The Toronto-Dominion Bank is offering Callable Contingent Interest Barrier Notes linked to the least performing of the Nasdaq-100 Index®, the Russell 2000®Index, and the S&P 500®Index, due on or about August 2, 2029. The Notes will pay a Contingent Interest Payment at a rate of approximately 11.20% per annum only if, on the related Contingent Interest Observation Date, the Closing Value of each Reference Asset is greater than or equal to its Contingent Interest Barrier Value (70.00% of its Initial Value). If the Closing Value of any Reference Asset is less than its Contingent Interest Barrier Value on a Contingent Interest Observation Date, no Contingent Interest Payment will accrue or be payable.
Key features and risks:
- Callable Feature: TD may call the Notes in whole on any Call Payment Date (monthly, commencing on the sixth Contingent Interest Payment Date) upon at least three Business Days’ prior written notice, regardless of the Closing Values of the Reference Assets.
- Payment at Maturity: If TD does not elect to call the Notes prior to maturity, the amount paid at maturity will depend on the Final Value of each Reference Asset on its Final Valuation Date relative to its Barrier Value (60.00% of its Initial Value):
- If the Final Value of each Reference Asset is greater than or equal to its Barrier Value: the Principal Amount of $1,000.
- If the Final Value of any Reference Asset is less than its Barrier Value: the sum of (1) $1,000 plus (2) the product of (i) $1,000 times (ii) the Least Performing Percentage Change.
- Risks:
- Return Risk: The Notes do not guarantee the return of the Principal Amount and investors may lose up to their entire investment. The potential positive return is limited to any Contingent Interest Payments paid.
- Market Risk: Investors are exposed to the market risk of each Reference Asset on each Contingent Interest Observation Date. Poor performance by any Reference Asset will negatively affect the return and will not be offset by the performance of other Reference Assets.
- Liquidity Risk: The Notes will not be listed or displayed on any securities exchange or electronic communications network, and there may be little or no secondary market for the Notes.
- Credit Risk: Investors are subject to TD’s credit risk, and TD’s credit ratings and credit spreads may adversely affect the market value of the Notes.
- Tax Risk: Significant aspects of the tax treatment of the Notes are uncertain, particularly for U.S. holders.
The estimated value of the Notes at the time the terms are set on the Pricing Date is expected to be between $950.00 and $985.00 per Note, as discussed under “Additional Risk Factors — Risks Relating to Estimated Value and Liquidity”. The Notes are subject to various risks not associated with conventional debt securities, and investors are urged to consult their investment, legal, tax, accounting, and other advisors before making an investment decision.
