair value due to credit risk on financial liabilities designated at fair value through profit or loss

     (4      

Total income taxes

   $ 408   $ (186

The accompanying Notes are an integral part of these Interim Consolidated Financial Statements.

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 49  


INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (unaudited)

(millions of Canadian dollars)

     For the three months ended
       January 31, 2019     January 31, 2018

Common shares (Note 13)

    

Balance at beginning of period

   $ 21,221   $ 20,931

Proceeds from shares issued on exercise of stock options

     28     72

Shares issued as a result of dividend reinvestment plan

     99     91

Shares issued in connection with acquisitions (Notes 8, 13)

     366      

Purchase of shares for cancellation

     (53      

Balance at end of period

     21,661       21,094

Preferred shares (Note 13)

    

Balance at beginning of period

     5,000       4,750

Issue of shares

     350        

Balance at end of period

     5,350       4,750

Treasury shares – common (Note 13)

    

Balance at beginning of period

     (144     (176

Purchase of shares

     (2,343     (1,899

Sale of shares

     2,348       1,983

Balance at end of period

     (139     (92

Treasury shares – preferred (Note 13)

    

Balance at beginning of period

     (7     (7

Purchase of shares

     (33     (31

Sale of shares

     37       29

Balance at end of period

     (3     (9

Contributed surplus

    

Balance at beginning of period

     193       214

Net premium (discount) on sale of treasury shares

     (32     24

Issuance of stock options, net of options exercised

     (1     (8

Other

     (2     (1

Balance at end of period

     158       229

Retained earnings

    

Balance at beginning of period

     46,145       40,489

Impact on adoption of IFRS 15 1 (Note 2)

     (41     n/a 2   

Impact on adoption of IFRS 9 3  

           53

Net income attributable to shareholders

     2,392       2,335

Common dividends

     (1,227     (1,102

Preferred dividends

     (60     (52

Share issue expenses and others

     (4      

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

     (260      

Actuarial gains (losses) on employee benefit plans

     (302     20

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

     17       1

Balance at end of period

     46,660       41,744

Accumulated other comprehensive income (loss)

    

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

    

Balance at beginning of period

     245       510

Impact on adoption of IFRS 9

           19

Other comprehensive income (loss)

     73       4

Allowance for credit losses

           4

Balance at end of period

     318       537

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

    

Balance at beginning of period

     55       113

Impact on adoption of IFRS 9

           (96

Other comprehensive income (loss)

     (35     27

Reclassification of loss (gain) to retained earnings

     (17     (1

Balance at end of period

     3       43

Change in fair value due to credit risk on financial liabilities designated at fair value through profit or loss:

    

Balance at beginning of period

            

Other comprehensive income (loss)

     (10      

Balance at end of period

     (10      

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

    

Balance at beginning of period

     8,826       7,791

Other comprehensive income (loss)

     (112     (2,245

Balance at end of period

     8,714       5,546

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

    

Balance at beginning of period

     (2,487     (408

Other comprehensive income (loss)

     1,445       (1,246

Balance at end of period

     (1,042     (1,654

Total accumulated other comprehensive income

     7,983       4,472

Total shareholders ' equity

     81,670       72,188

Non-controlling interests in subsidiaries (Note 13)

    

Balance at beginning of period

     993       983

Net income attributable to non-controlling interests in subsidiaries

     18       18

Redemption of non-controlling interests in subsidiaries

     (1,000      

Other

     (11     (15

Balance at end of period

           986

Total equity

   $ 81,670     $ 73,174

1 IFRS 15, Revenue from Contracts with Customers (IFRS 15).

2 Not applicable.

3 IFRS 9, Financial Instruments (IFRS 9).

The accompanying Notes are an integral part of these Interim Consolidated Financial Statements.

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 50  


INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS (unaudited)

(millions of Canadian dollars)

    

For the three months ended

 
      
January 31
2019
 
 
   
January 31
2018
 
 

Cash flows from (used in) operating activities

    

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

   $ 2,913     $ 3,393

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

    

Provision for credit losses (Note 6)

     850       693

Depreciation

     144       137

Amortization of other intangibles

     195       196

Net securities losses (gains) (Note 5)

     11       (3

Equity in net income of an investment in TD Ameritrade (Note 7)

     (322     (147

Deferred taxes

     141       680

Changes in operating assets and liabilities

    

Interest receivable and payable (Notes 10, 12)

     (76     (62

Securities sold under repurchase agreements

     1,373       (4,643

Securities purchased (sold) under reverse repurchase agreements

     (5,051     9,829

Securities sold short

     (588     1,685

Trading loans and securities

     5,827       (8,043

Loans net of securitization and sales

     (2,884     (4,777

Deposits

     (34,246     (5,493

Derivatives

     6,297       3,002

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

     231       4,768

Financial assets and liabilities designated at fair value through profit or loss

     26,727       (133

Securitization liabilities

     (1,021     (1,220

Current taxes

     (764     159

Brokers, dealers and clients amounts receivable and payable

     (2,178     (786

Other

     (886     2,996

Net cash from (used in) operating activities

     (3,307     2,231

Cash flows from (used in) financing activities

    

Redemption or repurchase of subordinated notes and debentures

     44       (1,850

Common shares issued (Note 13)

     24       61

Repurchase of common shares (Note 13)

     (313      

Preferred shares issued (Note 13)

     346        

Sale of treasury shares (Note 13)

     2,353       2,036

Purchase of treasury shares (Note 13)

     (2,376     (1,930

Dividends paid

     (1,188     (1,063

Redemption of non-controlling interests in subsidiaries (Note 13)

     (1,000      

Distributions to non-controlling interests in subsidiaries

     (11     (18

Net cash from (used in) financing activities

     (2,121     (2,764

Cash flows from (used in) investing activities

    

Interest-bearing deposits with banks

     (951     6,292

Activities in financial assets at fair value through other comprehensive income (Note 5)

    

Purchases

     (4,359     (4,999

Proceeds from maturities

     7,585       6,438

Proceeds from sales

     2,470       440

Activities in debt securities at amortized cost (Note 5)

    

Purchases

     (5,977     (10,678

Proceeds from maturities

     5,903       3,003

Proceeds from sales

     1,116        

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

     (173     74

Net cash acquired from (paid for) divestitures and acquisitions (Note 8)

     (536      

Net cash from (used in) investing activities

     5,078       570

Effect of exchange rate changes on cash and due from banks

     (4     (112

Net increase (decrease) in cash and due from banks

     (354     (75

Cash and due from banks at beginning of period

     4,735       3,971

Cash and due from banks at end of period

   $ 4,381     $ 3,896

Supplementary disclosure of cash flows from operating activities

    

Amount of income taxes paid (refunded) during the period

   $ 1,167     $ 601

Amount of interest paid during the period

     4,705       2,922

Amount of interest received during the period

     10,155       8,044

Amount of dividends received during the period

     356       263

The accompanying Notes are an integral part of these Interim Consolidated Financial Statements.

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

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 51  


NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

 

NOTE 1:  NATURE OF OPERATIONS

CORPORATE INFORMATION

The Toronto-Dominion Bank is a bank chartered under the Bank Act . The shareholders of a bank are not, as shareholders, liable for any liability, act, or default of the bank except as otherwise provided under the Bank Act . The Toronto-Dominion Bank and its subsidiaries are collectively known as TD Bank Group ("TD" or the "Bank"). The Bank was formed through the amalgamation on February 1, 1955, of The Bank of Toronto (chartered in 1855) and The Dominion Bank (chartered in 1869). The Bank is incorporated and domiciled in Canada with its registered and principal business offices located at 66 Wellington Street West, Toronto, Ontario. TD serves customers in three business segments operating in a number of locations in key financial centres around the globe: Canadian Retail, U.S. Retail, and Wholesale Banking.

BASIS OF PREPARATION

The accompanying Interim Consolidated Financial Statements and accounting principles followed by the Bank have been prepared in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB), including the accounting requirements of the Office of the Superintendent of Financial Institutions Canada (OSFI). The Interim Consolidated Financial Statements are presented in Canadian dollars, unless otherwise indicated.

These Interim Consolidated Financial Statements were prepared on a condensed basis in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34) using the accounting policies as described in Note 2 of the Bank's 2018 Annual Consolidated Financial Statements except for the changes in accounting policies described in Note 2 of this report. Certain comparative amounts have been restated/reclassified to conform with the presentation adopted in the current period.

The preparation of the Interim Consolidated Financial Statements requires that management make estimates, assumptions, and judgments regarding the reported amount of assets, liabilities, revenue and expenses, and disclosure of contingent assets and liabilities, as further described in Note 3 of the Bank's 2018 Annual Consolidated Financial Statements and Note 3 of this report. Accordingly, actual results may differ from estimated amounts as future confirming events occur.

The Bank's Interim Consolidated Financial Statements have been prepared using uniform accounting policies for like transactions and events in similar circumstances. All intercompany transactions, balances, and unrealized gains and losses on transactions are eliminated on consolidation.

The Interim Consolidated Financial Statements for the three months ended January 31, 2019, were approved and authorized for issue by the Bank's Board of Directors, in accordance with a recommendation of the Audit Committee, on February 27, 2019.

As the Interim Consolidated Financial Statements do not include all of the disclosures normally provided in the Annual Consolidated Financial Statements, it should be read in conjunction with the Bank's 2018 Annual Consolidated Financial Statements and the accompanying Notes, and the shaded sections of the 2018 Management's Discussion and Analysis (MD&A). Certain disclosures are included in the shaded sections of the "Managing Risk" section of the MD&A in this report, as permitted by IFRS, and form an integral part of the Interim Consolidated Financial Statements. The Interim Consolidated Financial Statements were prepared under a historical cost basis, except for certain items carried at fair value as discussed in Note 2 of the Bank's 2018 Annual Consolidated Financial Statements.

 

NOTE 2:  CURRENT AND FUTURE CHANGES IN ACCOUNTING POLICIES

CURRENT CHANGES IN ACCOUNTING POLICY

The following new standards have been adopted by the Bank on November 1, 2018.

Revenue from Contracts with Customers

On November 1, 2018, the Bank adopted IFRS 15, Revenue from Contracts with Customers (IFRS 15), which establishes the principles for recognizing revenue and cash flows arising from contracts with customers and prescribes the application of a five-step recognition and measurement model. The standard excludes from its scope, revenue arising from items such as financial instruments, insurance contracts, and leases. The Bank adopted the standard on a modified retrospective basis, recognizing the cumulative effect of initially applying the standard as an adjustment to opening retained earnings without restating comparative period financial information.

The adoption of IFRS 15 resulted in a reduction to Shareholder's Equity of $41 million related to certain expenses not eligible for deferral under IFRS 15. The presentation of certain revenue and expense items is changed due to IFRS 15 and reclassified prospectively. These presentation changes are not significant and do not have an impact on net income.

In addition to the above changes related to the adoption of IFRS 15, the Bank also changed its accounting policy on securities lending and borrowing transactions. Where securities are received or pledged as collateral, securities lending income and securities borrowing fees are recorded in Non-interest income and Non-interest expenses, respectively on the Interim Consolidated Statement of Income. This change has been applied retrospectively.

Revenue Recognition

Revenue is recognized at an amount that reflects the consideration the Bank expects to be entitled to in exchange for transferring services to a customer, excluding amounts collected on behalf of third parties. The Bank recognizes revenue when it transfers control of a good or a service to a customer at a point in time or over time. The determination of when performance obligations are satisfied requires the use of judgment. Refer to Note 3 for further details.

The Bank identifies contracts with customers subject to IFRS 15, which create enforceable rights and obligations. The Bank determines the performance obligations based on distinct services promised to the customers in the contracts. The Bank's contracts generally have a term of one year or less, consist of a single performance obligation, and the performance obligations generally reflect services.

For each contract, the Bank determines the transaction price, which includes estimating variable consideration and assessing whether the price is constrained. Variable consideration is included in the transaction price to the extent that it is highly probable that a significant reversal of the amount will not occur when the uncertainty associated with the amount of variable consideration is subsequently resolved. As such, the estimate of the variable consideration is constrained until the end of the invoicing period. The uncertainty is generally resolved at the end of the reporting period and as such, no significant judgment is required when recognizing variable consideration in revenues.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 52  


The Bank's receipt of payment from customers generally occurs subsequent to the satisfaction of performance obligations or a short time thereafter. As such, the Bank has not recognized any material contract assets (unbilled receivables) or contract liabilities (deferred revenues) and there is no significant financing component associated with the consideration due to the Bank.

When another party is involved in the transfer of services to a customer, an assessment is made to evaluate whether the Bank is the principal such that revenues are reported on a gross basis or the agent such that revenues are reported on a net basis. The Bank is the principal when it controls the services in the contract promised to the customer before they are transferred. Control is demonstrated by the Bank being primarily responsible for fulfilling the transfer of the services to the customer, having discretion in establishing pricing of the services, or both.

Refer to Note 2 of the Bank's 2018 Annual Consolidated Financial Statements for additional revenue policy disclosures.

Share-based Payment

In June 2016, the IASB published amendments to IFRS 2, Share-based Payment (IFRS 2), which provide additional guidance on the classification and measurement of share-based payment transactions. The amendments clarify the accounting for cash-settled share-based payment transactions that include a performance condition, the classification of share-based payment transactions with net settlement features for withholding tax obligations, and the accounting for modifications of share-based payment transactions from cash-settled to equity-settled. The amendments to IFRS 2 are effective for annual periods beginning on or after January 1, 2018, which was November 1, 2018 for the Bank. These amendments have been applied prospectively and did not have a significant impact on the Bank.

FUTURE CHANGES IN ACCOUNTING POLICIES

The following standards have been issued, but are not yet effective on the date of issuance of the Bank's Interim Consolidated Financial Statements. The Bank is currently assessing the impact of the application of these standards on the Interim Consolidated Financial Statements and will adopt these standards when they become effective.

Leases

In January 2016, the IASB issued IFRS 16, Leases (IFRS 16), which will replace IAS 17, Leases , introducing a single lessee accounting model for all leases by eliminating the distinction between operating and financing leases. IFRS 16 requires lessees to recognize right-of-use assets and lease liabilities for most leases on the balance sheet. Lessees will also recognize depreciation expense on the right-of-use asset, interest expense on the lease liability, and a shift in the timing of expense recognition in the statement of income. Short-term leases, which are defined as those that have a lease term of twelve months or less; and leases of low-value assets are exempt. Lessor accounting remains substantially unchanged. IFRS 16 is effective for annual periods beginning on or after January 1, 2019, which will be November 1, 2019 for the Bank, and is to be applied retrospectively. The Bank is continuing to assess the impact of the new standard on its portfolio of leases and is upgrading its lease administration and accounting systems and developing future processes and internal controls to enable the application of IFRS 16 in 2019.

Insurance Contracts

In May 2017, the IASB issued IFRS 17, Insurance Contracts (IFRS 17), which replaces the guidance in IFRS 4, Insurance Contracts and establishes principles for recognition, measurement, presentation, and disclosure of insurance contracts. IFRS 17 is currently effective for the Bank's annual reporting period beginning November 1, 2021; however, based on recent IASB meetings, an upcoming amendment to IFRS 17 and a deferral of the effective date by one year is anticipated. Any change to the Bank's effective date is subject to updates of OSFI's related Advisory. The Bank is currently assessing the impact of adopting this standard.

Conceptual Framework for Financial Reporting

In March 2018, the IASB issued the revised Conceptual Framework for Financial Reporting (Revised Conceptual Framework), which provides a set of concepts to assist the IASB in developing standards and to help preparers consistently apply accounting policies where specific accounting standards do not exist. The framework is not an accounting standard and does not override the requirements that exist in other IFRS standards. The Revised Conceptual Framework describes that financial information must be relevant and faithfully represented to be useful, provides revised definitions and recognition criteria for assets and liabilities, and confirms that different measurement bases are useful and permitted. The Revised Conceptual Framework is effective for annual periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, with early adoption permitted. The Bank is currently assessing the impact of adopting the revised framework.

Business Combinations

In October 2018, the IASB issued a narrow-scope amendment to IFRS 3, Business Combinations (IFRS 3). The amendments provide additional guidance on the definition of a business which determines whether an acquisition is of a business or a group of assets. An acquirer recognizes goodwill only when acquiring a business, not when acquiring a group of assets. The amendments to IFRS 3 are effective for annual reporting periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, with early adoption permitted and is to be applied prospectively. The Bank will assess the impact of the amendments on future acquisitions.

Presentation of Financial Statements and Accounting Policies, Changes in Accounting Estimates and Errors

In October 2018, the IASB issued amendments to IAS 1, Presentation of Financial Statements and IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors which clarify the definition of "material". Specifically, the amendments clarify that information is material if omitting, misstating, or obscuring it could reasonably be expected to influence the decisions that the primary users of general purpose financial statements make on the basis of those financial statements. Accompanying explanations to the definition have also been improved. The amendments are effective for annual periods beginning on or after January 1, 2020, which will be November 1, 2020 for the Bank, and are to be applied prospectively with early application permitted. The Bank is currently assessing the impact of adopting these amendments.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 53  


NOTE 3:  SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES, AND ASSUMPTIONS

The estimates used in the Bank's accounting policies are essential to understanding its results of operations and financial condition. Some of the Bank's policies require subjective, complex judgments and estimates as they relate to matters that are inherently uncertain. Changes in these judgments or estimates and changes to accounting standards and policies could have a materially adverse impact on the Bank's Interim Consolidated Financial Statements. The Bank has established procedures to ensure that accounting policies are applied consistently and that the processes for changing methodologies, determining estimates, and adopting new accounting standards are well-controlled and occur in an appropriate and systematic manner. Refer to Note 3 of the Bank's 2018 Annual Consolidated Financial Statements for a description of significant accounting judgments, estimates, and assumptions, in addition to those described below.

Revenue from Contracts with Customers

The Bank applies judgment to determine the timing of satisfaction of performance obligations which affects the timing of revenue recognition, by evaluating the pattern in which the Bank transfers control of services promised to the customer. A performance obligation is satisfied over time when the customer simultaneously receives and consumes the benefits as the Bank performs the service. For performance obligations satisfied over time, revenue is generally recognized using the time-elapsed method which is based on time elapsed in proportion to the period over which the service is provided, for example, personal deposit account bundle fees. The time-elapsed method is a faithful depiction of the transfer of control for these services as control is transferred evenly to the customer when the Bank provides a stand-ready service or effort is expended evenly by the Bank to provide a service over the contract period. In contracts where the Bank has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of the Bank's performance completed to date, the Bank recognizes revenue in the amount to which it has a right to invoice.

The Bank satisfies a performance obligation at a point in time if the customer obtains control of the promised services at that date. Determining when control is transferred requires the use of judgment. For transaction-based services, the Bank determines that control is transferred to the customer at a point in time when the customer obtains substantially all of the benefits from the service rendered and the Bank has a present right to payment, which generally coincides with the moment the transaction is executed.

The Bank exercises judgment in determining whether costs incurred in connection with acquiring new revenue contracts would meet the requirement to be capitalized as incremental costs to obtain or fulfil a contract with customers.

 

NOTE 4:  FAIR VALUE MEASUREMENTS

There have been no significant changes to the Bank's approach and methodologies used to determine fair value measurements during the three months ended January 31, 2019. Refer to Note 5 of the Bank's 2018 Annual Consolidated Financial Statements for a description of the valuation techniques and inputs used in the fair value measurement of the Bank's financial instruments.

Carrying Value and Fair Value of Financial Instruments not carried at Fair Value

The fair values in the following table exclude assets that are not financial instruments, such as land, buildings and equipment, as well as goodwill and other intangible assets, including customer relationships, which are of significant value to the Bank.

Financial Assets and Liabilities not carried at Fair Value 1

(millions of Canadian dollars)                            As at  
     January 31, 2019      October 31, 2018  
      Carrying
value
     Fair value      Carrying
value
    

Fair

value

 

FINANCIAL ASSETS

                                   

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

           

Government and government-related securities

   $ 60,247    $ 59,944    $ 60,535    $ 59,948

Other debt securities

     46,915      46,624      46,636      46,316

Total debt securities at amortized cost, net of allowance for credit losses

     107,162      106,568      107,171      106,264

Total loans, net of allowance for loan losses

     648,468      647,585      646,393      642,542

Total financial assets not carried at fair value

   $ 755,630    $ 754,153    $ 753,564    $ 748,806

FINANCIAL LIABILITIES

                                   

Deposits

   $ 849,338    $ 847,987    $ 851,439    $ 846,148

Securitization liabilities at amortized cost

     13,986      14,082      14,683      14,654

Subordinated notes and debentures

     8,893      9,307      8,740      9,027

Total financial liabilities not carried at fair value

   $     872,217    $     871,376    $     874,862    $     869,829

 

1  

This table excludes financial assets and liabilities where the carrying amount is a reasonable approximation of fair value.

Fair Value Hierarchy and Valuation of Assets and Liabilities Classified as Level 3

IFRS requires disclosure of a three-level hierarchy for fair value measurements based upon the observability of inputs to the valuation of an asset or liability as of the measurement date. Refer to Note 5 of the Bank's 2018 Annual Consolidated Financial Statements for a description of the three levels.

There have been no significant changes to the valuation techniques, unobservable inputs, and sensitivities during the three months ended January 31, 2019. The significant valuation techniques and significant unobservable inputs used in the fair value measurements of Level 3 financial assets and financial liabilities are described and quantified within the "Valuation of Assets and Liabilities Classified as Level 3" section in Note 5 of the Bank's 2018 Annual Consolidated Financial Statements.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 54  


The following table presents the levels within the fair value hierarchy for each of the assets and liabilities measured at fair value on a recurring basis as at January 31, 2019 and October 31, 2018.

 

Fair Value Hierarchy for Assets and Liabilities Measured at Fair Value on a Recurring Basis

 

                                  

(millions of Canadian dollars)

                                                                   As at  
              January 31, 2019                         October 31, 2018    
       Level 1      Level 2      Level 3      Total 1         Level 1        Level 2      Level 3        Total 1   
                 

FINANCIAL ASSETS AND COMMODITIES

                                                                      

Trading loans, securities, and other 2

                                                                      

Government and government-related securities

                      

Canadian government debt

                      

Federal

   $    $ 9,332    $    $ 9,332   $ 127    $ 14,335    $      $ 14,462  

Provinces

            6,951             6,951            7,535      3      7,538  

U.S. federal, state, municipal governments, and agencies debt

            18,486             18,486            19,732             19,732  

Other OECD government guaranteed debt

            3,596             3,596            3,324             3,324  

Mortgage-backed securities

            2,226             2,226            2,029             2,029  

Other debt securities

                      

Canadian issuers

            5,913      1      5,914            5,630      1      5,631  

Other issuers

            13,660      9      13,669            14,459      16      14,475  

Equity securities

                      

Common shares

     39,637      20             39,657     43,699      53             43,752  

Preferred shares

     43      9             52     33      26             59  

Trading loans

            11,113             11,113            10,990             10,990  

Commodities

     10,881      170             11,051     5,540      340             5,880  

Retained interests

            23             23            25             25  
       50,561      71,499      10      122,070     49,399      78,478      20      127,897  

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

                      

Securities

     177      1,999      495      2,671     176      2,095      408      2,679  

Loans

            1,183      21      1,204            1,317      19      1,336  
       177      3,182      516      3,875     176      3,412      427      4,015  

Derivatives

                      

Interest rate contracts

     31      11,737             11,768     33      12,365             12,398  

Foreign exchange contracts

     20      30,443      2      30,465     24      39,647      4      39,675  

Credit contracts

            17             17            9             9  

Equity contracts

     1      1,277      464      1,742            3,170      453      3,623  

Commodity contracts

     126      965      11      1,102     144      1,112      35      1,291  
       178      44,439      477      45,094     201      56,303      492      56,996  

Financial assets designated at fair value through profit or loss

                      

Securities 2

            3,760             3,760            3,618             3,618  
              3,760             3,760          3,618           3,618

Financial assets at fair value through other comprehensive income

                                                                      

Government and government-related securities

                      

Canadian government debt

                      

Federal

            12,220             12,220            12,731             12,731  

Provinces

            10,348             10,348            9,507             9,507  

U.S. federal, state, municipal governments, and agencies debt

            44,410             44,410            45,766             45,766  

Other OECD government guaranteed debt

            18,291      210      18,501            19,896      200      20,096  

Mortgage-backed securities

            6,327             6,327            6,633             6,633  

Other debt securities

                      

Asset-backed securities

            20,715      559      21,274            21,407      562      21,969  

Non-agency collateralized mortgage obligation portfolio

            430             430            472             472  

Corporate and other debt

            8,762      23      8,785            8,483      24      8,507  

Equity securities

                      

Common shares

     197      2      1,495      1,694     309      3      1,492      1,804  

Preferred shares

     209             57      266     235             135      370  

Loans

            1,998             1,998            2,745             2,745  
       406      123,503      2,344      126,253     544      127,643      2,413      130,600  

Securities purchased under reverse repurchase agreements

            4,384             4,384            3,920             3,920  

FINANCIAL LIABILITIES

                                                                      

Trading deposits

            79,094      3,465      82,559            111,680      3,024      114,704  

Derivatives

                      

Interest rate contracts

     20      9,382      64      9,466     24      9,646      63      9,733  

Foreign exchange contracts

     17      28,486             28,503     18      34,897      3      34,918  

Credit contracts

            385             385            386             386  

Equity contracts

            2,083      1,163      3,246            1,319      1,077      2,396  

Commodity contracts

     129      917      19      1,065     134      695      8      837  
       166      41,253      1,246      42,665     176      46,943      1,151      48,270  

Securitization liabilities at fair value

            12,294             12,294            12,618             12,618  

Financial liabilities designated at fair value through profit or loss

            26,882      3      26,885            2      14      16  

Obligations related to securities sold short 2  

     1,953      36,937             38,890     1,142      38,336             39,478  

 

Obligations related to securities sold under repurchase agreements

            2,712             2,712            3,797             3,797  
1  

Fair value is the same as carrying value.

2  

Balances reflect the reduction of securities owned (long positions) by the amount of identical securities sold but not yet purchased (short positions).

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 55  


The Bank's policy is to record transfers of assets and liabilities between the different levels of the fair value hierarchy using the fair values as at the end of each reporting period. Assets are transferred between Level 1 and Level 2 depending on if there is sufficient frequency and volume in an active market.

There were no significant transfers between Level 1 and Level 2 during the three months ended January 31, 2019 and January 31, 2018.

Movements of Level 3 instruments

Significant transfers into and out of Level 3 occur mainly due to the following reasons:

 

Transfers from Level 3 to Level 2 occur when techniques used for valuing the instrument incorporate significant observable market inputs or broker-dealer quotes which were previously not observable.

 

Transfers from Level 2 to Level 3 occur when an instrument's fair value, which was previously determined using valuation techniques with significant observable market inputs, is now determined using valuation techniques with significant non-observable inputs.

Due to the unobservable nature of the inputs used to value Level 3 financial instruments there may be uncertainty about the valuation of these instruments. The fair value of Level 3 instruments may be drawn from a range of reasonably possible alternatives. In determining the appropriate levels for these unobservable inputs, parameters are chosen so that they are consistent with prevailing market evidence and management judgment.

The following tables reconcile changes in fair value of all assets and liabilities measured at fair value using significant Level 3 non-observable inputs for the three months ended January 31.

 

Reconciliation of Changes in Fair Value for Level 3 Assets and Liabilities                                       
(millions of Canadian dollars)    Fair
value as at
November 1
2018
    Total realized and
unrealized gains (losses)
    Movements     Transfers    

Fair

value as at
January 31
2019

    Change in
unrealized
gains
(losses) on
instruments
still held 5
 
     Included
in income 1
    Included
in OCI 2 , 3
    Purchases     Issuances      Other 4     Into
Level 3
     Out of
Level 3
 

FINANCIAL ASSETS

                                                                                  

Trading loans, securities, and other

                                                                                  

Government and government-related securities

                      

Canadian government debt

                      

Provinces

   $ 3   $   $   $   $    $ (3   $    $     –   $   $     –

Other debt securities

                      

Canadian issuers

     1                                  –                1    

Other issuers

     16     1                      (8     1      (1     9     1
       20     1                      (11     1      (1     10     1

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

                      

Securities

     408     2     2     71            (9     21          495     (1

Loans

     19     1           1                           21     1
       427     3     2     72            (9     21          516    

Financial assets at fair value through other comprehensive income

                                                                                  

Government and government-related securities

                      

Other OECD government guaranteed debt

     200     1     9                               210     9

Other debt securities

                      

Asset-backed securities

     562           (3                               559     (3

Corporate and other debt

     24           (1                               23     (1

Equity securities

                      

Common shares

     1,492           1     5            (3              1,495     1

Preferred shares

     135           (2                (75          (1     57     (8
     $     2,413   $       1   $       4   $     5   $     –    $ (78   $       –    $ (1   $     2,344   $ (2
     Fair
value as at
November 1
2018
    Total realized and
unrealized losses (gains)
    Movements     Transfers     Fair
value as at
January 31
2019
    Change in
unrealized
losses
(gains) on
instruments
still held 5
 
     Included
in income 1
    Included
in OCI 3
    Purchases     Issuances      Other 4     Into
Level 3
     Out of
Level 3
 

FINANCIAL LIABILITIES

                                                                                  

Trading deposits 6

   $ 3,024   $ 99   $   $     (76   $     371    $ 47   $    $   $ 3,465   $     80

Derivatives 7

                      

Interest rate contracts

     63     3                      (2              64     4

Foreign exchange contracts

     (1     1                      (2              (2    

Equity contracts

     624     105           (19     57      (68              699     103

Commodity contracts

     (27     38                      (3              8     26
       659     147           (19     57      (75              769     133

Financial liabilities designated at fair value through profit or loss

     14     (23               17      (5              3     (17

Obligations related to securities sold short

                                                  

 

1  

Gains (losses) on financial assets and liabilities are recognized in Net securities gains (losses), Trading income (loss), and Other income (loss) on the Interim Consolidated Statement of Income.

2  

Other comprehensive income.

3

Includes realized gains (losses) transferred to retained earnings on disposal of equities designated at fair value through other comprehensive income (FVOCI). Refer to Note 5 for further details.

4  

Consists of sales, settlements, and foreign exchange.

5  

Changes in unrealized gains (losses) on financial assets at FVOCI are recognized in accumulated other comprehensive income (AOCI).

6  

Issuances and repurchases of trading deposits are reported on a gross basis.

7  

As at January 31, 2019, consists of derivative assets of $0.5 billion (November 1, 2018 – $0.5 billion) and derivative liabilities of $1.3 billion (November 1, 2018 – $1.2 billion), which have been netted on this table for presentation purposes only.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 56  


Reconciliation of Changes in Fair Value for Level 3 Assets and Liabilities                                       
(millions of Canadian dollars)    Fair
value as at
November 1
2017
    Total realized and
unrealized gains (losses)
    Movements     Transfers    

Fair

value as at
January 31
2018

    Change in
unrealized
gains
(losses) on
instruments
still held 4
 
     Included
in income 1
    Included
in OCI 2
    Purchases     Issuances      Other 3     Into
Level 3
     Out of
Level 3
 

FINANCIAL ASSETS

                                                                                  

Trading loans, securities, and other

                                                                                  

Government and government-related securities

                      

Canadian government debt

                      

Provinces

   $     $     $     $     $      $     $      $     $     $  

Other debt securities

                      

Canadian issuers

     6                                (3 )              (2     1      

Other issuers

     8                   2            (1 )       121      (9     121      
       14                 2            (4 )       121      (11     122      

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

                      

Securities

     305     15             12            (8 )                    324     13  

Loans

     15       (3           2                  4            18     (3 )  
       320       12             14            (8 )       4            342     10  

Financial assets at fair value through other comprehensive income

                                                                                  

Government and government- related securities

                      

Other OECD government guaranteed debt

     203       (7 )       (3 )                                       193     (3 )  

Other debt securities

                      

Asset-backed securities

     553             2                      (26 )                    529     2  

Corporate and other debt

     95             5                      (1 )                    99     5  

Equity securities

                      

Common shares

     1,469             1         6            (72 )                    1,404     (2 )  

Preferred shares

     108             8                                         116     8  
     $ 2,428     $ (7 )     $ 13     $ 6   $      $ (99 )     $      $     $ 2,341   $ 10  
     Fair
value as at
November 1
2017
    Total realized and
unrealized losses (gains)
    Movements     Transfers     Fair
value as at
January 31
2018
    Change in
unrealized
losses
(gains) on
instruments
still held 4
 
     Included
in income 1
    Included
in OCI 2
    Purchases     Issuances      Other 3     Into
Level 3
     Out of
Level 3
 

FINANCIAL LIABILITIES

                                                                                  

Trading deposits 5  

   $ 2,521     $ 33     $     $ (141   $ 637    $ (165   $      $ (10   $ 2,875   $ (1 )  

Derivatives 6  

                      

Interest rate contracts

     70       (18                        (1                  51     (17 )  

Foreign exchange contracts

     (1     (1                        1                    (1     (1 )  

Equity contracts

     893       (8           (19     39      (65            2     842     (1 )  

Commodity contracts

     (2     (7                        1                    (8     (6 )  
       960       (34           (19     39      (64            2     884     (25 )  

Financial liabilities designated at fair value through profit or loss

     7         31                     25      (35 )                    29     25  

Obligations related to securities sold short

                                                              

 

1  

Gains (losses) on financial assets and liabilities are recognized in Net securities gains (losses), Trading income (loss), and Other income (loss) on the Interim Consolidated Statement of Income.

2

Includes realized gains (losses) transferred to retained earnings on disposal of equities designated at FVOCI. Refer to Note 5 for further details.

3  

Consists of sales, settlements, and foreign exchange.

4  

Changes in unrealized gains (losses) on financial assets at FVOCI are recognized in AOCI.

5  

Issuances and repurchases of trading deposits are reported on a gross basis.

6

As at January 31, 2018, consists of derivative assets of $0.9 billion (November 1, 2017 – $0.9 billion) and derivative liabilities of $1.8 billion (November 1, 2017 – $1.9 billion), which have been netted on this table for presentation purposes only.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 57  


NOTE 5: SECURITIES

 

Unrealized Securities Gains (Losses)

The following table summarizes the unrealized gains and losses as at January 31, 2019 and October 31, 2018.

Unrealized Gains (Losses) for Securities at Fair Value Through Other Comprehensive Income

                                                                                                                                                                       

(millions of Canadian dollars)

             As at  
    January 31, 2019                          October 31, 2018  
     

Cost/
amortized
cost 1
 
 
 
    

Gross
unrealized
gains
 
 
 
    

Gross
unrealized

(losses

 
 

   

Fair

value

 

 

    

Cost/
amortized
cost 1
 
 
 
    

Gross

unrealized

gains

 

 

 

    

Gross

unrealized

(losses

 

 

   

Fair

value

 

 

Securities at Fair Value Through Other Comprehensive Income

                                                                    

Government and government-related securities

                    

Canadian government debt

                    

Federal

  $ 12,193      $ 44      $ (17 )     $ 12,220      $ 12,740    $ 38    $ (47   $ 12,731

Provinces

    10,297        70        (19 )       10,348        9,443      75      (11     9,507

U.S. federal, state, municipal governments, and agencies debt

    44,384        186        (160 )       44,410        45,857      265      (356     45,766

Other OECD government guaranteed debt

    18,451        54        (4 )       18,501        20,034      65      (3     20,096

Mortgage-backed securities

    6,274        53              6,327        6,575      59      (1     6,633
      91,599        407        (200 )       91,806        94,649      502      (418     94,733

Other debt securities

                    

Asset-backed securities

    21,248        58        (32 )       21,274        21,901      87      (19     21,969

Non-agency collateralized mortgage obligation portfolio

    431               (1 )       430        471      1          472

Corporate and other debt

    8,805        28        (48 )       8,785        8,534      31      (58     8,507
      30,484        86        (81 )       30,489        30,906      119      (77     30,948

Total debt securities

    122,083        493        (281 )       122,295        125,555      621      (495     125,681

Equity securities

                    

Common shares

    1,657        71        (34 )       1,694        1,725      118      (39     1,804

Preferred shares

    301        8        (43 )       266        376      20      (26     370
      1,958        79        (77 )       1,960        2,101      138      (65     2,174

Total securities at fair value through other comprehensive income

  $ 124,041      $ 572      $ (358 )     $ 124,255      $     127,656    $     759    $     (560   $     127,855

 

1

Includes the foreign exchange translation of amortized cost balances at the period-end spot rate.

Equity Securities Designated at Fair Value Through Other Comprehensive Income

The Bank designated certain equity securities shown in the following table as equity securities at FVOCI. The designation was made because the investments are held for purposes other than trading.

Equity Securities Designated at Fair Value Through Other Comprehensive Income

(millions of Canadian dollars)

             As at                    For the three months ended  
    January 31, 2019        January 31, 2018         January 31, 2019        January 31, 2018  
    Fair value        Fair value        
Dividend income
recognized
 
 
    

Dividend income

recognized

 

 

Common shares

  $     1,694      $     1,701     $     20      $ 16

Preferred shares

    266        362       4        4

Total

  $ 1,960      $ 2,063       $ 24      $     20

The Bank disposed of equity securities with a fair value of $179 million during the three months ended January 31, 2019 (three months ended January 31, 2018 – $4 million). The Bank realized a cumulative gain of $24 million during the three months ended January 31, 2019 (three months ended January 31, 2018 – $2 million) on disposal of these equity securities and recognized dividend income of nil and $8 million during the three months ended January 31, 2019 and January 31, 2018, respectively.

Net Securities Gains (Losses)

                                       

(millions of Canadian dollars)

    For the three months ended
     
January 31
2019
 
 
   
January 31
2018
 

Debt securities at amortized cost

   

Net realized gains (losses)

  $ 44     $

Debt securities at fair value through other comprehensive income

   

Net realized gains (losses)

    (55     3

Total

  $ (11   $ 3

Credit Quality of Debt Securities

The Bank evaluates non-retail credit risk on an individual borrower basis, using both a borrower risk rating (BRR) and facility risk rating (FRR), as detailed in the shaded area of the "Managing Risk" section of the 2018 MD&A. This system is used to assess all non-retail exposures, including debt securities.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 58  


The following table provides the gross carrying amounts of debt securities measured at amortized cost and debt securities at FVOCI by internal risk ratings for credit risk management purposes, presenting separately those debt securities that are subject to Stage 1, Stage 2, and Stage 3 allowances.

Debt Securities by Risk Ratings

                                                           
(millions of Canadian dollars)                           As at  
                    January 31, 2019  
      Stage 1        Stage 2        Stage 3        Total  

Debt securities

          

Investment grade

  $ 226,982      $      $ n/a      $ 226,982

Non-Investment grade

    2,394      76        n/a        2,470

Watch and classified

    n/a        6        n/a        6  

Default

    n/a        n/a                

Total debt securities

    229,376      82               229,458

Allowance for credit losses on debt securities at amortized cost

    1                      1  

Debt securities, net of allowance

  $ 229,375      $ 82      $      $ 229,457

Debt Securities by Risk Ratings

                                                           
(millions of Canadian dollars)                          As at  
                    October 31, 2018  
      Stage 1        Stage 2        Stage 3       Total  

Debt securities

         

Investment grade

  $ 230,488    $      $ n/a 1      $ 230,488

Non-Investment grade

    2,140      54      n/a       2,194

Watch and classified

    n/a        11      n/a       11

Default

    n/a        n/a        234     234

Total debt securities

    232,628      65      234     232,927

Allowance for credit losses on debt securities at amortized cost

    1      4      70     75

Debt securities, net of allowance

  $   232,627    $     61    $     164   $     232,852

As at January 31, 2019, the allowance for credit losses on debt securities is $6 million, comprised of $1 million for debt securities at amortized cost and $5 million for debt securities at FVOCI. For the three months ended January 31, 2019 and January 31, 2018, the Bank reported a provision of credit losses of nil on debt securities at amortized cost. For the three months ended January 31, 2019 and January 31, 2018, the Bank reported a provision for credit losses of nil and $4 million, respectively, on debt securities at FVOCI.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 59  


NOTE 6:  LOANS, IMPAIRED LOANS, AND ALLOWANCE FOR CREDIT LOSSES

The following table provides the gross carrying amounts of loans and credit risk exposures on loan commitments and financial guarantee contracts by internal risk ratings for credit risk management purposes, presenting separately those that are subject to Stage 1, Stage 2, and Stage 3 allowances.

Loans by Risk Ratings 1

(millions of Canadian dollars)

                                As at  
                       January 31, 2019  
       Stage 1        Stage 2        Stage 3        Total  

Residential mortgages 2,3,4

           

Low Risk

   $ 174,803    $ 49    $ n/a      $ 174,852

Normal Risk

     41,249      243      n/a        41,492

Medium Risk

     5,677      425      n/a        6,102

High Risk

     969      1,352      298          2,619

Default

     n/a        n/a        416          416

Total

     222,698      2,069      714          225,481

Allowance for loan losses

     25      30      48          103

Loans, net of allowance

     222,673      2,039      666          225,378

Consumer instalment and other personal

           

Low Risk

     90,685      1,031      n/a        91,716

Normal Risk

     45,386      1,071      n/a        46,457

Medium Risk

     22,756      1,013      n/a        23,769

High Risk

     6,201      2,419      832          9,452

Default

     n/a        n/a        506          506

Total

     165,028      5,534      1,338          171,900

Allowance for loan losses

     573      370      181          1,124

Loans, net of allowance

     164,455      5,164      1,157          170,776

Credit card

           

Low Risk

     8,160      17      n/a        8,177

Normal Risk

     9,777      77      n/a        9,854

Medium Risk

     11,107      269      n/a        11,376

High Risk

     4,370      1,457      369          6,196

Default

     n/a        n/a        123          123

Total

     33,414      1,820      492          35,726

Allowance for loan losses

     396      312      389          1,097

Loans, net of allowance

     33,018      1,508      103          34,629

Business and government 2,3,4

           

Investment grade or Low/Normal Risk

     118,623      41      n/a        118,664

Non-Investment grade or Medium Risk

     109,517      4,807      n/a        114,324

Watch and classified or High Risk

     671      3,919      379          4,969

Default

     n/a        n/a        611          611

Total

     228,811      8,767      990          238,568

Allowance for loan losses

     646      581      162          1,389

Loans, net of allowance

     228,165      8,186      828          237,179

Total loans

     649,951      18,190      3,534          671,675

Total Allowance for loan losses

     1,640      1,293      780          3,713

Total loans, net of allowance

   $ 648,311    $ 16,897    $ 2,754        $ 667,962

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 60  


Loans by Risk Ratings 1 (continued)        
(millions of Canadian dollars)                            As at  
                     January 31, 2019  
      Stage 1      Stage 2      Stage 3      Total  

Off-balance sheet credit instruments

           

Retail Exposures

           

Low Risk

   $ 250,701    $ 828    $ n/a      $ 251,529

Normal Risk

     50,042      619      n/a        50,661

Medium Risk

     12,217      366      n/a        12,583

High Risk

     1,516      952      n/a        2,468

Default

     n/a        n/a        n/a        n/a  

Non-Retail Exposures

           

Investment grade

     173,837             n/a        173,837

Non-Investment grade

     59,923      2,303      n/a        62,226

Watch and classified

            1,636      n/a        1,636

Default

     n/a        n/a        n/a        n/a  

Total off-balance sheet credit instruments

     548,236      6,704      n/a        554,940  

Allowance for off-balance sheet credit instruments

     573      496      n/a        1,069

Total off-balance sheet credit instruments, net of allowance

     547,663      6,208      n/a        553,871  

Acquired credit-impaired loans

     n/a        n/a        401        401

Allowance for loan losses

     n/a        n/a        16        16

Acquired credit-impaired loans, net of allowance for loan losses

   $ n/a      $ n/a      $ 385      $ 385

 

1

Includes loans that are measured at FVOCI and customers' liability under acceptances.

2

As at January 31, 2019, impaired loans with a balance of $132 million did not have a related allowance for loan losses. An allowance was not required for these loans as the balance relates to loans where the realizable value of the collateral exceeded the loan amount.

3

Excludes trading loans and non-trading loans at FVTPL with a fair value of $11 billion and $1 billion, respectively, as at January 31, 2019.

4

Includes insured mortgages of $93 billion as at January 31, 2019.

5

Includes Canadian government-insured real estate personal loans of $14 billion as at January 31, 2019.

6

As at January 31, 2019, includes $302 billion of personal lines of credit and credit card lines, which are unconditionally cancellable at the Bank's discretion at any time.

7

As at January 31, 2019, includes $40 billion of the undrawn component of uncommitted credit and liquidity facilities.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 61  


Loans by Risk Ratings 1

(millions of Canadian dollars)

                                As at  
                       October 31, 2018  
       Stage 1        Stage 2        Stage 3        Total  

Residential mortgages 2,3,4

           

Low Risk

   $     168,690    $ 32      $ n/a      $ 168,722

Normal Risk

     47,821      176        n/a        47,997

Medium Risk

     5,106      267        n/a        5,373

High Risk

     892      1,264      317      2,473

Default

     n/a        n/a        392      392

Total

     222,509      1,739      709      224,957

Allowance for loan losses

     24      34      47      105

Loans, net of allowance

     222,485      1,705      662      224,852

Consumer instalment and other personal

           

Low Risk

     87,906      983        n/a        88,889

Normal Risk

     48,008      1,190        n/a        49,198

Medium Risk

     23,008      1,063      n/a        24,071

High Risk

     6,158      2,386      817      9,361

Default

     n/a        n/a        514      514

Total

     165,080      5,622      1,331      172,033

Allowance for loan losses

     574      349      178      1,101

Loans, net of allowance

     164,506      5,273      1,153      170,932

Credit card

           

Low Risk

     7,234      11        n/a        7,245

Normal Risk

     9,780      66      n/a        9,846

Medium Risk

     11,347      246      n/a        11,593

High Risk

     4,435      1,445      333      6,213

Default

     n/a        n/a        121      121

Total

     32,796      1,768      454      35,018

Allowance for loan losses

     379      283      341      1,003

Loans, net of allowance

     32,417      1,485      113      34,015

Business and government 2,3,4

           

Investment grade or Low/Normal Risk

     118,414      57      n/a        118,471

Non-Investment grade or Medium Risk

     108,678      5,272        n/a        113,950

Watch and classified or High Risk

     666      3,746      97      4,509

Default

     n/a        n/a        563      563

Total

     227,758      9,075      660      237,493

Allowance for loan losses

     651      551      120      1,322

Loans, net of allowance

     227,107      8,524      540      236,171

Total loans

     648,143      18,204      3,154      669,501

Total Allowance for loan losses

     1,628      1,217      686      3,531

Total loans, net of allowance

   $ 646,515    $     16,987    $     2,468    $     665,970

Off-balance sheet credit instruments

           

Retail Exposures

           

Low Risk

   $     246,575    $     2,576      $     n/a      $     249,151

Normal Risk

     51,961      1,129        n/a        53,090

Medium Risk

     12,298      469      n/a        12,767

High Risk

     1,765      638      n/a        2,403

Default

     n/a        n/a        n/a        n/a  

Non-Retail Exposures

           

Investment grade

     167,993      323      n/a        168,316

Non-Investment grade

     60,002      2,309      n/a        62,311

Watch and classified

     13      1,949      n/a        1,962

Default

     n/a        n/a        n/a        n/a  

Total off-balance sheet credit instruments

     540,607      9,393      n/a        550,000

Allowance for off-balance sheet credit instruments

     550      479      n/a        1,029

Total off-balance sheet credit instruments, net of allowance

     540,057      8,914      n/a        548,971

Acquired credit-impaired loans

     n/a        n/a        453      453

Allowance for loan losses

     n/a        n/a        18      18

Acquired credit-impaired loans, net of allowance for loan losses

   $ n/a      $ n/a      $ 435    $ 435

 

1

Includes loans that are measured at FVOCI and customers' liability under acceptances.

2

As at October 31, 2018, impaired loans with a balance of $124 million did not have a related allowance for loan losses. An allowance was not required for these loans as the balance relates to loans where the realizable value of the collateral exceeded the loan amount.

3

Excludes trading loans and non-trading loans at FVTPL with a fair value of $11 billion and $1 billion, respectively, as at October 31, 2018.

4

Includes insured mortgages of $95 billion as at October 31, 2018.

5

Includes Canadian government-insured real estate personal loans of $14 billion as at October 31, 2018.

6

As at October 31, 2018, includes $302 billion of personal lines of credit and credit card lines, which are unconditionally cancellable at the Bank's discretion at any time.

7

As at October 31, 2018, includes $37 billion of the undrawn component of uncommitted credit and liquidity facilities.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 62  


The changes to the Bank's allowance for loan losses, as at and for the three months ended January 31, 2019 and January 31, 2018, are shown in the following tables.

 

Allowance for Loan Losses – Residential Mortgages

                                        

(millions of Canadian dollars)

     Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses as at November 1, 2018

   $                     24   $                     34   $                     47   $ 5   $                 110

Provision for credit losses

          

Transfer to Stage 1

     13     (12     (1            

Transfer to Stage 2

     (1     3     (2            

Transfer to Stage 3

     (1     (2     3            
     11     (11                  

Net remeasurement due to transfers

     (4     1                 (3

New originations or purchases

     3     n/a       n/a             3

Net repayments

           (1                 (1

Derecognition of financial assets (excluding disposals and write-offs)

     (1     (1     (4           (6

Changes to risk, parameters, and models

     (8     8     12     (1     11
       1     (4     8     (1     4

Other changes

          

Disposals

                              

Foreign exchange and other adjustments

                              

Write-offs

                 (7           (7

Recoveries

                              
                   (7           (7

Total allowance for loan losses as at January 31, 2019

   $ 25   $ 30   $ 48   $ 4   $ 107
       Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses as at November 1, 2017

   $ 24   $ 26   $ 45   $ 12   $ 107

Provision for credit losses

          

Transfer to Stage 1 1

     6     (6            

Transfer to Stage 2

     (1     2     (1        

Transfer to Stage 3

         (2     2        
     5     (6     1        

Net remeasurement due to transfers

     (4     2             (2

New originations or purchases

     4     n/a       n/a           4

Net repayments

     (1     (1         (3     (5

Derecognition of financial assets (excluding disposals and write-offs)

         (1             (1

Changes to risk, parameters, and models

     (5     4     1     (2     (2
       (1     (2     2     (5     (6

Other changes

          

Disposals

                    

Foreign exchange and other adjustments

         (2     (2         (4

Write-offs

             (7         (7

Recoveries

             1         1
           (2     (8         (10

Total allowance for loan losses as at January 31, 2018

   $ 23   $ 22   $ 39   $ 7   $ 91

 

1  

Transfers represent stage transfer movements prior to expected credit loss (ECL) remeasurement.

2

Represents the remeasurement between twelve-month and lifetime ECLs due to stage transfers, excluding the change to risk, parameters, and models.

3  

Represents the increase in the allowance resulting from loans that were newly originated, purchased, or renewed.

4  

Represents the changes in the allowance related to cash flow changes associated with new draws or repayments on loans outstanding.

5  

Represents the decrease in the allowance resulting from loans that were fully repaid and excludes the decrease associated with loans that were disposed or fully written off.

6  

Represents the change in the allowance related to changes in risk including changes to macroeconomic factors, level of risk, associated parameters, and models.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 63  


Allowance for Loan Losses – Consumer Instalment and Other Personal

                                        

(millions of Canadian dollars)

     Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2018

   $                   599   $                   392   $                   178   $ 2   $ 1,171

Provision for credit losses

          

Transfer to Stage 1

     83     (78     (5            

Transfer to Stage 2

     (29     39     (10            

Transfer to Stage 3

     (5     (52     57            
     49     (91     42            

Net remeasurement due to transfers

     (34     40     3           9

New originations or purchases

     66     n/a       n/a             66

Net draws (repayments)

     (21     (7     (3           (31

Derecognition of financial assets (excluding disposals and write-offs) 1

     (20     (26     (15           (61

Changes to risk, parameters, and models

     (41     106     222           287
       (1     22     249                             270

Other changes

          

Disposals

                              

Foreign exchange and other adjustments

           (1                 (1

Write-offs

                 (306           (306

Recoveries

                 60           60
             (1     (246           (247

Balance as at January 31, 2019

     598     413     181     2     1,194

Less: Allowance for off-balance sheet instruments 2

     25     43                 68

Total allowance for loan losses as at January 31, 2019

   $ 573   $ 370   $ 181   $ 2   $ 1,126
       Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2017

   $ 529   $ 355   $ 166   $ 5   $ 1,055

Provision for credit losses

          

Transfer to Stage 1

     69     (65     (4        

Transfer to Stage 2

     (33     42     (9        

Transfer to Stage 3

     (4     (45     49        
     32     (68     36        

Net remeasurement due to transfers

     (28     39     3         14

New originations or purchases

     70     n/a       n/a           70

Net draws (repayments)

         (6         (2     (8

Derecognition of financial assets (excluding disposals and write-offs)

     (25     (27     (9         (61

Changes to risk, parameters, and models

     (32     96     184     2     250
       17     34     214         265

Other changes

          

Disposals

                    

Foreign exchange and other adjustments

     (11     (8     (5         (24

Write-offs

             (265         (265

Recoveries

             69         69
       (11     (8     (201         (220

Balance as at January 31, 2018

     535     381     179     5     1,100

Less: Allowance for off-balance sheet instruments 2

     24     43             67

Total allowance for loan losses as at January 31, 2018

   $ 511   $ 338   $ 179   $ 5   $ 1,033

 

1  

For explanations regarding this line item, refer to the "Allowance for Loan Losses – Residential Mortgages" table in this Note.

2  

The allowance for loan losses for off-balance sheet instruments is recorded in Other liabilities on the Interim Consolidated Balance Sheet.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 64  


Allowance for Loan Losses – Credit Card

                                

(millions of Canadian dollars)

     Stage 1       Stage 2       Stage 3 1         Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2018

   $ 819   $ 580   $ 341     $ 1,740

Provision for credit losses

        

Transfer to Stage 1

     199     (141     (58 )        

Transfer to Stage 2

     (56     71     (15 )        

Transfer to Stage 3

     (8     (167     175        
     135     (237     102        

Net remeasurement due to transfers

     (56     79     14       37

New originations or purchases

     30     n/a       n/a       30

Net draws (repayments)

     39     2     (35 )       6

Derecognition of financial assets (excluding disposals and write-offs)

     (20     (21     (64 )       (105

Changes to risk, parameters, and models

     (80     233     377       530
       48     56     394       498

Other changes

        

Disposals

                        

Foreign exchange and other adjustments

     (2     (1     1       (2

Write-offs

                 (418 )       (418

Recoveries

                 71       71
       (2     (1     (346 )       (349

Balance as at January 31, 2019

     865     635     389       1,889

Less: Allowance for off-balance sheet instruments 3

     469     323           792

Total allowance for loan losses as at January 31, 2019

   $ 396   $ 312   $ 389     $ 1,097
       Stage 1       Stage 2       Stage 3 1        Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2017

   $ 763   $ 521   $ 321   $ 1,605

Provision for credit losses

        

Transfer to Stage 1

     124     (114     (10    

Transfer to Stage 2

     (54     72     (18    

Transfer to Stage 3

     (16     (109     125    
     54     (151     97    

Net remeasurement due to transfers

     (45     59     30     44

New originations or purchases

     67     n/a       n/a       67

Net draws (repayments)

     71     8     (34     45

Derecognition of financial assets (excluding disposals and write-offs)

     (26     (30     (19     (75

Changes to risk, parameters, and models

     (121     193     271     343
           79     345     424

Other changes

        

Disposals

     (4     (3     (1     (8

Foreign exchange and other adjustments

     (22     (12     (13     (47

Write-offs

             (372     (372

Recoveries

             61     61
       (26     (15     (325     (366

Balance as at January 31, 2018

     737     585     341     1,663

Less: Allowance for off-balance sheet instruments 3

     371     263         634

Total allowance for loan losses as at January 31, 2018

   $ 366   $ 322   $ 341   $ 1,029

 

1  

Credit cards are considered impaired and migrate to Stage 3 when they are 90 days past due and written off at 180 days past due. Refer to Note 2 of the Bank's 2018 Annual Consolidated Financial Statements for further details.

2  

For explanations regarding this line item, refer to the "Allowance for Loan Losses – Residential Mortgages" table in this Note.

3  

The allowance for loan losses for off-balance sheet instruments is recorded in Other liabilities on the Interim Consolidated Balance Sheet.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 65  


Allowance for Loan Losses – Business and Government 1

                                        

(millions of Canadian dollars)

     Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2018

   $                   736     $                   690     $                   120     $ 11     $ 1,557

Provision for credit losses

          

Transfer to Stage 1

     44       (42     (2            

Transfer to Stage 2

     (30     32       (2            

Transfer to Stage 3

     (1     (19     20              
     13       (29     16              

Net remeasurement due to transfers

     (13     20       1             8  

New originations or purchases

     109       n/a       n/a                               109  

Net draws (repayments)

     7       (12     (4           (9

Derecognition of financial assets (excluding disposals and write-offs)

     (94     (110     (12           (216

Changes to risk, parameters, and models

     (33     153       70       (4     186
       (11     22       71       (4     78

Other changes

          

Disposals

                              

Foreign exchange and other adjustments

           (1     (2           (3

Write-offs

                 (35           (35

Recoveries

                 8       3       11  
             (1     (29     3       (27

Balance as at January 31, 2019

     725       711       162       10       1,608

Less: Allowance for off-balance sheet instruments 3

     79       130                   209  

Total allowance for loan losses as at January 31, 2019

   $ 646     $ 581     $ 162     $ 10     $ 1,399
       Stage 1       Stage 2       Stage 3      

Acquired

credit-impaired

loans

 

 

 

    Total  

Allowance for loan losses, including off-balance sheet instruments, as at November 1, 2017

   $ 706   $ 627   $ 174   $ 18   $ 1,525

Provision for credit losses

          

Transfer to Stage 1

     28     (27     (1        

Transfer to Stage 2

     (16     17     (1        

Transfer to Stage 3

     (2     (16     18        
     10     (26     16        

Net remeasurement due to transfers

     (7     15     2         10

New originations or purchases

     86     n/a       n/a           86

Net draws (repayments)

     (1     (10     (9     (2     (22

Derecognition of financial assets (excluding disposals and write-offs)

     (92     (89     (7         (188

Changes to risk, parameters, and models

     (12     131     3     (2     120
       (16     21     5     (4     6

Other changes

          

Disposals

             (5         (5

Foreign exchange and other adjustments

     (27     (20     (5     (1     (53

Write-offs

             (32     (1     (33

Recoveries

             16     2     18
       (27     (20     (26         (73

Balance as at January 31, 2018

     663     628     153     14     1,458

Less: Allowance for off-balance sheet instruments 3

     68     78             146

Total allowance for loan losses as at January 31, 2018

   $ 595   $ 550   $ 153   $ 14   $ 1,312

 

1

Includes the allowance for credit losses related to customers' liability under acceptances.

2  

For explanations regarding this line item, refer to the "Allowance for Loan Losses – Residential Mortgages" table in this Note.

3  

The allowance for loan losses for off-balance sheet instruments is recorded in Other liabilities on the Interim Consolidated Balance Sheet.

The allowance for credit losses on all remaining financial assets is not significant.

FORECLOSED ASSETS

Foreclosed assets are repossessed non-financial assets where the Bank gains title, ownership, or possession of individual properties, such as real estate properties, which are managed for sale in an orderly manner with the proceeds used to reduce or repay any outstanding debt. The Bank does not generally occupy foreclosed properties for its business use. The Bank predominantly relies on third-party appraisals to determine the carrying value of foreclosed assets. Foreclosed assets held for sale were $91 million as at January 31, 2019 (October 31, 2018 – $81 million), and were recorded in Other assets on the Interim Consolidated Balance Sheet.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 66  


LOANS PAST DUE BUT NOT IMPAIRED

A loan is classified as past due when a borrower has failed to make a payment by the contractual due date. The following table summarizes loans that are contractually past due but not impaired as at January 31, 2019 and October 31, 2018.

 

Loans Past Due but not Impaired 1,2

                                                                       

(millions of Canadian dollars)

     As at
     January 31, 2019      October 31, 2018
      

1-30

days


 

    
31-60
days
 
    
61-89
days
 
     Total     
1-30
days

    
31-60
days
 
    
61-89
days
 
     Total

Residential mortgages

   $ 1,489    $ 332    $ 127    $ 1,948    $ 1,471    $ 358    $ 101    $ 1,930

Consumer instalment and other personal

     5,815      812      264      6,891      5,988      811      241      7,040

Credit card

     1,348      341      218      1,907      1,403      340      213      1,956

Business and government

     1,438      726      65      2,229      1,314      444      28      1,786

Total

   $     10,090    $     2,211    $     674    $     12,975    $     10,176    $     1,953    $     583    $     12,712

 

1  

Includes loans that are measured at FVOCI.

2  

Balances as at January 31, 2019 and October 31, 2018 exclude all acquired credit-impaired loans.

 

NOTE 7:  INVESTMENT IN ASSOCIATES AND JOINT VENTURES

INVESTMENT IN TD AMERITRADE HOLDING CORPORATION

The Bank has significant influence over TD Ameritrade Holding Corporation (TD Ameritrade) and accounts for its investment in TD Ameritrade using the equity method. The Bank's equity share in TD Ameritrade's earnings, excluding dividends, is reported on a one-month lag basis. The Bank takes into account changes in the subsequent period that would significantly affect the results.

As at January 31, 2019, the Bank's reported investment in TD Ameritrade was 41.75% (October 31, 2018 – 41.61%) of the outstanding shares of TD Ameritrade with a fair value of $17 billion (US$13 billion) (October 31, 2018 – $16 billion (US$12 billion)) based on the closing price of US$55.95 (October 31, 2018 – US$51.72) on the New York Stock Exchange.

During the three months ended January 31, 2019, TD Ameritrade repurchased 2.6 million shares (for the year ended October 31, 2018 – 5.5 million shares). Pursuant to the Stockholders Agreement in relation to the Bank's equity investment in TD Ameritrade, if stock repurchases by TD Ameritrade cause the Bank's ownership percentage to exceed 45%, the Bank is required to use reasonable efforts to sell or dispose of such excess stock, subject to the Bank's commercial judgment as to the optimal timing, amount, and method of sales with a view to maximizing proceeds from such sales. However, in the event that stock repurchases by TD Ameritrade cause the Bank's ownership percentage to exceed 45%, the Bank has no absolute obligation to reduce its ownership percentage to 45%. In addition, stock repurchases by TD Ameritrade cannot result in the Bank's ownership percentage exceeding 47%.

Pursuant to the Stockholders Agreement in relation to the Bank's equity investment in TD Ameritrade, the Bank has the right to designate five of twelve members of TD Ameritrade's Board of Directors. The Bank's designated directors currently include the Bank's Group President and Chief Executive Officer and four independent directors of TD or TD's U.S. subsidiaries.

TD Ameritrade has no significant contingent liabilities to which the Bank is exposed. During the three months ended January 31, 2019 and January 31, 2018, TD Ameritrade did not experience any significant restrictions to transfer funds in the form of cash dividends, or repayment of loans or advances.

The condensed financial statements of TD Ameritrade, based on its consolidated financial statements, are included in the following tables.

 

Condensed Consolidated Balance Sheets 1     

(millions of Canadian dollars)

             As at
     
December 31
2018
 
    
September 30
2018
 

Assets

    

Receivables from brokers, dealers, and clearing organizations

  $ 1,837      $ 1,809

Receivables from clients, net

    25,542        29,773

Other assets, net

    21,488        17,811

Total assets

  $ 48,867      $ 49,393

Liabilities

    

Payable to brokers, dealers, and clearing organizations

  $ 3,019      $ 3,923

Payable to clients

    29,037        30,126

Other liabilities

    5,830        4,809

Total liabilities

    37,886        38,858

Stockholders ' equity 2

    10,981        10,535

Total liabilities and stockholders ' equity

  $ 48,867      $     49,393

 

1

Customers' securities are reported on a settlement date basis whereas the Bank reports customers' securities on a trade date basis.

2

The difference between the carrying value of the Bank's investment in TD Ameritrade and the Bank's share of TD Ameritrade's stockholders' equity is comprised of goodwill, other intangibles, and the cumulative translation adjustment.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 67  


Condensed Consolidated Statements of Income                 

(millions of Canadian dollars, except as noted)

    For the three months ended
     
December 31
2018
 
    
December 31
2017
 

Revenues

    

Net interest revenue

  $ 497      $ 351

Fee-based and other revenue

    1,506            1,247

Total revenues

    2,003        1,598

Operating expenses

    

Employee compensation and benefits

    419        528

Other

    532        643

Total operating expenses

    951        1,171

Other expense (income)

    24        42

Pre-tax income

    1,028        385

Provision for income taxes

    230        8

Net income 1,2

  $ 798      $ 377

Earnings per share – basic (Canadian dollars)

  $ 1.42      $ 0.66

Earnings per share – diluted (Canadian dollars)

    1.41        0.66

 

1

The Bank's equity share of net income of TD Ameritrade is based on the published consolidated financial statements of TD Ameritrade after converting into Canadian dollars and is subject to adjustments relating to the amortization of certain intangibles.

2

The Bank's equity share in TD Ameritrade earnings for the three months ended January 31, 2019 includes an adjustment of nil (net favourable adjustment of $41 million (US$32 million) for the three months ended January 31, 2018) primarily representing the Bank's share of TD Ameritrade's remeasurement of its deferred income tax balances as a result of the reduction in the U.S. federal corporate income tax rate.

 

NOTE 8:  SIGNIFICANT ACQUISITIONS AND DISPOSALS

Agreement for Air Canada Credit Card Loyalty Program

On January 10, 2019, the Bank's long-term loyalty program agreement (the "Loyalty Agreement") with Air Canada became effective in conjunction with Air Canada completing its acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the "Transaction"). 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. 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.

In connection with the Transaction, the Bank paid $622 million plus applicable sales tax to Air Canada, of which $547 million ($446 million after sales and income taxes) was recognized in Non-interest expenses – Other on the Interim Consolidated Statement of Income, and $75 million was recognized as an intangible asset which will be amortized over the Loyalty Agreement term. In addition, the Bank prepaid $308 million plus applicable sales tax for the future purchase of loyalty points over a ten-year period.

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 have been 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.

 

NOTE 9:  GOODWILL

Goodwill by Segment

         
(millions of Canadian dollars)    Canadian
Retail
    U.S. Retail 1     Wholesale
Banking
     Total  

Carrying amount of goodwill as at November 1, 2017

   $     2,303   $     13,693   $     160    $     16,156

Additions

     82              82

Foreign currency translation adjustments and other

     18     280          298

Carrying amount of goodwill as at October 31, 2018 2

     2,403     13,973     160      16,536

Additions

     433                    433  

Foreign currency translation adjustments and other

     (2     (26            (28

Carrying amount of goodwill as at January 31, 2019 2

   $ 2,834     $ 13,947     $ 160      $ 16,941  

 

1

Goodwill predominantly relates to U.S. personal and commercial banking.

2

Impairment losses for the three months ended January 31, 2019 were nil (three months ended January 31, 2018 – nil), and accumulated impairment as at January 31, 2019 was nil (October 31, 2018 – nil).

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 68  


NOTE 10:  OTHER ASSETS

Other Assets

(millions of Canadian dollars)            As at  
      January 31
2019
     October 31
2018
 

Accounts receivable and other items

   $ 9,130      $ 8,938  

Accrued interest

     2,398        2,343

Current income tax receivable

     2,325        1,614

Defined benefit asset

     9        113

Insurance-related assets, excluding investments

     1,601        1,638

Prepaid expenses

     1,285        950

Total

   $     16,748      $     15,596  

 

NOTE 11:  DEPOSITS

Demand deposits are those for which the Bank does not have the right to require notice prior to withdrawal. These deposits are in general chequing accounts.

Notice deposits are those for which the Bank can legally require notice prior to withdrawal. These deposits are in general savings accounts.

Term deposits are those payable on a fixed date of maturity purchased by customers to earn interest over a fixed period. The terms are from one day to ten years. The deposits are generally term deposits, guaranteed investment certificates, senior debt, and similar instruments. The aggregate amount of term deposits in denominations of $100,000 or more as at January 31, 2019, was $283 billion (October 31, 2018 – $293 billion).

Certain deposit liabilities are classified as Trading deposits on the Interim Consolidated Balance Sheet and accounted for at fair value with the change in fair value recognized on the Interim Consolidated Statement of Income.

Certain deposits have been designated at fair value through profit or loss on the Interim Consolidated Balance Sheet to reduce an accounting mismatch from related economic hedges. These deposits are accounted for at fair value with the change in fair value recognized on the Interim Consolidated Statement of Income, except for the amount of change in fair value attributable to changes in the Bank's own credit risk, which is recognized on the Interim Consolidated Statement of Comprehensive Income. Changes in fair value attributable to changes in the Bank's own credit risk are measured as the difference between: (i) the period-over-period change in the present value of the expected cash flows using an all-in discount curve reflecting the interest rate benchmark curve and the Bank's own credit risk; and (ii) the period-over-period change in the present value of the same expected cash flows using a discount curve based on the interest rate benchmark curve.

For deposits designated at fair value through profit or loss, the estimated amount that the Bank would be contractually required to pay at maturity, which is based on notional amounts, was $86 million less than its fair value as at January 31, 2019.

 

Deposits                                                                  
(millions of Canadian dollars)   As at  
    By Type         By Country        

January 31

2019

   

October 31

2018

 
     Demand     Notice     Term 1         Canada     United States     International         Total     Total  

Personal

  $ 13,627   $ 414,413   $ 55,092     $ 223,077   $ 260,021   $ 34     $ 483,132   $     477,644

Banks 2

    8,448     52     8,266       10,837     66     5,863       16,766     16,712

Business and government 3

    75,356     129,068     145,016       254,431     90,278     4,731       349,440     357,083

Trading 2

                82,559       38,170     28,270     16,119       82,559     114,704

Designated at fair value through profit or loss 2,4

                26,877         12,055     12,103     2,719         26,877      

Total

  $ 97,431   $ 543,533   $ 317,810       $ 538,570   $ 390,738   $ 29,466       $ 958,774   $ 966,143

Non-interest-bearing deposits included above

                   

In domestic offices

                  $ 41,914   $ 42,402

In foreign offices

                    51,852     54,488

Interest-bearing deposits included above

                   

In domestic offices

                    496,656     505,295

In foreign offices

                    367,809     362,890

U.S. federal funds deposited 2

                                                            543     1,068

Total 3,5

                                                          $ 958,774   $ 966,143

 

1  

Includes $635 million (October 31, 2018 – $53   million) of senior debt which is subject to the bank recapitalization "bail-in" regime. This regime provides certain statutory powers to the Canada Deposit Insurance Corporation (CDIC), including the ability to convert specified eligible shares and liabilities into common shares in the event that the Bank becomes non-viable.

2

Includes deposits and advances with the Federal Home Loan Bank.

3

As at January 31, 2019, includes $37 billion relating to covered bondholders (October 31, 2018 – $36 billion) and $2 billion (October 31, 2018 – $2 billion) due to TD Capital Trust lV.

4

Financial liabilities designated at fair value through profit or loss on the Interim Consolidated Balance Sheet consist of deposits designated at fair value through profit or loss and $8 million (October 31, 2018 – $16 million) of loan commitments and financial guarantees designated at fair value through profit or loss.

5  

As at January 31, 2019, includes deposits of $540 billion (October 31, 2018 – $548 billion) denominated in U.S. dollars and $55 billion (October 31, 2018 – $55 billion) denominated in other foreign currencies.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 69  


NOTE 12:  OTHER LIABILITIES

 

Other Liabilities 1  

                 

(millions of Canadian dollars)

     As at
      

January 31

2019

 

    
October 31
2018
 

Accounts payable, accrued expenses, and other items

   $ 4,717    $ 4,958

Accrued interest

     1,262      1,283

Accrued salaries and employee benefits

     2,163      3,344

Cheques and other items in transit

     1,580      454

Current income tax payable

     37      84

Deferred tax liabilities

     187      175

Defined benefit liability

     2,062      1,747

Liabilities related to structured entities

     6,368      5,627

Provisions

     1,515      1,502

Total

   $ 19,891    $ 19,174

 

1  

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

 

NOTE 13:   EQUITY

The following table summarizes the shares issued and outstanding, and treasury shares held as at January 31, 2019 and October 31, 2018.

 

Common and Preferred Shares Issued and Outstanding and Treasury Shares Held

 

               

(millions of shares and millions of Canadian dollars)

    January 31, 2019     October 31, 2018
     
Number
of shares
 
    Amount      
Number
of shares
 
    Amount

Common Shares

       

Balance as at beginning of year

    1,830.4   $ 21,221     1,842.5   $ 20,931

Proceeds from shares issued on exercise of stock options

    0.5     28     2.9     152

Shares issued as a result of dividend reinvestment plan

    1.4     99     5.0     366

Shares issued in connection with acquisitions 1  

    5.0     366            

Purchase of shares for cancellation

    (4.5     (53     (20.0     (228

Balance as at end of period – common shares

    1,832.8   $ 21,661     1,830.4   $     21,221

Preferred Shares – Class A

       

Balance as at beginning of year

    200.0   $ 5,000     190.0   $ 4,750

Shares issued 2

    14.0     350     30.0     750

Shares redeemed

                (20.0 )     (500

Balance as at end of period – preferred shares

    214.0   $ 5,350     200.0   $ 5,000

Treasury shares – common

       

Balance as at beginning of year

    2.1   $ (144     2.9   $ (176

Purchase of shares

    33.0     (2,343     110.6     (8,295

Sale of shares

    (33.1     2,348     (111.4     8,327

Balance as at end of period – treasury shares – common

    2.0   $ (139     2.1   $ (144

Treasury shares – preferred

       

Balance as at beginning of year

    0.3   $ (7     0.3   $ (7

Purchase of shares

    1.5     (33     5.2     (129

Sale of shares

    (1.7     37     (5.2     129

Balance as at end of period – treasury shares – preferred

    0.1   $ (3     0.3   $ (7

 

1  

Includes 4.7 million shares issued for $342 million that form part of the consideration paid for Greystone, as well as 0.3 million shares issued for $24 million as share-based compensation to replace share-based payment awards of Greystone. Refer to Note 8 for a discussion on the acquisition of Greystone.

2

Non-Cumulative 5-Year Rate Reset Preferred Shares (non-viability contingent capital (NVCC)), Series 22 (the "Series 22 Shares") issued by the Bank on January 28, 2019, at a price of $25 per share, with quarterly non-cumulative cash dividends on these shares, if declared, payable at a per annum rate of 5.20% for the initial period ending April 30, 2024. Thereafter, the dividend rate will reset every five years equal to the then five-year Government of Canada bond yield plus 3.27%. Holders of these shares will have the right to convert their shares into non-cumulative NVCC Floating Rate Preferred Shares, Series 23, subject to certain conditions, on April 30, 2024, and on April 30 every five years thereafter. Holders of the Series 23 Shares will be entitled to receive quarterly floating rate dividends, if declared, at a rate equal to the three-month Government of Canada Treasury Bill yield plus 3.27%. The Series 22 Shares are redeemable by the Bank, subject to regulatory consent, at $25 per share on April 30, 2024, and on April 30 every five years thereafter.

3

When the Bank purchases its own shares as part of its trading business, they are classified as treasury shares and the cost of these shares is recorded as a reduction in equity.

Normal Course Issuer Bid

On December 10, 2018, the Bank announced that the Toronto Stock Exchange (TSX) and OSFI approved the Bank's amended normal course issuer bid (NCIB) to repurchase for cancellation up to an additional 20 million of the Bank's common shares. During the three months ended January 31, 2019, the Bank repurchased 4.5 million common shares under its NCIB at an average price of $69.63 per share for a total amount of $313 million.

On April 19, 2018, the Bank announced that the TSX and OSFI approved the Bank's previously announced NCIB to repurchase for cancellation up to 20 million of the Bank's common shares. During the year ended October 31, 2018, the Bank repurchased 20 million common shares under its NCIB at an average price of $75.07 per share for a total amount of $1.5 billion.

Non-Controlling Interests in Subsidiaries

Redemption of TD CaTS III Securities

On December 31, 2018, TD Capital Trust III, a subsidiary of the Bank, redeemed all of the outstanding TD Capital Trust III Securities – Series 2008 (TD CaTS III) at a price of $1 billion plus the unpaid distribution payable on the redemption date. TD CaTS III were included in Non-controlling interests in subsidiaries on the Interim Consolidated Balance Sheet.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 70  


NOTE 14:  SHARE-BASED COMPENSATION

For the three months ended January 31, 2019, the Bank recognized compensation expense for stock option awards of $3.3 million (three months ended January 31, 2018 – $3.1 million). For the three months ended January 31, 2019, 2.2 million (three months ended January 31, 2018 – 1.9 million) options were granted by the Bank at a weighted-average fair value of $5.64 per option (January 31, 2018 – $6.28 per option).

The following table summarizes the assumptions used for estimating the fair value of options for the three months ended January 31.

 

Assumptions Used for Estimating the Fair Value of Options        
(in Canadian dollars, except as noted)    For the three months ended  
    

January 31

2019

   

January 31

2018

 

Risk-free interest rate

     2.03  %      1.71 

Expected option life

     6.3 years       6.3 years  

Expected volatility

     12.64  %      13.91 

Expected dividend yield

     3.48  %      3.50 

Exercise price/share price

   $     69.39     $ 72.64

 

1  

Expected volatility is calculated based on the average daily volatility measured over a historical period corresponding to the expected option life.

 

NOTE 15:  EMPLOYEE BENEFITS

The following table summarizes expenses for the Bank's principal pension and non-pension post-retirement benefit plans and the Bank's significant other pension and retirement plans, for the three months ended January 31.

 

Employee Benefit Plans ' Expenses

                                                    

(millions of Canadian dollars)

    
Principal pension
plans
 
 
    

Principal  non-pension
post-retirement
benefit plan
 
 
 
    
Other pension and
retirement plans 1
 
 
     For the three months ended  
      

Jan. 31

2019


   

Jan. 31

2018

 

 

    

Jan. 31

2019

 

 

    

Jan. 31

2018


    

Jan. 31

2019

 

 

    

Jan. 31

2018

 

 

Net employee benefits expense

                

Service cost – benefits earned

   $ 81   $ 102    $ 4    $ 4    $ 2    $ 3

Net interest cost on net defined benefit liability

     (3     2      5      4      8      7

Past service cost (credit)

                                   (3

Defined benefit administrative expenses

     3     2                  2      1

Total expense

   $ 81     $ 106    $ 9      $ 8    $ 12      $ 8

 

1  

Includes Canada Trust (CT) defined benefit pension plan, TD Banknorth defined benefit pension plan, TD Auto Finance retirement plans, and supplemental employee retirement plans. Other employee benefit plans operated by the Bank and certain of its subsidiaries are not considered material for disclosure purposes. The TD Banknorth defined benefit pension plan was frozen as of December 31, 2008, and no service credits can be earned after that date. Certain TD Auto Finance defined benefit pension plans were frozen as of April 1, 2012, and no service credits can be earned after March 31, 2012.

CASH FLOWS

The following table summarizes the Bank's contributions to its principal pension and non-pension post-retirement benefit plans and the Bank's significant other pension and retirement plans during the three months ended January 31.

 

Plan Contributions                
(millions of Canadian dollars)    For the three months ended  
     

January 31

2019

    

January 31

2018

 

Principal pension plans

   $ 83    $ 119

Principal non-pension post-retirement benefit plan

     4      3

Other pension and retirement plans

     9      9

Total

   $ 96      $     131

 

1

Includes CT defined benefit pension plan, TD Banknorth defined benefit pension plan, TD Auto Finance retirement plans, and supplemental employee retirement plans. Other employee benefit plans operated by the Bank and certain of its subsidiaries are not considered material for disclosure purposes.

As at January 31, 2019, the Bank expects to contribute an additional $281 million to its principal pension plans, $13 million to its principal non-pension post-retirement benefit plan, and $33 million to its other pension and retirement plans by the end of the fiscal year. However, future contribution amounts may change upon the Bank's review of current contribution levels during fiscal 2019.

 

NOTE 16:  INCOME TAXES

The Canada Revenue Agency (CRA) and Alberta are denying certain dividend deductions claimed by the Bank. To date, the Bank has been reassessed for approximately $553 million of income tax and interest for the years 2011 to 2013. The Bank expects the CRA and Alberta to reassess the subsequent years on the same basis and that Québec will also reassess all open years. The Bank is of the view that its tax filing positions were appropriate and intends to challenge all reassessments.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 71  


NOTE 17:  EARNINGS PER SHARE

Basic earnings per share is calculated by dividing net income attributable to common shareholders by the weighted-average number of common shares outstanding for the period.

Diluted earnings per share is calculated using the same method as basic earnings per share except that certain adjustments are made to net income attributable to common shareholders and the weighted-average number of shares outstanding for the effects of all dilutive potential common shares that are assumed to be issued by the Bank.

The following table presents the Bank's basic and diluted earnings per share for the three months ended January 31.

 

Basic and Diluted Earnings Per Share

                 

(millions of Canadian dollars, except as noted)

     For the three months ended  
      
January 31
2019
 
    
January 31
2018
 

Basic earnings per share

     

Net income attributable to common shareholders

   $ 2,332    $ 2,283

Weighted-average number of common shares outstanding (millions)

     1,833.1      1,841.7

Basic earnings per share (Canadian dollars)

   $ 1.27      $ 1.24

Diluted earnings per share

     

Net income attributable to common shareholders

   $ 2,332    $ 2,283

Net income available to common shareholders including impact of dilutive securities

     2,332      2,283

Weighted-average number of common shares outstanding (millions)

     1,833.1      1,841.7

Effect of dilutive securities

     

Stock options potentially exercisable (millions) 1

     3.1        4.5

Weighted-average number of common shares outstanding – diluted (millions)

     1,836.2          1,846.2

Diluted earnings per share (Canadian dollars) 1

   $ 1.27      $ 1.24

 

1

For the three months ended January 31, 2019, the computation of diluted earnings per share excluded average options outstanding of 1.8 million with a weighted-average exercise price of $72.64, as the option price was greater than the average market price of the Bank's common shares. For the three months ended January 31, 2018, no outstanding options were excluded from the computation of diluted earnings per share.

 

NOTE 18:  CONTINGENT LIABILITIES

Other than as described below, there have been no new significant events or transactions as previously identified in Note 27 of the Bank's 2018 Annual Consolidated Financial Statements.

LITIGATION

In the ordinary course of business, the Bank and its subsidiaries are involved in various legal and regulatory actions. The Bank establishes legal provisions when it becomes probable that the Bank will incur a loss and the amount can be reliably estimated. The Bank also estimates the aggregate range of reasonably possible losses (RPL) in its legal and regulatory actions (that is, those which are neither probable nor remote), in excess of provisions. As at January 31, 2019, the Bank's RPL is from zero to approximately $793 million (October 31, 2018 – from zero to approximately $763 million). The Bank's provisions and RPL represent the Bank's best estimates based upon currently available information for actions for which estimates can be made, but there are a number of factors that could cause the Bank's provisions and/or RPL to be significantly different from its actual or reasonably possible losses. For example, the Bank's estimates involve significant judgment due to the varying stages of the proceedings, the existence of multiple defendants in many proceedings whose share of liability has yet to be determined, the numerous yet-unresolved issues in many of the proceedings, some of which are beyond the Bank's control and/or involve novel legal theories and interpretations, the attendant uncertainty of the various potential outcomes of such proceedings, and the fact that the underlying matters will change from time to time. In addition, some actions seek very large or indeterminable damages.

In management's opinion, based on its current knowledge and after consultation with counsel, the ultimate disposition of these actions, individually or in the aggregate, will not have a material adverse effect on the consolidated financial condition or the consolidated cash flows of the Bank. However, because of the factors listed above, as well as other uncertainties inherent in litigation and regulatory matters, there is a possibility that the ultimate resolution of legal or regulatory actions may be material to the Bank's consolidated results of operations for any particular reporting period.

Stanford Litigation – On November 21, 2017, the class plaintiffs filed a Rule 23(f) petition seeking permission to appeal the District Court's denial of class certification to the United States Court of Appeals for the Fifth Circuit. The Fifth Circuit denied the class plaintiffs' petition on April 20, 2018. Discovery in the Official Stanford Investors Committee’s case against the bank defendants is ongoing.

Overdraft Litigation – On February 1, 2019, the parties filed a Joint Notice of Settlement of all claims consolidated in MDL 2613 on a class-wide basis. Settlement is conditional on the parties reaching agreement on all material terms of a written agreement and court approval. In response to the Notice of Settlement, on February 4, 2019, the Court issued an order suspending all deadlines.

Credit Card Fees – The trial of the British Columbia action is scheduled to proceed in October 2020.

Consumer Class  Actions – The Bank, along with several other Canadian financial institutions, is a defendant in a number of matters brought by consumers alleging provincial and/or national class claims in connection with various fees, interest rate calculations, and credit decisions. The cases are in various stages of maturity. In one matter, the Bank is the sole defendant and a trial date has been scheduled for November 2020.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 72  


NOTE 19:  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, 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.

Refer to Note 29 of the Bank's 2018 Annual Consolidated Financial Statements for additional segment disclosures.

The following table summarizes the segment results for the three months ended January 31.

 

Results by Business Segment 1 ,2                                                              
(millions of Canadian
dollars)
   Canadian Retail      U.S. Retail      Wholesale Banking 3     Corporate 3     Total  
                      For the three months ended  
      Jan. 31
2019
     Jan. 31
2018
     Jan. 31
2019
     Jan. 31
2018
     Jan. 31
2019
    Jan. 31
2018
    Jan. 31
2019
    Jan. 31
2018
    Jan. 31
2019
     Jan. 31
2018
 

Net interest income (loss)

   $ 3,044    $ 2,825    $ 2,247    $ 1,940    $     173   $ 329   $     396   $ 336   $     5,860    $ 5,430

Non-interest income (loss)

     2,944      2,725      701      703      409     561     84     (44     4,138      3,945

Total revenue 4

     5,988      5,550      2,948        2,643      582       890     480       292     9,998        9,375

Provision for (recovery of) credit losses

     310        270      306        247      7       (7     227       183     850        693

Insurance claims and related expenses

     702        575                                      702        575

Non-interest expenses

     3,084        2,311      1,611        1,447      602       526     558       577     5,855        4,861

Income (loss) before income taxes

     1,892        2,394      1,031        949      (27     371     (305     (468     2,591        3,246

Provision for (recovery of) income taxes

     513        637      102        103      (10     93     (102     207     503        1,040

Equity in net income of an investment in TD Ameritrade

                 311        106                11       41     322        147

Net income (loss)

   $     1,379    $ 1,757    $     1,240      $ 952    $ (17   $ 278   $ (192   $ (634   $ 2,410      $ 2,353
                         

Total assets

   $ 434,994      $     409,161    $ 415,611      $     382,532    $ 407,624     $     410,583   $ 64,277     $     59,040   $ 1,322,506      $     1,261,316

 

1

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

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 taxable equivalent basis (TEB). The TEB adjustment reflected in Wholesale Banking is reversed in the Corporate segment.

4

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

 

NOTE 20:  INTEREST INCOME AND EXPENSE

The following table presents interest income and interest expense by basis of accounting measurement. Please refer to Note 2 of the 2018 Annual Consolidated Financial Statements for the type of instruments measured at amortized cost and FVOCI.

 

(millions of Canadian dollars)            For the three months ended    
     January 31, 2019      January 31, 2018  
      Interest income      Interest expense        Interest income      Interest expense  

Measured at amortized cost

   $ 7,380    $ 2,928      $ 6,059      $ 1,950    

Measured at FVOCI

     1,305             1,042       
     8,685      2,928        7,101      1,950    

Not measured at amortized cost or FVOCI 1

     1,859      1,756        1,207      928  

Total

   $ 10,544    $ 4,684      $ 8,308      $ 2,878  

 

1  

Includes interest income, interest expense, and dividend income for financial instruments that are measured or designated at fair value through profit or loss and equities designated at FVOCI.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 73  


NOTE 21:  REGULATORY CAPITAL

The Bank manages its capital under guidelines established by OSFI. The regulatory capital guidelines measure capital in relation to credit, market, and operational risks. The Bank has various capital policies, procedures, and controls which it utilizes to achieve its goals and objectives.

During the three months ended January 31, 2019, the Bank complied with the OSFI Basel III guidelines related to capital ratios and the leverage ratio. Effective January 1, 2016, OSFI's target Common Equity Tier 1 (CET1), Tier 1, and Total Capital ratios for Canadian banks designated as domestic systemically important banks (D-SIBs) includes a 1% common equity capital surcharge bringing the targets to 8%, 9.5%, and 11.5%, respectively. In addition, on June 25, 2018, OSFI provided greater transparency related to previously undisclosed Pillar 2 CET1 capital buffers through the introduction of the public Domestic Stability Buffer (DSB) which is held by D-SIBs against Pillar 2 risks. The current buffer is set at 1.5% of total risk-weighted assets (RWA) and must be met with CET1 Capital, effectively raising the CET1 target to 9.5%.

The following table summarizes the Bank's regulatory capital positions as at January 31, 2019 and October 31, 2018.

 

Regulatory Capital Position               
(millions of Canadian dollars, except as noted)           As at  
     

January 31

2019

   

October 31

2018

 

Capital

    

Common Equity Tier 1 Capital

   $ 52,668     $ 52,389

Tier 1 Capital

     59,396       59,735

Total Capital

     69,968       70,434

Risk-weighted assets used in the calculation of capital ratios 1

    

Common Equity Tier 1 Capital

   $ 439,324     $ 435,632

Tier 1 Capital

     439,324       435,780

Total Capital

     439,324       435,927

Capital and leverage ratios

    

Common Equity Tier 1 Capital ratio 1

     12.0     12.0 

Tier 1 Capital ratio 1

     13.5       13.7

Total Capital ratio 1

     15.9       16.2

Leverage ratio

     4.1       4.2

 

1  

In accordance with the final Capital Adequacy Requirements guideline, the Credit Valuation Adjustment (CVA) capital charge is being phased in until the first quarter of 2019. Each capital ratio has its own RWA measure due to the OSFI prescribed scalar for inclusion of the CVA. For fiscal 2018, the scalars for inclusion of CVA for CET1, Tier 1, and Total Capital RWA were 80%, 83%, and 86%, respectively. For fiscal 2019, the corresponding scalars are all 100%.

 

NOTE 22:  RISK MANAGEMENT

The risk management policies and procedures of the Bank are provided in the MD&A. The shaded sections of the "Managing Risk" section of the MD&A relating to market, liquidity, and insurance risks are an integral part of the Interim Consolidated Financial Statements.

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 74  


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.

Normal Course Issuer Bid

On December 10, 2018, the Bank announced that the TSX and OSFI approved the Bank’s amended Normal Course Issuer Bid (NCIB) to repurchase for cancellation up to an additional 20 million of the Bank’s common shares. Pursuant to the amended Notice of Intention filed with the TSX, the NCIB ends on April 12, 2019, such earlier date as the Bank may determine or such earlier date as the Bank may complete its purchases. A copy of the Notice may be obtained without charge by contacting TD Shareholder Relations by phone at 416-944-6367 or 1-866-756-8936 or by e-mail at tdshinfo@td.com .

General Information

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 February 28, 2019. The call will be audio webcast live through 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 first quarter, discussions of related disclosures, and will be 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_2019.jsp on February 28, 2019, by approximately 12 p.m. ET. A listen-only telephone line is available at 416-641-6150 or 1-866-696-5894 (toll free) and the passcode is 2727354.

The audio webcast and presentations will be archived at www.td.com/investor/qr_2019.jsp . Replay of the teleconference will be available from 3:30 p.m. ET on February 28, 2019, until 4:30 p.m. ET on March 28, 2019, by calling 905-694-9451 or 1-800-408-3053 (toll free). The passcode is 5187605.

Annual Meeting

Thursday, April 4, 2019

Design Exchange

Toronto, Ontario

 

TD BANK GROUP FIRST QUARTER 2019 REPORT TO SHAREHOLDERS     Page 75  

Exhibit 99.2

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 JANUARY 31, 2019

TD Bank Group ("TD" or the "Bank") dividend requirements on all its outstanding preferred shares in respect of the twelve months ended January 31, 2019 and adjusted to a before-tax equivalent using an effective tax rate of 20.1% for the twelve months ended January 31, 2019, amounted to $275 million for the twelve months ended January 31, 2019. 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 $831 million for the twelve months ended January 31, 2019. The Bank's reported net income, before interest on subordinated debt and liabilities for preferred shares and capital trust securities and income taxes was $13,462 million for the twelve months ended January 31, 2019, which was 16.2 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 January 31, 2019, was $14,340 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) and the "How We Performed – How the Bank Reports" section of the Bank's first quarter 2019 MD&A for a reconciliation between the Bank's reported and adjusted results.

Exhibit 99.3

 

RETURN ON ASSETS, DIVIDEND PAYOUTS, AND EQUITY TO ASSETS RATIOS 1,2

 

     For the three months ended     For the year ended  
      January 31,
2019
    October 31,
2018
   

October 31,

2018

 

Return on Assets – reported 3  

     0.68     0.86     0.86

Return on Assets – adjusted 4  

     0.84     0.89       0.92

Dividend Payout Ratio – reported 5  

     52.7     42.3       43.4

Dividend Payout Ratio – adjusted 6  

     42.7     41.1       40.3

Equity to Asset Ratio 7  

     5.9     5.8       5.9
1  

Calculated pursuant to the U.S. Securities and Exchange Commission Industry Guide 3.

2  

TD Bank Group ("TD" or the "Bank") financial results prepared in accordance with International Financial Reporting Standards (IFRS), the current generally accepted accounting principles (GAAP), are referred to as "reported" results. The Bank also utilizes non-GAAP financial measures referred to as "adjusted" results (reported results excluding "items of note", net of income taxes) to assess each of its businesses and measure overall Bank performance. Refer to the "How We Performed" section in the Bank's first quarter 2019 Report to Shareholders ( www.td.com/investor ) for further explanation, reported basis results, a list of the items of note, and a reconciliation of non-GAAP measures.

3  

Calculated as reported net income available to common shareholders and non-controlling interests (NCI) in subsidiaries divided by average total assets.

4

Calculated as adjusted net income available to common shareholders and NCI in subsidiaries divided by average total assets.

5  

Calculated as dividends declared per common share divided by reported basic earnings per share.

6  

Calculated as dividends declared per common share divided by adjusted basic earnings per share.

7  

Calculated as average total equity (including NCI in subsidiaries) divided by average total assets.

Exhibit 99.4

 

 

LOGO

 

  

TD Bank Group Reports First Quarter 2019 Results

Earnings News Release Three months ended January 31, 2019

 

This quarterly Earnings News Release should be read in conjunction with the Bank's unaudited first quarter 2019 Report to Shareholders for the three months ended January 31, 2019, prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), which is available on our website at http://www.td.com/investor/ . This analysis is dated February 27, 2019. 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 Management's Discussion and Analysis (MD&A) for an explanation of reported and adjusted results.

FIRST QUARTER FINANCIAL HIGHLIGHTS, compared with the first quarter last year:

   

Reported diluted earnings per share were $1.27, compared with $1.24.

   

Adjusted diluted earnings per share were $1.57, compared with $1.56.

   

Reported net income was $2,410 million, compared with $2,353 million.

   

Adjusted net income was $2,953 million, compared with $2,946 million.

FIRST QUARTER ADJUSTMENTS (ITEMS OF NOTE)

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

   

Amortization of intangibles of $80 million ($67 million after-tax or 4 cents per share), compared with $85 million ($68 million after-tax or 4 cents per share) in the first quarter last year.

 
   

Charges related to the long-term loyalty agreement with Air Canada of $607 million ($446 million after-tax or 24 cents per share).

   

Charges associated with the acquisition of Greystone of $31 million ($30 million after-tax or 2 cents per share).

TORONTO, February  28, 2019 – TD Bank Group ("TD" or the "Bank") today announced its financial results for the first quarter ended January 31, 2019. First quarter reported earnings were $2.4 billion, up 2% on a reported basis and flat on an adjusted basis, compared with the same quarter last year.

"TD's Retail segments in both Canada and the U.S. had a strong start to the year, with continued revenue growth and solid earnings. However, market volatility and lower client activity impacted our Wholesale segment in the quarter," said Bharat Masrani, Group President and Chief Executive Officer, TD Bank Group. "TD's diversified business and geographic mix continues to serve us well and we are focused on the work ahead to advance our business strategy and innovate to build new capabilities to serve our over 25 million customers."

The Bank also announced a dividend increase of seven cents per common share for the quarter ending in April, an increase of 10%.

Canadian Retail

Reported net income for Canadian Retail was $1,379 million, down 22% from the first quarter last year. Adjusted net income, which excludes the Air Canada and Greystone charges above, was $1,855 million, an increase of 6% over the first quarter of 2018. Revenue growth was 8%, reflecting contributions across all businesses. The real estate secured lending business launched an industry-leading digital mortgage application and gained market share for the third quarter in a row. We solidified our position as Canada's leading credit card issuer with our agreement to become the primary credit card issuer for Air Canada's new loyalty program and became Canada's largest money manager with the acquisition of Greystone.

U.S. Retail

U.S. Retail reported net income was $1,240 million (US$935 million), an increase of 30% (25% in U.S. dollars) and up 21% (16% in U.S. dollars) on an adjusted basis, compared with the same quarter last year. TD Ameritrade contributed $311 million (US$235 million) to the segment this quarter compared to $106 million in the same quarter last year.

The U.S. Retail Bank, which excludes the Bank's investment in TD Ameritrade, reported net income of $929 million (US$700 million), up 10% (5% in U.S. dollars) on a reported basis and 9% (4% in U.S. dollars) on an adjusted basis, from the same period last year. Earnings reflect loan and deposit volume growth, and higher margins. The U.S. Retail Bank remains focused on providing legendary customer service and making it easier for customers to bank with us with the roll-out of new customer capabilities such as Mobile Bill Pay and eSignature.

Wholesale

Wholesale Banking reported a net loss for the quarter of $17 million, compared to net earnings of $278 million in the first quarter last year, reflecting lower trading-related revenue and origination activity, and higher expenses. Revenue was down 35% from the same period last year, impacted by challenging market conditions and reduced client activity. Non-interest expenses were up 14%, from the same quarter last year due to continued investment in the global expansion of our U.S. dollar business and the benefit of a revaluation of certain liabilities for post-retirement benefits in the prior year, which was partially offset by lower variable compensation accrual in the current quarter.

Capital

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

Innovation

"New digital capabilities are deepening our customer relationships, allowing us to offer more personalized and connected experiences to our growing North American customer base," continued Masrani. "We are particularly excited by the launch of TD Clari, an artificial intelligence powered chatbot that allows our customers to engage with us in truly differentiated ways."

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 1  


Conclusion

"We're continuing to invest in our business, colleagues, and brand, and the dividend increase announced today further reinforces the confidence we have in our proven business model," concluded Masrani. "We continue to face many of the same challenges and opportunities that we identified at the end of 2018. Subject to these, and assuming the improvements in market conditions we are now seeing are sustained, we expect our full-year performance to be closer to the low end of our 7-10 per cent medium-term target for adjusted EPS growth."

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 key priorities, including the successful completion of acquisitions and dispositions, business retention plans, and strategic plans and 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, including through internet and mobile banking and non-traditional 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 discussed under the headings "Significant Events" and "Significant 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 FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 2  


TABLE 1:  FINANCIAL HIGHLIGHTS 1

 

(millions of Canadian dollars, except as noted)

     As at or for the three months ended
      

January 31

2019


   

October 31

2018


   

January 31

2018


Results of operations

      

Total revenue

   $ 9,998   $ 10,136   $ 9,375

Provision for credit losses

     850     670     693

Insurance claims and related expenses

     702     684     575

Non-interest expenses – reported

     5,855     5,366     4,861

Non-interest expenses – adjusted 2

     5,161     5,313     4,793

Net income – reported

     2,410     2,960     2,353

Net income – adjusted 2

     2,953     3,048     2,946

Financial position (billions of Canadian dollars)

      

Total loans net of allowance for loan losses

   $ 648.5   $ 646.4   $ 607.1

Total assets

         1,322.5         1,334.9         1,261.3

Total deposits

     849.3     851.4     813.4

Total equity

     81.7     80.0     73.2

Total Common Equity Tier 1 Capital risk-weighted assets 3

     439.3     435.6     441.3

Financial ratios

      

Return on common equity – reported

     12.2  %      15.8  %      13.2  % 

Return on common equity – adjusted 4

     15.0     16.3     16.6

Return on tangible common equity 4

     17.5     22.7     19.4

Return on tangible common equity – adjusted 4

     21.0     22.9     23.7

Efficiency ratio – reported

     58.6     52.9     51.9

Efficiency ratio – adjusted 2

     51.6     52.4     50.6

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

     0.50     0.41     0.45

Common share information – reported (Canadian dollars)

      

Per share earnings

      

Basic

   $ 1.27   $ 1.58   $ 1.24

Diluted

     1.27     1.58     1.24

Dividends per share

     0.67     0.67     0.60

Book value per share

     41.69     40.50     36.58

Closing share price 6

     74.00     73.03     74.82

Shares outstanding (millions)

      

Average basic

     1,833.1     1,826.5     1,841.7

Average diluted

     1,836.2     1,830.5     1,846.2

End of period

     1,830.8     1,828.3     1,843.7

Market capitalization (billions of Canadian dollars)

   $ 135.5   $ 133.5   $ 137.9

Dividend yield 7

     3.8  %      3.5  %      3.3  % 

Dividend payout ratio

     52.6     42.3     48.3

Price-earnings ratio

     12.3     12.2     13.8

Total shareholder return (1 year) 8

     2.6     3.1     14.9

Common share information – adjusted (Canadian dollars) 2

      

Per share earnings

      

Basic

   $ 1.57   $ 1.63   $ 1.56

Diluted

     1.57     1.63     1.56

Dividend payout ratio

     42.7  %      41.1  %      38.3  % 

Price-earnings ratio

     11.4     11.3     13.0

Capital ratios

      

Common Equity Tier 1 Capital ratio 3  

     12.0  %      12.0  %      10.6  % 

Tier 1 Capital ratio 3

     13.5     13.7     12.1

Total Capital ratio 3

     15.9     16.2     14.2

Leverage ratio

     4.1     4.2     4.0

 

1  

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

2  

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.

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 2019, the scalars for inclusion of CVA for Common Equity Tier 1 (CET1), Tier 1, and Total Capital RWA are all 100%. For fiscal 2018, the scalars for inclusion were 80%, 83%, and 86%, respectively. Prior to the second quarter of 2018, as the Bank was constrained by the Basel I regulatory floor, 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

Metrics are non-GAAP financial measures. Refer to the "Return on Common Equity" and "Return on Tangible Common Equity" sections of this document for an explanation.

5

Excludes acquired credit-impaired (ACI) loans.

6

Toronto Stock Exchange (TSX) closing market price.

7

Dividend yield is calculated as the annualized dividend per common share paid divided by 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 year-to-date – by annualizing the year-to-date dividend per common share paid.

8

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

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 3  


 

HOW WE PERFORMED

How the Bank Reports

The Bank prepares its Interim 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 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 Interim 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.

 

TABLE 2:  OPERATING RESULTS – Reported 1

 

(millions of Canadian dollars)

     For the three months ended
      

January 31

2019

 

    

October 31

2018

 

    

January 31

2018

 

Net interest income

   $ 5,860    $ 5,756    $ 5,430

Non-interest income

     4,138      4,380      3,945

Total revenue

     9,998      10,136      9,375

Provision for credit losses

     850      670      693

Insurance claims and related expenses

     702      684      575

Non-interest expenses

     5,855      5,366      4,861

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

     2,591      3,416      3,246

Provision for income taxes

     503      691      1,040

Equity in net income of an investment in TD Ameritrade

     322      235      147

Net income – reported

     2,410      2,960      2,353

Preferred dividends

     60      51      52

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

   $ 2,350    $ 2,909    $ 2,301

Attributable to:

        

Common shareholders

   $ 2,332    $ 2,891    $ 2,283

Non-controlling interests

     18      18      18

 

1  

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

 

TD BANK GROUP FIRST QUARTER 2019 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 1

 

(millions of Canadian dollars)

     For the three months ended    
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 
 

Operating results – adjusted

      

Net interest income

   $ 5,860   $ 5,756   $ 5,430    

Non-interest income 2

     4,138     4,380     4,034    

Total revenue

     9,998     10,136     9,464    

Provision for credit losses

     850     670     693    

Insurance claims and related expenses

     702     684     575    

Non-interest expenses 3

     5,161     5,313     4,793    

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

     3,285     3,469     3,403    

Provision for income taxes

     678     704     653    

Equity in net income of an investment in TD Ameritrade 4

     346     283     196    

Net income – adjusted

     2,953     3,048     2,946    

Preferred dividends

     60     51     52    

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

     2,893     2,997     2,894    

Attributable to:

      

Non-controlling interests in subsidiaries, net of income taxes

     18     18     18    

Net income available to common shareholders – adjusted

     2,875     2,979     2,876    

Pre-tax adjustments of items of note

      

Amortization of intangibles 5  

     (80     (76     (85 )  

Charges related to the long-term loyalty agreement with Air Canada 6  

     (607            

Charges associated with the acquisition of Greystone 7

     (31            

Charges associated with the Scottrade transaction 8

           (25     (73 )  

Impact from U.S. tax reform 9

                 (48 )  

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

      

Amortization of intangibles 10

     (13     (13     (17 )  

Charges related to the long-term loyalty agreement with Air Canada

     (161            

Charges associated with the acquisition of Greystone

     (1            

Charges associated with the Scottrade transaction

                 (1 )  

Impact from U.S. tax reform 9

                 405    

Total adjustments for items of note

     (543     (88     (593 )  

Net income available to common shareholders – reported

   $ 2,332   $ 2,891   $ 2,283    

 

1  

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

2  

Adjusted Non-interest income excludes the following item of note: Adjustment to the carrying balances of certain tax credit-related investments, as explained in footnote 9 – first quarter 2018 – $(89) million. This amount was reported in the Corporate segment.

3  

Adjusted Non-interest expenses exclude the following items of note: Amortization of intangibles, as explained in footnote 5 – first quarter 2019 – $56 million, fourth quarter 2018 – $53 million, first quarter 2018 – $63 million; these amounts were reported in the Corporate segment. Charges related to the long-term loyalty agreement with Air Canada, as explained in footnote 6 – first quarter 2019 – $607 million; this amount was reported in the Canadian Retail segment. Charges associated with the acquisition of Greystone, as explained in footnote 7 – first quarter 2019 – $31 million; this amount was reported in the Canadian Retail segment. Charges associated with Scottrade transaction, as explained in footnote 8 – first quarter 2018 – $5 million; this amount was reported in the U.S. Retail segment.

4  

Adjusted Equity in net income of an investment in TD Ameritrade excludes the following items of note: Amortization of intangibles, as explained in footnote 5 – first quarter 2019  – $24 million, fourth quarter 2018 – $23 million, first quarter 2018  – $22 million; and the Bank's share of TD Ameritrade's deferred tax balances adjustment, as explained in footnote 9 – first quarter 2018 – $(41) million. The earnings impact of both of these items was reported in the Corporate segment. The Bank's share of charges associated with TD Ameritrade's acquisition of Scottrade Financial Services Inc. ("Scottrade"), as explained in footnote 8 – fourth quarter 2018 – $25 million, and first quarter 2018 – $68 million. This item was reported in the U.S. Retail segment.

5

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.

6

On January 10, 2019, the Bank's long-term loyalty program agreement with Air Canada became effective in conjunction with Air Canada completing its acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the "Transaction"). In connection with the Transaction, the Bank recognized an expense of $607 million ($446 million after-tax) in the Canadian Retail segment.

7

On November 1, 2018, the Bank acquired Greystone Capital Management Inc., the parent company of Greystone Managed Investments Inc. ("Greystone"). The Bank incurred acquisition related charges including compensation to employee shareholders issued in common shares in respect of the purchase price, direct transaction costs, and certain other acquisition related costs. These amounts have been recorded as an adjustment to net income and were reported in the Canadian Retail segment.

8

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 the 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 were reported in the U.S. Retail segment.

9

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the Tax Cuts and Jobs Act (the "U.S. Tax Act") resulted in a net charge to earnings 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 net $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 earnings impact was reported in the Corporate segment.

10

The amount reported for the three months ended January 31, 2018 excludes $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 FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 5  


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

 

(Canadian dollars)

     For the three months ended  
      
January 31
2019
 
    
October 31
2018
 
    
January 31
2018
 
   

Basic earnings per share – reported

   $ 1.27    $ 1.58    $ 1.24    

Adjustments for items of note 2

     0.30      0.05      0.32    

Basic earnings per share – adjusted

   $ 1.57    $ 1.63    $ 1.56    

Diluted earnings per share – reported

   $ 1.27    $ 1.58    $ 1.24    

Adjustments for items of note 2

     0.30      0.05      0.32    

Diluted earnings per share – adjusted

   $ 1.57    $ 1.63    $ 1.56    

 

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.

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. For fiscal 2019, the capital allocated to the business segments is based on 10% CET1 Capital. Capital allocated to the business segments was based on 9% for fiscal 2018.

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 as it 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 5:  RETURN ON COMMON EQUITY

 

(millions of Canadian dollars, except as noted)

     For the three months ended
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Average common equity

   $ 75,873   $ 72,461   $ 68,614

Net income available to common shareholders – reported

     2,332     2,891     2,283

Items of note, net of income taxes 1  

     543     88     593

Net income available to common shareholders – adjusted

     2,875     2,979     2,876

Return on common equity – reported

     12.2  %      15.8  %      13.2  % 

Return on common equity – adjusted

     15.0     16.3     16.6

 

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.

 

TABLE 6:  RETURN ON TANGIBLE COMMON EQUITY

 

(millions of Canadian dollars, except as noted)

     For the three months ended  
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Average common equity

   $ 75,873   $ 72,461   $ 68,614

Average goodwill

     17,021     16,390     15,902

Average imputed goodwill and intangibles on an investment in TD Ameritrade

     4,170     4,100     4,083

Average other acquired intangibles 1  

     676     597     757

Average related deferred tax liabilities

     (238     (219     (283

Average tangible common equity

     54,244     51,593     48,155

Net income available to common shareholders – reported

     2,332     2,891     2,283

Amortization of acquired intangibles, net of income taxes 2  

     67     63     68

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

     2,399     2,954     2,351

Other items of note, net of income taxes 2

     476     25     525

Net income available to common shareholders – adjusted

   $ 2,875   $ 2,979   $ 2,876

Return on tangible common equity

     17.5  %      22.7  %      19.4  % 

Return on tangible common equity – adjusted

     21.0     22.9     23.7
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.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 6  


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. Depreciation of the Canadian dollar had a favourable impact on U.S. Retail segment earnings for the three months ended January 31, 2019, compared with the same period last year, as shown in the following table.

 

TABLE 7:  IMPACT OF FOREIGN EXCHANGE RATE ON U.S. RETAIL SEGMENT TRANSLATED EARNINGS

 

(millions of Canadian dollars, except as noted)

    For the three months ended  
             

January 31, 2019 vs.
January 31, 2018

Increase (Decrease)

 
 

 

U.S. Retail Bank

   

Total revenue

    $ 145

Non-interest expenses

      79

Net income – after-tax

      46

Equity in net income on an investment in TD Ameritrade

      11

U.S. Retail segment decreased net income – after-tax

            57

Earnings per share (Canadian dollars)

   

Basic

    $ 0.03

Diluted

            0.03

On a trailing twelve-month basis, a one cent appreciation/depreciation in the U.S. dollar to Canadian dollar average exchange rate would have increased/decreased U.S. Retail segment net income by approximately $60 million.

SIGNIFICANT EVENTS IN 2019

Agreement for Air Canada Credit Card Loyalty Program

On January 10, 2019, the Bank's long-term loyalty program agreement (the "Loyalty Agreement") with Air Canada became effective in conjunction with Air Canada completing its acquisition of Aimia Canada Inc., which operates the Aeroplan loyalty business (the "Transaction"). 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. 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.

In connection with the Transaction, the Bank paid $622 million plus applicable sales tax to Air Canada, of which $547 million ($446 million after sales and income taxes) was recognized in non-interest expenses – other in the Canadian Retail segment, and $75 million was recognized as an intangible asset which will be amortized over the Loyalty Agreement term. In addition, the Bank prepaid $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 Transaction reduced the Bank's CET1 ratio by approximately 13 basis points (bps).

Acquisition of Greystone

On November 1, 2018, the Bank acquired 100% of the outstanding equity of 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 have been 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.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 7  


 

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 Bank's 2018 MD&A, and Note 29 Segmented Information of the Bank's Consolidated Financial Statements for the year ended October 31, 2018. For information concerning the Bank's measure of ROE, which is a non-GAAP financial measure, refer to the "How We Performed" section of this document.

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.

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 certain 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 $21 million, compared with $105 million in the first quarter last year and $28 million in the prior quarter.

 

TABLE 8:  CANADIAN RETAIL

 

(millions of Canadian dollars, except as noted)

     For the three months ended
      
January 31
2019
 
   
October 31
2018
 
   
January 31
2018
 

Net interest income

   $ 3,044   $ 3,022   $ 2,825

Non-interest income

     2,944     2,830     2,725

Total revenue

     5,988     5,852     5,550

Provision for credit losses – impaired

     264     245     237

Provision for credit losses – performing

     46     18     33

Total provision for credit losses

     310     263     270

Insurance claims and related expenses

     702     684     575

Non-interest expenses – reported

     3,084     2,530     2,311

Non-interest expenses – adjusted 1  

     2,446     2,530     2,311

Provision for (recovery of) income taxes – reported

     513     634     637

Provision for (recovery of) income taxes – adjusted 1  

     675     634     637

Net income – reported

     1,379     1,741     1,757

Net income – adjusted 1  

   $ 1,855   $ 1,741   $ 1,757

Selected volumes and ratios

      

Return on common equity – reported 2  

     31.6  %      45.1  %      47.2  % 

Return on common equity – adjusted 1,2

     42.5     45.1     47.2

Net interest margin (including on securitized assets)

     2.94     2.94     2.88

Efficiency ratio – reported

     51.5     43.2     41.6

Efficiency ratio – adjusted

     40.8     43.2     41.6

Assets under administration (billions of Canadian dollars)

   $ 396   $ 389   $ 397

Assets under management (billions of Canadian dollars)

     332     289     289

Number of Canadian retail branches

     1,099     1,098     1,129

Average number of full-time equivalent staff

     39,997     39,283     38,050

 

1  

Adjusted non-interest expenses excludes the following items of note: Charges related to the long-term loyalty agreement with Air Canada in the first quarter 2019 – $607 million ($446 million after-tax); and charges associated with the acquisition of Greystone in the first quarter 2019 – $31 million ($30 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.

2

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

Quarterly comparison – Q1 2019 vs. Q1 2018

Canadian Retail reported net income for the quarter was $1,379 million, a decrease of $378 million, or 22%, compared with the first quarter last year, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, higher other non-interest expenses, insurance claims, and PCL, partially offset by revenue growth. On an adjusted basis, net income for the quarter was $1,855 million, an increase of $98 million, or 6%. The reported and adjusted annualized ROE for the quarter was 31.6% and 42.5% respectively, compared with 47.2% in the first quarter last year.

Canadian Retail revenue is derived from Canadian personal and commercial banking, wealth, and insurance businesses. Revenue for the quarter was $5,988 million, an increase of $438 million, or 8%, compared with the first quarter last year.

Net interest income was $3,044 million, an increase of $219 million, or 8%, reflecting volume growth and higher margins. Average loan volumes increased $24 billion, or 6%, reflecting 5% growth in personal loans and 9% growth in business loans. Average deposit volumes increased $8 billion, or 3%, reflecting 3% growth in both personal and business deposits, partially offset by a 1% decrease in wealth deposits. Net interest margin was 2.94%, an increase of 6 bps, reflecting rising interest rates, partially offset by lower margins on loans and a refinement in treasury allocation methodology.

Non-interest income was $2,944 million, an increase of $219 million, or 8%, reflecting higher revenues from the insurance business, higher fee-based revenue in the banking businesses, and the acquisition of Greystone. The increase in non-interest income also includes $60 million related to higher fair value of investments supporting claims liabilities, which resulted in a similar increase to insurance claims.

Assets under administration (AUA) were $396 billion as at January 31, 2019, in line with the first quarter last year. Assets under management (AUM) were $332 billion as at January 31, 2019, an increase of $43 billion, or 15%, compared with the first quarter last year, reflecting the acquisition of Greystone, increases in market value, and new asset growth.

PCL was $310 million, an increase of $40 million, or 15%, compared with the first quarter last year. PCL – impaired for the quarter was $264 million, an increase of $27 million, or 11%, primarily in the personal lending portfolios, and a prior year change in methodology regarding the timing of loss recognition in the indirect auto portfolio. PCL – performing was $46 million, an increase of $13 million, reflecting volume growth, and credit migration in the commercial portfolio,

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 8  


partially offset by the impact of a change in macroeconomic assumptions in the prior year. Total PCL as an annualized percentage of credit volume was 0.29%, or an increase of 2 bps.

Insurance claims and related expenses for the quarter were $702 million, an increase of $127 million, or 22%, compared with the first quarter last year reflecting changes in the fair value of investments supporting claims liabilities, increases in reinsurance claims assumed, less favourable prior years' claims development and higher current year claims, partially offset by the impact of changes to actuarial assumptions in the life and health business.

Reported non-interest expenses for the quarter were $3,084 million, an increase of $773 million, or 33%, compared with the first quarter last year, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, higher spend on strategic initiatives, and additional employees supporting business growth. On an adjusted basis, non-interest expenses were $2,446 million, an increase of $135 million, or 6%.

The reported and adjusted efficiency ratio for the quarter was 51.5% and 40.8% respectively, compared with 41.6% in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

Canadian Retail reported net income for the quarter decreased $362 million, or 21%, compared with the prior quarter. The decrease in earnings reflects charges related to the agreement with Air Canada and the acquisition of Greystone, higher insurance claims and PCL, partially offset by revenue growth, and lower other non-interest expenses. On an adjusted basis, net income increased $114 million, or 7%. The reported and adjusted annualized ROE for the quarter was 31.6% and 42.5% respectively, compared with 45.1% in the prior quarter.

Revenue increased $136 million, or 2%, compared with the prior quarter. Net interest income increased $22 million, or 1%, reflecting volume growth. Average loan volumes increased $4 billion, or 1%, reflecting 1% growth in both personal and business loans. Average deposit volumes increased $3 billion, or 1%, reflecting 1% growth in both personal and wealth deposits, while business deposits were relatively consistent with the prior quarter. Net interest margin was 2.94%, consistent with the prior quarter, reflecting rising interest rates offset by lower margins on loans and a refinement in treasury allocation methodology.

Non-interest income increased $114 million, or 4%, reflecting higher revenues from the insurance business, higher fee-based revenue in the banking businesses, and the acquisition of Greystone. The increase in non-interest income also includes $69 million related to higher fair value of investments supporting claims liabilities, which resulted in a similar increase to insurance claims.

AUA increased $7 billion, or 2%, compared with the prior quarter, reflecting new asset growth, and increases in market value. AUM increased $43 billion, or 15%, reflecting the acquisition of Greystone, increases in market value, and new asset growth.

PCL increased $47 million, or 18%, compared with the prior quarter. PCL – impaired increased by $19 million, or 8%, primarily in the personal lending portfolios. PCL – performing increased $28 million due to credit migration in the personal lending and commercial portfolios. Total PCL as an annualized percentage of credit volume was 0.29%, or an increase of 4 bps.

Insurance claims and related expenses for the quarter increased $18 million, or 3%, compared with the prior quarter reflecting changes in the fair value of investments supporting claims liabilities and less favourable prior years' claims development, partially offset by lower current year claims, less severe weather-related events, and the impact of changes to actuarial assumptions in the life and health business.

Reported non-interest expenses increased $554 million, or 22%, compared with the prior quarter, reflecting charges related to the agreement with Air Canada and the acquisition of Greystone, and additional employees supporting business growth, partially offset by higher spend related to marketing and promotion in the prior quarter. On an adjusted basis, non-interest expenses decreased $84 million, or 3%.

The reported and adjusted efficiency ratio for the quarter was 51.5% and 40.8% respectively, compared with 43.2% in the prior quarter.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 9  


TABLE 9: U.S. RETAIL

 

(millions of dollars, except as noted)    For the three months ended  
Canadian Dollars    January 31
2019
    October 31
2018
    January 31
2018
 

Net interest income

   $ 2,247   $ 2,145   $ 1,940

Non-interest income 1

     701     713     703

Total revenue

     2,948     2,858     2,643

Provision for credit losses – impaired

     285     205     187

Provision for credit losses – performing

     21     39     60

Total provision for credit losses

     306     244     247

Non-interest expenses – reported

     1,611     1,637     1,447

Non-interest expenses – adjusted 2

     1,611     1,637     1,442

Provision for (recovery of) income taxes – reported 1

     102     91     103

Provision for (recovery of) income taxes – adjusted 1,2

     102     91     104

U.S. Retail Bank net income – reported

     929     886     846

U.S. Retail Bank net income – adjusted 2

     929     886     850

Equity in net income of an investment in TD Ameritrade – reported 1,3

     311     228     106

Equity in net income of an investment in TD Ameritrade – adjusted 1,4

     311     253     174

Net income – reported

     1,240     1,114     952

Net income – adjusted

   $ 1,240   $ 1,139   $ 1,024

U.S. Dollars

                        

Net interest income

   $ 1,688   $ 1,646   $ 1,533

Non-interest income 1  

     528     547     555

Total revenue – reported

     2,216     2,193     2,088

Provision for credit losses – impaired

     214     157     148

Provision for credit losses – performing

     16     30     47

Total provision for credit losses

     230     187     195

Non-interest expenses – reported

     1,209     1,256     1,144

Non-interest expenses – adjusted 2

     1,209     1,256     1,140

Provision for (recovery of) income taxes – reported 1

     77     70     80

Provision for (recovery of) income taxes – adjusted 1,2

     77     70     81

U.S. Retail Bank net income – reported

     700     680     669

U.S. Retail Bank net income – adjusted 2

     700     680     672

Equity in net income of an investment in TD Ameritrade – reported 1,3

     235     175     82

Equity in net income of an investment in TD Ameritrade – adjusted 1,4

     235     194     137

Net income – reported

     935     855     751

Net income – adjusted

   $ 935   $ 874   $ 809

Selected volumes and ratios

      

Return on common equity – reported 5

     12.6     12.8     11.2

Return on common equity – adjusted 2,4,5

     12.6     13.0     12.0

Net interest margin 6

     3.42     3.33     3.19

Efficiency ratio – reported

     54.6     57.3     54.8

Efficiency ratio – adjusted

     54.6     57.3     54.6

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

   $ 19   $ 19   $ 19

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

     46     52     65

Number of U.S. retail stores

     1,240     1,257     1,244

Average number of full-time equivalent staff

     26,864     27,015     26,168

 

1

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in an adjustment 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 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.

2

Adjusted U.S. Retail Bank net income excludes the following item of note: Charges associated with the Bank's acquisition of Scottrade Bank in the first quarter 2018 – $5 million ($4 million after-tax) or US$4 million (US$3 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.

3  

The after-tax amounts for amortization of intangibles relating to the Equity in net income of the investment in TD Ameritrade is recorded in the Corporate segment with other acquired intangibles.

4

Adjusted equity in net income of an investment in TD Ameritrade in the prior year excludes the following items of note: The Bank's share of charges associated with TD Ameritrade's acquisition of Scottrade in the fourth quarter 2018 – $25 million or US$19 million after-tax and first quarter 2018 – $68 million or US$55 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.

5  

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

6  

Net interest margin excludes the impact related to the TD Ameritrade insured deposit accounts (IDA) 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.

Quarterly comparison – Q1 2019 vs. Q1 2018

U.S. Retail reported net income for the quarter was $1,240 million (US$935 million), an increase of $288 million (US$184 million), or 30% (25% in U.S. dollars), compared with the first quarter last year. On an adjusted basis, net income for the quarter was $1,240 million (US$935 million), an increase of $216 million (US$126 million), or 21% (16% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.6%, compared with 11.2% and 12.0%, respectively, in the first 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 $929 million (US$700 million). Reported and adjusted net income for the quarter from the Bank's investment in TD Ameritrade was $311 million (US$235 million).

The reported contribution from TD Ameritrade of US$235 million, an increase of US$153 million, compared with the first quarter last year, primarily due to higher asset-based revenue and increased trading volumes. Adjusted contribution from TD Ameritrade increased US$98 million, or 72%.

U.S. Retail Bank reported net income of US$700 million for the quarter increased US$31 million, or 5%, due to higher revenue, partially offset by higher expenses and PCL. U.S. Retail Bank adjusted net income increased US$28 million, or 4%.

U.S. Retail Bank revenue is derived from personal and business banking, and wealth management. Revenue for the quarter was US$2,216 million, an increase of US$128 million, or 6%, compared with the first quarter last year. Net interest income increased US$155 million, or 10%, reflecting higher

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 10  


deposit margins and growth in loan and deposit volumes. Net interest margin was 3.42%, an increase of 23 bps, primarily due to higher deposit margins and balance sheet mix. Non-interest income decreased US$27 million, or 5%, reflecting lower contribution from low income housing investments and wealth management fee income due to lower AUM.

Average loan volumes increased US$5 billion, or 3%, compared with the first quarter last year due to growth in business and personal loans of 4% and 3%, respectively. Average deposit volumes increased US$5 billion, or 2%, reflecting 5% growth in business deposit volumes, 3% growth in personal deposit volumes, and 1% decrease in sweep deposit volume.

AUA were US$19 billion as at January 31, 2019, flat compared with the first quarter last year. AUM were US$46 billion as at January 31, 2019, a decrease of US$19 billion, or 29%, reflecting net fund outflows including the impact of the strategic disposition of U.S. money market funds and negative market impact.

PCL for the quarter was US$230 million, an increase of US$35 million, or 18%, compared with the first quarter last year. PCL – impaired was US$214 million, an increase of US$66 million, or 45%, reflecting higher provisions primarily attributable to the power and utilities sector, coupled with volume growth, seasoning, and mix in the credit card portfolio. PCL – performing was US$16 million, a decrease of US$31 million, or 66%, primarily reflecting migration from performing to impaired in the commercial portfolio. 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 0.59%, or an increase of 7 bps.

Reported non-interest expenses for the quarter were US$1,209 million, an increase of US$65 million, or 6%, compared with the first quarter last year, reflecting higher investments in business initiatives, business volume growth, and higher employee-related costs, partially offset by productivity savings and the elimination of the Federal Deposit Insurance Corporation (FDIC) deposit insurance surcharge. On an adjusted basis, non-interest expenses increased US$69 million, or 6%.

The reported and adjusted efficiency ratio for the quarter was 54.6%, compared with 54.8% and 54.6%, respectively, in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

U.S. Retail reported net income of $1,240 million (US$935 million) increased $126 million (US$80 million), or 11% (9% in U.S. dollars), compared with the prior quarter, while adjusted net income of $1,240 million (US$935 million) increased $101 million (US$61 million), or 9% (7% in U.S. dollars). The reported and adjusted annualized ROE for the quarter was 12.6%, compared with 12.8% and 13.0%, respectively, in the prior quarter.

The reported contribution from TD Ameritrade was US$235 million, an increase of US$60 million, or 34%, compared with the prior quarter, primarily due to higher asset-based revenue and increased trading volumes. Adjusted contribution from TD Ameritrade was US$235 million, an increase of US$41 million, or 21%.

U.S. Retail Bank net income for the quarter was US$700 million, an increase of US$20 million, or 3%, compared with the prior quarter, due to higher revenue and lower expenses, partially offset by higher PCL.

Revenue for the quarter increased US$23 million, or 1%, compared with the prior quarter. Net interest income increased US$42 million, or 3%, due to growth in loan and deposit volumes and higher deposit margins. Net interest margin was 3.42%, an increase of 9 bps, primarily due to higher deposit margins and balance sheet mix. Non-interest income decreased US$19 million, or 3%, reflecting lower personal banking and wealth management fee income.

Average loan volumes increased US$4 billion, or 2%, compared with prior quarter, due to growth in business and personal loans of 3% and 2%, respectively. Average deposit volumes increased US$2 billion, or 1%, due to growth in personal and sweep deposit volumes.

AUA were US$19 billion as at January 31, 2019, flat to prior quarter. AUM were US$46 billion as at January 31, 2019, a decrease of US$6 billion, or 12%, reflecting net fund outflows including the impact of the strategic disposition of U.S. money market funds.

PCL for the quarter increased US$43 million, or 23%, compared with the prior quarter. PCL – impaired was US$214 million, an increase of US$57 million, or 36%, primarily reflecting higher provisions for the commercial portfolio, coupled with seasonal trends in the credit card and auto portfolios. PCL – performing was US$16 million, a decrease of US$14 million, or 47%, primarily reflecting migration from performing to impaired in the commercial portfolio, partially offset by seasonal trends in the credit card and auto 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 0.59%, or an increase of 9 bps.

Non-interest expenses for the quarter were US$1,209 million, a decrease of US$47 million, or 4%, compared with the prior quarter, reflecting the elimination of the FDIC deposit insurance surcharge and timing of investment spending.

The efficiency ratio for the quarter was 54.6%, compared with 57.3% in the prior quarter.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 11  


TABLE 10: WHOLESALE BANKING 1

 

(millions of Canadian dollars, except as noted)    For the three months ended  
      January 31
2019
    October 31
2018
    January 31
2018
 

Net interest income (TEB)

   $ 173     $ 273   $ 329

Non-interest income

     409       658     561

Total revenue

     582       931     890

Provision for (recovery of) credit losses – impaired

                  

Provision for (recovery of) credit losses – performing

     7       8     (7

Total provision for (recovery of) credit losses

     7       8     (7

Non-interest expenses

     602       551     526

Provision for (recovery of) income taxes (TEB) 2

     (10     86     93

Net income (loss)

   $ (17   $ 286   $ 278

Selected volumes and ratios

      

Trading-related revenue (TEB)

   $ 251     $ 484   $ 515

Gross drawn (billions of Canadian dollars) 3  

     23.4       23.9     19.5

Return on common equity 4  

     (0.9 )%      18.4     20.1

Efficiency ratio

     103.4       59.2     59.1

Average number of full-time equivalent staff

     4,478       4,426     4,027
1

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

2

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a one-time adjustment 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.

3  

Includes gross loans and bankers' acceptances, excluding letters of credit, cash collateral, credit default swaps (CDS), and allowance for credit losses relating to the corporate lending business.

4  

Capital allocated to the business segment was based on 10% CET1 Capital in fiscal 2019 and 9% in fiscal 2018.

Quarterly comparison – Q1 2019 vs. Q1 2018

Wholesale Banking net loss for the quarter was $17 million, a decrease in net income of $295 million, compared with net income of $278 million in the first quarter last year, reflecting lower revenue, higher PCL, and higher non-interest expenses.

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 $582 million, a decrease of $308 million, compared with the first quarter last year, reflecting challenging market conditions. The volatility in rates, equity and credit markets resulted in a difficult trading environment, reduced client activity and a meaningful slowdown in debt and equity underwriting, particularly in Canada. Trading margins declined reflecting yield compression on high quality assets relative to funding costs.

With market volatility and client activity slowly returning to normal levels, and subject to the same market conditions and other factors discussed in our 2018 MD&A, we are cautiously optimistic that revenue will improve over the remainder of the year; however, we no longer anticipate full year 2019 revenue to exceed 2018 levels.

PCL for the quarter was $7 million, compared to a benefit of $7 million in the first quarter last year. PCL – performing increased by $14 million, reflecting prior year credit risk improvement in the oil and gas sector.

Non-interest expenses were $602 million, an increase of $76 million, or 14%, compared with the first quarter last year. This increase reflects the benefit of revaluation of certain liabilities for post-retirement benefits recognized in the prior year, continued investments in employees supporting the global expansion of Wholesale Banking's U.S. dollar strategy, and the impact of foreign exchange translation, partially offset by lower variable compensation accrual this quarter.

Quarterly comparison – Q1 2019 vs. Q4 2018

Wholesale Banking net loss for the quarter was $17 million, a decrease in net income of $303 million, compared with net income of $286 million in the prior quarter, reflecting lower revenue and higher non-interest expenses.

Revenue for the quarter decreased $349 million, compared with the prior quarter, reflecting challenging market conditions. The volatility in rates, equity and credit markets resulted in a difficult trading environment, reduced client activity and a meaningful slowdown in debt and equity underwriting, particularly in Canada. Trading margins declined reflecting yield compression on high quality assets relative to funding costs.

PCL for the quarter was $7 million, compared with $8 million in the prior quarter.

Non-interest expenses for the quarter increased $51 million, or 9%, compared with the prior quarter, reflecting continued investments in employees supporting the global expansion of Wholesale Banking's U.S. dollar strategy, timing of employee-related costs, and the impact of foreign exchange translation.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 12  


TABLE 11: CORPORATE

 

(millions of Canadian dollars)    For the three months ended  
      January 31
2019
    October 31
2018
    January 31
2018
 

Net income (loss) – reported 1

   $ (192   $ (181   $ (634

Pre-tax adjustments for items of note 2

      

Amortization of intangibles

     80     76     85

Impact from U.S. tax reform 1

                 48

Total pre-tax adjustments for items of note

     80     76     133

Provision for (recovery of) income taxes for items of note 1  

     13     13     (388

Net income (loss) – adjusted

   $ (125   $ (118   $ (113

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

      

Net corporate expenses

   $ (182   $ (221   $ (198

Other

     39     85     67

Non-controlling interests

     18     18     18

Net income (loss) – adjusted

   $ (125   $ (118   $ (113

Selected volumes

      

Average number of full-time equivalent staff

     16,229     15,864     14,336

 

1

In the first quarter of 2018, the reduction of the U.S. federal corporate tax rate enacted by the U.S. Tax Act resulted in a net charge to earnings 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 net $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.

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.

Quarterly comparison – Q1 2019 vs. Q1 2018

Corporate segment's reported net loss for the quarter was $192 million, compared with a reported net loss of $634 million in the first quarter last year. Reported net loss decreased primarily reflecting the impact of U.S. tax reform during the first quarter of 2018, lower net corporate expenses this quarter, partially offset by lower contribution from Other items. Other items decreased primarily reflecting lower revenue from treasury and balance sheet management activities in the first quarter this year. Net corporate expenses were lower largely reflecting lower pension and compensation-related expenses in the first quarter this year. Adjusted net loss was $125 million compared with an adjusted net loss of $113 million in the first quarter last year.

Quarterly comparison – Q1 2019 vs. Q4 2018

Corporate segment's reported net loss for the quarter was $192 million, compared with a reported net loss of $181 million in the prior quarter. Reported net loss increased primarily reflecting lower contribution from Other items, partially offset by lower net corporate expenses in the current quarter. Other items decreased primarily reflecting lower revenue from treasury and balance sheet management activities in the current quarter. Net corporate expenses decreased largely reflecting lower pension expenses in the current quarter. Adjusted net loss was $125 million compared with an adjusted net loss of $118 million in the prior quarter.

 

TD BANK GROUP FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 13  


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.

Normal Course Issuer Bid

On December 10, 2018, the Bank announced that the TSX and OSFI approved the Bank's amended Normal Course Issuer Bid (NCIB) to repurchase for cancellation up to an additional 20 million of the Bank's common shares. Pursuant to the amended Notice of Intention filed with the TSX, the NCIB ends on April 12, 2019, such earlier date as the Bank may determine or such earlier date as the Bank may complete its purchases. A copy of the Notice may be obtained without charge by contacting TD Shareholder Relations by phone at 416-944-6367 or 1-866-756-8936 or by e-mail at tdshinfo@td.com .

Access to Quarterly Results Materials

Interested investors, the media and others may view the first quarter earnings news release, results slides, supplementary financial information, and the Report to Shareholders on the TD Investor Relations website at www.td.com/investor/ .

Quarterly Earnings Conference Call

TD Bank Group will host an earnings conference call in Toronto, Ontario on February 28, 2019. The call will be audio webcast live through 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 first quarter, discussions of related disclosures, and will be 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_2019.jsp on February 28, 2019, by approximately 12 p.m. ET. A listen-only telephone line is available at 416-641-6150 or 1-866-696-5894 (toll free) and the passcode is 2727354.

The audio webcast and presentations will be archived at www.td.com/investor/qr_2019.jsp . Replay of the teleconference will be available from 3:30 p.m. ET on February 28, 2019, until 4:30 p.m. ET on March 28, 2019, by calling 905-694-9451 or 1-800-408-3053 (toll free). The passcode is 5187605.

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 January 31, 2019. 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 FIRST QUARTER 2019 EARNINGS NEWS RELEASE     Page 14  

Exhibit 99.5

TD BANK GROUP DECLARES DIVIDENDS

(all amounts in Canadian dollars)

TORONTO – February  28, 2019 - The Toronto-Dominion Bank (the Bank) today announced that a dividend in an amount of seventy-four cents (74 cents) per fully paid common share in the capital stock of the Bank has been declared for the quarter ending April 30, 2019, payable on and after April 30, 2019, to shareholders of record at the close of business on April 10, 2019. This represents an increase in the quarterly dividend of seven cents or 10.4% compared with last quarter.

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 April 30, 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 April 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 April 30, 2019, to shareholders of record at the close of business on April 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;

 

Series 20, in an amount per share of $0.296875; and

 

Series 22, in the amount per share of $0.3277.


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 April 30, 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 January 31, 2019. 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 99.6

FORM 52-109F2

CERTIFICATION OF INTERIM 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 interim financial report and interim MD&A (together, the "interim filings") of The Toronto-Dominion Bank (the "issuer") for the interim period ended January 31, 2019.

2. No misrepresentations : Based on my knowledge, having exercised reasonable diligence, the interim 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, with respect to the period covered by the interim filings.

3. Fair presentation : Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim 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 interim 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 end of the period covered by the interim filings

(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 interim 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. Reporting changes in ICFR : The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on November 1, 2018 and ended on January 31, 2019 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

 

Date: February 28, 2019
/s/ Bharat Masrani
Bharat Masrani
Group President and Chief Executive Officer


FORM 52-109F2

CERTIFICATION OF INTERIM 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 interim financial report and interim MD&A (together, the "interim filings") of The Toronto-Dominion Bank (the "issuer") for the interim period ended January 31, 2019.

2. No misrepresentations : Based on my knowledge, having exercised reasonable diligence, the interim 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, with respect to the period covered by the interim filings.

3. Fair presentation : Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim 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 interim 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 end of the period covered by the interim filings

(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 interim 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. Reporting changes in ICFR : The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on November 1, 2018 and ended on January 31, 2019 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

 

Date: February 28, 2019
/s/ Riaz Ahmed
Riaz Ahmed
Group Head and Chief Financial Officer