Just hours after announcing a $175 million issue of preferred shares, the Toronto-Dominion Bank said investor demand was so strong it would boost the offering to $225 million.

Early on Monday, the bank announced plans to issue 7 million non-cumulative 5-Year Rate Reset Class A Preferred Shares, Series AE, carrying a face value of $25 per share.

It later announced that the size of the offering would be increased to 9 million to meet demand.

TD has also granted the underwriters an option to purchase, on the same terms, up to an additional 3 million Series AE Shares. This option is exercisable in whole or in part by the underwriters at any time up to two business days prior to closing. The maximum gross proceeds raised under the offering will be $300 million if this option be exercised in full.

The bank has entered into an agreement with a group of underwriters led by TD Securities Inc., it said.

The Series AE Shares will yield 6.25% annually, payable quarterly, as and when declared by the TD board of directors, for the initial period ending April 30, 2014. Thereafter, the dividend rate will reset every five years at a level of 437 basis points over the then five-year Government of Canada bond yield.

Holders of the Series AE Shares will have the right to convert their shares into non-cumulative Floating Rate Class A Preferred Shares, Series AF (the Series AF Shares), subject to certain conditions, on April 30, 2014, and on April 30th every five years thereafter. Holders of the Series AF Shares will be entitled to receive quarterly floating dividends, as and when declared by the TD board of directors, equal to the three-month Government of Canada Treasury bill yield plus 437 basis points.

The issue is anticipated to qualify as Tier 1 capital for the bank and the expected closing date is Jan. 14.

TD will make an application to list the Series AE Shares as of the closing date on the Toronto Stock Exchange.

TD intends to file in Canada a prospectus supplement to its Jan. 11, 2007 base shelf prospectus in respect of this issue.

IE