CAPPED NOTES WITH ABSOLUTE RETURN BUFFER
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Capped Notes with Absolute Return Buffer Linked to the S&P 500® Index
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Issuer
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The Toronto-Dominion Bank (“TD”)
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Principal Amount
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$10.00 per unit
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Term
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Approximately 14 months
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Market Measure
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The S&P 500® Index (Bloomberg symbol: “SPX”)
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Payout Profile at
Maturity
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• 1-to-1 upside exposure to increases in the
Market Measure, subject to the Capped Value
• A positive return equal to the absolute value of
the percentage decline in the level of the Market Measure only if the Market Measure does not decline by more than [5.00% to 11.00%] (e.g., if the negative return of the Market Measure is -5%, you will receive a positive return of +5%)
• 1-to-1 downside exposure to decreases in the
Market Measure beyond a [5.00% to 11.00%] decline, with up to [95.00% to 89.00%] of your principal at risk
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Participation Rate
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100.00%
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Capped Value
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$11.00 per unit, a 10.00% return over the principal amount
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Threshold Value
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[95.00% to 89.00%] of the Starting Value of the Market Measure, to be determined on the pricing date.
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Investment
Considerations
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This investment is designed for investors who anticipate that the Market Measure will either increase moderately over the term of the notes or decrease to a level which is not below the Threshold Value, and
are willing to accept a capped return, take downside risk below a threshold and forgo interim interest payments.
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Preliminary
Offering
Documents
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Exchange Listing
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No
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Depending on the performance of the Market Measure as measured shortly before the maturity date, your investment may result in a loss; there is no guaranteed return of principal.
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Payments on the notes are subject to the credit risk of TD, and actual or perceived changes in the creditworthiness of TD are expected to affect the value of the notes. If TD becomes unable to meet its
financial obligations as they become due, you may lose some or all of your investment.
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Your potential for a positive return based on the depreciation of the Market Measure is limited and may be less than that of a comparable investment that takes a short position directly in the Market Measure
(or the stocks included in the Market Measure). The absolute value return feature applies only if the Ending Value is less than the Starting Value but greater than or equal to the Threshold Value. Because the Threshold Value is [95.00%
to 89.00%] of the Starting Value, any positive return due to the depreciation of the Market Measure is limited to [5.00% to 11.00%] (the actual Threshold Value, and by extension, the cap on the positive return due to the depreciation of
the Market Measure, will be determined on the pricing date). Any decline in the Ending Value from the Starting Value by more than [5.00% to 11.00%] will result in a loss, rather than a positive return, on the notes. In contrast, for
example, a short position in the Market Measure (or the stocks included in the Market Measure) would allow you to receive the full benefit of any decrease in the level of the Market Measure (or the stocks included in the Market
Measure).
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Your investment return based on any increase in the level of the Market Measure is limited to the return represented by the Capped Value and may be less than a comparable investment directly in the stocks
included in the Market Measure.
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The initial estimated value of the notes on the pricing date will be less than their public offering price.
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The initial estimated value of your notes is not a prediction of the prices at which you may sell your notes in the secondary market, if any exists, and such secondary market prices, if any, will likely be
less than the public offering price of your notes, may be less than the initial estimated value of your notes and could result in a substantial loss to you.
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You will have no rights of a holder of the securities represented by the Market Measure, and you will not be entitled to receive securities or dividends or other distributions by the issuers of those
securities.
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Hypothetical
Percentage Change
from the Starting Value
to the Ending Value
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Hypothetical
Redemption Amount
per Unit
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Hypothetical Total Rate of
Return on the Notes
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-100.00%
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$0.80
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-92.00%
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-75.00%
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$3.30
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-67.00%
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-50.00%
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$5.80
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-42.00%
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-40.00%
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$6.80
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-32.00%
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-30.00%
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$7.80
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-22.00%
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-20.00%
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$8.80
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-12.00%
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-10.00%
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$9.80
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-2.00%
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-8.00%(1)
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$10.80
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8.00%
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-5.00%
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$10.50
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5.00%
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0.00%
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$10.00
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0.00%
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2.00%
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$10.20
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2.00%
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5.00%
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$10.50
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5.00%
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7.00%
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$10.70
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7.00%
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10.00%
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$11.00(2)
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10.00%
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20.00%
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$11.00
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10.00%
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30.00%
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$11.00
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10.00%
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40.00%
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$11.00
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10.00%
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50.00%
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$11.00
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10.00%
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(1)
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This hypothetical percentage change corresponds to the hypothetical Threshold Value.
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(2)
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Any positive return based on the appreciation of the Market Measure cannot exceed the return represented by the Capped Value.
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