West Mining Corp. — Fund Information / Factsheet 2020

Jun 22, 2020

TD Canadian Equity Index-Linked Boosted Return Plus Notes Series 183F due July 22, 2026 (non principal protected )

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Canadian Equity Index Boost Level: 0% Barrier Level: -20% Participation Rate: Exposure Boosted Return: 65% 100%

Key Terms Investment Highlights `````` Issue Date The July 22, 2020

The TD Canadian Equity Index-Linked Boosted Return Plus Notes, Series 183F (the “Notes”) provide investors with the opportunity to receive a potentially enhanced return at maturity linked to the price performance of the S&P/TSX 60™ Index.

Maturity Date July 22, 2026

Boosted Return: If the Index Return is greater than or equal to the “Boost Level” of 0%, the Notes will return at maturity the “Boosted Return” amount of 65% (equivalent to an annual compounded rate of return of approximately 8.70%), plus 100% of any Index Return in excess of the Boosted Return.

Linked to

S&P/TSX 60™ Index

Barrier Level: An investor's principal is protected at maturity unless the Index Return is less than the "Barrier Level" of -20%.

Issued by

The TorontoDominion Bank

Return Profile of the Notes at the Maturity Date:

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If held to maturity, the return or loss on the Notes will be determined as follows:

Currency Canadian Dollars

• (i) if the Index Return is greater than 65%, a return equal to 65% plus 100% of the amount by which the Index Return exceeds 65%;

Term

6 years

Fundserv Code TDN3251

• (ii) if the Index Return is greater than or equal to 0% but less than or equal to 65%, a return equal to 65%;

Selling Period

• (iii) if the Index Return is greater than or

• June 22 – July 17, equal to -20% but less than 0%, the 2020 return on the Notes will be zero; or

  • (iv) if the Index Return is less than -20%, an investor will not earn a return but instead will suffer a loss equal to the Index Return.

Investor Summary Date

June 22, 2020

Canadian Equity Index Exposure: Notes are linked to the price return of the S&P/TSX 60™ Index, the benchmark index for large-cap Canadian equities. Noteholders will not benefit from any dividends or distributions paid on the securities comprising the Index. The yield of the Index at May 29, 2020 was 3.54% which would represent an aggregate yield of 21.24% over the term of the Notes, assuming that dividends or distributions paid on the securities comprising the Index remain constant and the dividends or distributions are not reinvested.

Eligible for registered accounts: RRSPs, RRIFs, RESPs, RDSPs, TFSAs and DPSPs.

Secondary Market: TD Securities Inc. (“TDSI”) intends, in normal market conditions, to maintain a secondary market for the Notes, but is under no obligation to do so and if it does do so, reserves the right not to do so in the future in its sole discretion, without providing notice to Noteholders.

A return, if any, is payable at maturity only if the Index Return is greater than or equal to the Boost Level. If the Index Return is less than the Barrier Level, an investor will receive less than the Principal Amount at maturity. The Notes are not principal protected and investors may lose substantially all of their investment in the Notes. The Notes are not designed to be alternatives to fixed income “ ” or money market instruments. See SUITABILITY FOR INVESTMENT .

This document should be read in conjunction with the short form base shelf prospectus of The Toronto-Dominion Bank (the “Bank”) dated June 28, 2018 (the “Prospectus”) and the pricing supplement for the Notes dated June 22, 2020 (the “Pricing Supplement”), which contain important information regarding the Notes. The Prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces and territories of Canada. A copy of the Prospectus, any amendment to the Prospectus and any Pricing Supplement that has been filed is required to be delivered with this document. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the Prospectus, any amendment and the Pricing Supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision. The Notes will not constitute deposits that are insured under the Canada Deposit Insurance Corporation Act .

Sample Calculations

The examples set out below are included for illustrative purposes only. The levels used in the examples are not estimates or forecasts of the Closing Index Level on the relevant dates. Neither the Bank nor either of the Agents predicts or guarantees any gain or particular return on the Notes. The following examples assume that a Noteholder has purchased $100,000.00 of the Notes (1,000 Notes) and held the Notes until the Maturity Date.

Example #1: The Index Return is less than the Barrier Level.

Opening Index Level:	917.168
Final Index Level:	538.740
Index Return:	(538.740-917.168) / 917.168= -41.26049%

Since the Index Return is less than the Barrier Level, the Maturity Redemption Payment will be equal to:

𝑃 𝑃 𝑃 𝑃 𝑃𝑃 𝐴 𝐴 𝑃𝑃𝐴𝐴× (1 + 𝐼𝐼𝑃𝑃𝐼 𝐼𝐼 𝑅𝑅𝐼𝐼𝐴 𝑃 ) = $100,000.00 × (1 + (−41.26049%)) = $58,739.51

In this example, the Noteholder would receive the Maturity Redemption Payment of $58,739.51 on the Maturity Date (equivalent to an annual compounded rate of return of approximately -8.48%). In this example, the Noteholder would receive less than the initial investment in the Notes.

Example #2: The Index Return is greater than the Barrier Level but less than the Boost Level.

Opening Index Level:	917.168
Final Index Level:	805.660
Index Return:	(805.660–917.168) / 917.168= -12.15786%

Since the Index Return is greater than the Barrier Level but less than the Boost Level, the Maturity Redemption Payment will be equal to:

𝑃 𝑃 𝑃 𝑃 𝑃𝑃 𝐴 𝐴 𝑃𝑃𝐴𝐴= $100,000.00

In this example, the Noteholder would receive the Maturity Redemption Payment of $100,000.00 on the Maturity Date (equivalent to an annual compounded rate of return of 0.00%).

Example #3: The Index Return is greater than the Boost Level but less than the Boosted Return.

Opening Index Level:	917.168
Final Index Level:	1150.940
Index Return:	(1150.940–917.168) / 917.168=25.48846%

Since the Index Return is greater than the Boost Level but less than the Boosted Return, the Maturity Redemption Payment will be equal to:

𝑃 𝑃 𝑃 𝑃 𝑃𝑃 𝐴 𝐴 𝑃𝑃𝐴𝐴× (1 + 𝐵𝐵𝐴 𝐵𝐵𝐴𝐴𝐼 𝑅𝑅𝐼𝐼𝐴 𝑃 ) = $100,000.00 × (1 + 65%) = $165,000.00

In this example, the Noteholder would receive the Maturity Redemption Payment of $165,000.00 on the Maturity Date (equivalent to an annual compounded rate of return of approximately 8.70%).

Example #4: The Index Return is greater than the Boosted Return.

Opening Index Level:	917.168
Final Index Level:	1639.900
Index Return:	(1639.900–917.168) / 917.168=78.80039%
Net Index Return:	𝐼𝑃𝐼𝐼𝑅𝐼𝐴𝑃−𝐵𝐴𝐵𝐴𝐼𝑅𝐼𝐴𝑃=78.80039%−65%= 13.80039%

Since the Index Return is greater than the Boosted Return, the Maturity Redemption Payment will be equal to:

𝑃 𝑃 𝑃 𝑃 𝑃𝑃 𝐴 𝐴 𝑃𝑃𝐴𝐴× [1 + 𝐵𝐵𝐴 𝐵𝐵𝐴𝐴𝐼 𝑅𝑅𝐼𝐼𝐴 𝑃 + (𝑃 𝑃𝑃𝐴𝐴𝑃 𝑃 𝑃𝑃𝐴𝐴𝑃𝑃𝐴𝐴𝑃𝑃 𝑅𝑅𝑃𝑃𝐴𝐴𝐼𝐼 × 𝑁𝑁𝐼𝐼𝐴𝐴 𝐼𝐼𝑃𝑃𝐼 𝐼𝐼 𝑅𝑅𝐼𝐼𝐴 𝑃 )] = $100,000.00 × [1 + 65% + (100% × 13.80039%)] = $178,800.39

In this example, the Noteholder would receive the Maturity Redemption Payment of $178,800.39 on the Maturity Date (equivalent to an annual compounded rate of return of approximately 10.16%).

Risk Factors

A person should consider carefully all information set forth in the Prospectus and the Pricing Supplement and, in particular, the following risk factors set out below and under the heading “RISK FACTORS” in the Prospectus and the Pricing Supplement before reaching a decision to buy the Notes:

• Notes are Not Principal Protected

• Notes May Not Yield a Return

• Suitability of the Notes for Investment

• Notes Differ from Conventional Investments

• An Investment in the Notes is Not an Investment in the Securities Comprising the Index

• Performance of the Index is Subject to Risk Factors Relating to the Securities Comprising the Index.

• There is No Assurance of a Secondary Market

• The Estimated Value of the Notes as at the Date of the Pricing Supplement is Less Than the Issue Price

• The Estimated Value of the Notes as at the Date of the Pricing Supplement Does Not Represent Future Values

  • Calculation Agent May Make Adjustments in Respect of the Index

  • Potential Conflicts of Interest May Exist in Connection With the Notes

  • Notes May Be Redeemed by the Bank Under Special Circumstances

  • Hedging Transactions May Affect the Index

  • Market Disruption Event May Delay Payment of the Maturity Redemption Payment

  • There Are Tax Consequences Associated with an Investment in the Notes

  • There May be Changes in Legislation or Administrative Practices that Adversely Affect the Noteholders

• The Estimated Value of the Notes as at the Date of the Pricing Supplement is an Estimate Only

Suitability for Investment

The Notes differ from conventional debt and fixed income investments because they do not provide Noteholders with a return or income stream prior to maturity and the return, if any, is not determinable prior to maturity. The Notes are not principal protected. Any payment on the Notes at maturity beyond the minimum $1 repayment per Note depends on the Index Return and the Notes may return substantially less than the principal amount invested. Consequently, investors could lose substantially all of their investment in the Notes. A return, if any, is payable at maturity only if the Index Return is greater than or equal to the Boost Level. There can be no assurance that the Notes will generate a return. Accordingly, the Notes are only suitable for investors who do not require current income and who can withstand a total loss of their investment (except for the minimum $1 repayment per Note). The Notes are designed for investors with an investment horizon that extends to the Maturity Date who are prepared to hold the Notes to maturity and assume risks with respect to a return tied to the price performance of the Index. See “RISK FACTORS – Suitability of the Notes for Investment”. Prospective purchasers should take into account additional risk factors associated with this offering of Notes. See “RISK FACTORS” in the Pricing Supplement and the Prospectus.

Tax Considerations

This summary is of a general nature only and is not intended to be, nor should it be relied upon as, legal or tax advice to any Noteholder, and it must be read in conjunction with, and is subject to the limitations and qualifications set out in, the Prospectus and the Pricing Supplement. Noteholders should consult their own tax advisors for advice with respect to the income tax consequences of an investment in Notes, based on their particular circumstances. The amount of the excess, if any of the Maturity Redemption Payment over the Principal Amount, generally will be included in an individual Noteholder’s income as interest in the taxation year that includes the Final Valuation Date, to the extent that such amount was not otherwise included in income for the taxation year or a preceding taxation year. See “CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS” in the Pricing Supplement for further details.

The Bank does not guarantee any repayment of the Principal Amount of the Notes, and does not guarantee that any return will be paid on the Notes. As a result, there is no assurance that holders will be repaid the Principal Amount of their investment in the Notes at maturity of the Notes, or that they will receive any return on their investment prior to or at maturity. The Maturity Redemption Payment payable at maturity will be greater than the Principal Amount only if the Index Return is greater than or equal to the Boost Level. The Notes are not principal protected and Noteholders may lose substantially all of their investment in the Notes.

The Notes will not constitute deposits that are insured under the Canada Deposit Insurance Corporation Act .

Market Disruption Events and Special Circumstances can affect the payment of the Maturity Redemption Payment. Prospective purchasers should carefully consider all of the information set forth in the Prospectus and the Pricing Supplement and, in particular, should take into account the specific risk factors associated with the Notes set forth under “RISK FACTORS” in the Pricing Supplement and the Prospectus.

TDSI is a wholly-owned subsidiary of the Bank. Consequently, the Bank is a related and connected issuer of TDSI within the meaning of applicable securities legislation in connection with the offering of Notes.

There is no market through which the Notes may be sold and purchasers may not be able to resell the Notes. This may affect the pricing of the Notes in any secondary market that may develop, the transparency and availability of their trading prices and liquidity. A Noteholder who sells a Note to TDSI prior to the Maturity Date will receive sale proceeds (which may be less than the Principal Amount of the Note and less than the Maturity Redemption Payment that would otherwise be payable if the Note were maturing at such time) equal to the bid price for the Note, provided by TDSI, if available, determined at the time of sale.

This document, the Prospectus and the Pricing Supplement have been filed with the securities regulatory authorities in each of the provinces and territories of Canada. Copies of the Prospectus and the Pricing Supplement may be obtained at www.sedar.com or by contacting your investment advisor, and are available on TDSI’s structured notes website (www.tdstructurednotes.com).

The information contained herein, while obtained from sources that we believe to be reliable, is not guaranteed as to its accuracy or completeness. This document is for information purposes only and does not constitute an offer to sell or a solicitation to buy the Notes referred to herein. No securities regulatory authority has in any way passed upon the merits of securities offered hereunder and any representation to the contrary is an offence. The Notes have not been, and will not be, registered under the United States Securities Act of 1933, as amended and, subject to certain exemptions, may not be offered, sold or delivered, directly or indirectly, in the United States of America to or for the account or benefit of U.S. persons. Changes to assumptions may have a material impact on any returns detailed. Historic information on performance is not indicative of future returns. The value of the Notes may fluctuate and/or be adversely affected by a number of factors, including the performance of the Index. The information in this document is subject to change without notice. Capitalized terms used but not otherwise defined herein have the meanings given to them in the Pricing Supplement. References to “$” are to Canadian dollars.

The TD logo and other trade-marks are the property of The Toronto-Dominion Bank or a wholly-owned subsidiary, in Canada and/or other countries. “Standard & Poor’s®”, “S&P®” and “S&P/TSX 60™” are trademarks of S&P and have been licensed for use by the Bank. “TSX” is a trademark of the Toronto Stock Exchange and has been licensed for use by S&P. The Notes are not sponsored, endorsed, sold or promoted by S&P or the Toronto Stock Exchange and neither S&P nor the Toronto Stock Exchange makes any representation regarding the advisability of investing in the Notes.