Acquisition expands TD Securities' automated
trading infrastructure and capabilities
TORONTO, March 23, 2021 /CNW/ - The Toronto-Dominion
Bank ("TD") (TSX: TD) (NYSE: TD) and Headlands Tech Holdings, LLC
("Headlands Tech") today announced a definitive agreement, subject
to certain closing conditions, for TD to acquire Headlands Tech
Global Markets, LLC, a Chicago-based quantitative fixed income
trading company.
"This acquisition further strengthens our electronic bond
trading infrastructure and underscores our commitment to delivering
data-driven innovation and growing our global platform," said
Bob Dorrance, Chairman, Chief
Executive Officer and President, TD Securities. "Headlands Tech
Global Markets' platform and people will expand our U.S.
capabilities in the municipal and corporate bond markets. We look
forward to welcoming the team and working together to deliver an
enhanced trading experience for our clients."
Founded in 2013, with offices in Chicago and San
Francisco, Headlands Tech Global Markets has developed
proprietary software to deliver fully automated electronic
market-making in municipal and investment grade corporate bonds.
The firm's 15 employees, including Co-CEOs Martin Mannion and Matthew Schrager, will join TD Securities at
closing.
"We built our business to provide clients with a superior, fully
automated execution experience in fixed income products," said
Co-CEO, Martin Mannion, Headlands
Tech Global Markets. "Our team is a strong cultural fit with TD
Securities, and we are confident that our proven expertise in
electronic trading will complement the firm's existing business,
growth ambitions and dedication to exceptional client service."
TD's purchase of Headlands Tech Global Markets is expected to
close mid-2021 subject to receipt of regulatory approvals, and
satisfaction of other customary closing conditions. Upon closing,
TD expects the transaction to have a minimal impact on capital.
TD Securities served as financial advisor in connection with
this transaction. Evercore served as financial advisor to Headlands
Tech.
Caution Regarding Forward-Looking Information
From time to time, The Toronto-Dominion Bank (the "Bank" or
"TD") 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, statements made in
the Bank's Management's Discussion and Analysis for the quarter
ended January 31, 2021 ("Q1 2021
MD&A") under the headings "How we Performed, including under
the sub-headings "Economic Summary and Outlook" and "The Bank's
Response to COVID-19" and under the heading "Managing Risk",
statements made in the Bank's Management's Discussion and Analysis
("2020 MD&A") in the Bank's 2020 Annual Report under the
headings "Economic Summary and Outlook" and "The Bank's Response to
COVID-19", for the Canadian Retail, U.S. Retail, and Wholesale
Banking segments under headings "Key Priorities for 2021", and for
the Corporate segment, "Focus for 2021", and in other statements
regarding the Bank's objectives and priorities for 2021 and beyond
and strategies to achieve them, the regulatory environment in which
the Bank operates, the Bank's anticipated financial performance,
and the potential economic, financial and other impacts of the
Coronavirus Disease 2019 (COVID-19). 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:
strategic, credit, market (including equity, commodity, foreign
exchange, interest rate, and credit spreads), operational
(including technology, cyber security, and infrastructure), model,
insurance, liquidity, capital adequacy, legal, regulatory
compliance and conduct, reputational, environmental and social, and
other risks. Examples of such risk factors include the economic,
financial, and other impacts of the COVID-19 pandemic; general
business and economic conditions in the regions in which the Bank
operates; geopolitical risk; the ability of the Bank to execute on
long-term strategies and shorter-term key strategic priorities,
including the successful completion of acquisitions and
dispositions, business retention plans, and strategic plans;
technology and cyber security risk (including cyber-attacks or data
security breaches) on the Bank's information technology, internet,
network access or other voice or data communications systems or
services; model risk; fraud 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, and other risks arising from the Bank's use of
third-party service providers; 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; regulatory
oversight and compliance risk; increased competition from
incumbents and new entrants (including Fintechs and big technology
competitors); shifts in consumer attitudes and disruptive
technology; environmental and social risk; exposure related to
significant litigation and regulatory matters; ability of the Bank
to attract, develop, and retain key talent; 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; Interbank Offered Rate (IBOR) transition
risk; critical accounting estimates and changes to accounting
standards, policies, and methods used by the Bank; existing and
potential international debt crises; environmental and social risk;
and the occurrence of natural and unnatural catastrophic events and
claims resulting from such events.
The Bank's acquisition of Headlands Tech Global Markets, LLC is
subject to certain closing conditions. There is no assurance
that the acquisition will be completed as described in this
document or at all. There can be no assurance that the Bank
will realize the anticipated benefits or results, and actual
results could differ materially from the expectations expressed in
the forward-looking statements. Examples of material
assumptions made by the Bank in the forward-looking statements
include assumptions regarding expected strategic and other
benefits, based on the Bank's experience.
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 2020
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" 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 2020
MD&A under the headings "Economic Summary and Outlook" and "The
Bank's Response to COVID-19", for the Canadian Retail, U.S. Retail,
and Wholesale Banking segments, "Key Priorities for 2021", and for
the Corporate segment, "Focus for 2021", 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.
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 fifth
largest bank in North America by assets and serves over
26 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 The Charles Schwab Corporation; and
Wholesale Banking, including TD Securities. TD also ranks among the
world's leading online financial services firms, with more than 14
million active online and mobile customers. TD had CDN$1.7
trillion in assets on January 31, 2021. The
Toronto-Dominion Bank trades under the symbol "TD" on
the Toronto and New York Stock Exchanges.
About Headlands Tech Global Markets
Headlands Tech Global Markets (HTGM) is a FINRA-registered
broker-dealer that provides proprietary liquidity to fixed income
markets. Leveraging a unique fully automated approach, HTGM is able
to provide accurate and timely pricing across hundreds of thousands
of instruments in the fixed income universe. Founded in 2013, HTGM
has grown to become one of the largest participants in the U.S.
municipal bond market, executing thousands of trades per day with
hundreds of counterparties across the financial landscape. With a
growing presence in other asset classes such as investment-grade
corporate bonds, HTGM is committed to leveraging its technology to
improve liquidity and transparency across the fixed income
markets.
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SOURCE TD Bank Group