Cowen Acquisition: Shared vision, one team and a global reach

[MUSIC PLAYING]

NARRATOR: Welcome to Viewpoint, a TD Securities podcast. Listen in as we draw perspectives from a variety of thought leaders on key themes influencing markets, industries, and the global economy today. We hope you enjoy this episode.

PETER HAYNES: Welcome to episode 18 of Viewpoint, a TD Securities podcast. I'm your host, Peter Haynes, and today we have a very special episode. With the recent announcement of TD completing its acquisition of Cowen we have the pleasure today to have our CEO of TD Securities, Riaz Ahmed, and Jeff Solomon, president of TD Cowen and now vice chair of TD Securities joining us to discuss the merger. Gentlemen, thanks for coming on today.

RIAZ AHMED: Hey, Peter. Pleasure to be here.

JEFF SOLOMON: Good to be here.

PETER HAYNES: Welcome, Jeff to TD. And we look forward to spending a lot of time talking about issues, including market structure and other factors. But Riaz, I want to take you back to September of 2021. That's when you took over at TD Securities. And over the first couple of months that you joined TD Securities from your previous role in the corporate bank, you had meetings with just about all of the executives of TD Securities. I know I was one of them. I met you towards the end of your sort of 100 days of meetings. Was there a common thread amongst these different meetings you had with staff?

RIAZ AHMED: Peter, look, I think when I came into the role, as you say, I spent the first three or four months traveling to our various offices, not only in Canada and the US, but also out to London. I was incredibly amazed to hear what a great culture that we all shared because people were essentially saying the same things. I was incredibly amazed at the amount of talent that we had amassed. And there was a very unified message right across everybody that I met, that people love the fact that we had established a very strong leadership position in investment banking and markets in Canada, and over the last 10 or 12 years, built a huge US dollar strategy leading with our balance sheet and building out the fixed income commodities and currencies part of the business. There was almost a unanimous view that in order to continue to grow our US dollar strategy, we needed a US research and equity platform. And I couldn't have been more amazed as to how uniform that messaging was, and that led me to start a conversation with Robbie to say, well, OK, everybody is telling us this is what we need. What are we going to do about it?

PETER HAYNES: Well, you would have heard that from me. I know I was towards the end, and I'm not surprised you heard it from my colleagues, as obviously, the business is becoming more global. And in order to service even our Canadian clients, we needed to be more global. So you're surveying the US landscape for capital markets M&A. What made Cowen the best fit for TD Securities?

RIAZ AHMED: The very first time that Robbie and I walked into Jeff Solomon's office-- it took me a couple of tries to get his attention over email. But he responded very quickly. And when we went over to meet with him, it was that first hour of conversation, the culture fit was so obvious. And as we talked about the respective businesses, and we talked about the US macro landscape, investment banking and capital markets in general, it just seemed like we knew each other forever. It was pretty much obvious that Jeff and the Cowen team would be incredibly additive to us. And when we walked out of that first meeting, Robbie said to me, I think we found something really special here. We saw the industrial logic in what Cowen represented, which is the best research platform that we could find in the United States combined with its equity capabilities and strengthening some of our investment banking and M&A in particular verticals, including health care, biotechnology, technology itself, our eyes just went wide open thinking, they share exactly our culture. And they'd be an amazing fit here. So we surveyed and talked to various people in the markets. But one of the most special meetings we had was that very first one with Jeff.

PETER HAYNES: Well, it's interesting. As we socialize to Canadians that we're now a team, all one, I think everyone's a bit surprised to know that we now cover more companies than the other Canadian banks that have penetrated the United States on a research platform. But Jeff, I understand the industrial logic of the merger from a TD Securities perspective. As we just heard from Riaz, we needed an equity capital markets distribution platform in the US. And from the Cowen side, I think one of the key issues for Cowen-- and you can elaborate a bit on this-- is needing access to a larger balance sheet. So we hear that a lot-- access to balance sheet. From the Cowen perspective, what exactly did that mean? And can you give us some tangible examples where limited balance sheet limited your ability to grow?

JEFF SOLOMON: Let's just say we grew our business without really the use of a big balance sheet. And you develop different skills and different strategies when you don't have that available. I never really felt like we were balance sheet constrained really until the end of '21, when we were beginning to look at ways where we could be more impactful. In particular, in the equity distribution platform, where we were getting pulled from our clients to providing more services, and particularly, in areas like equity finance and prime, we were running into capacity constraints in our ability to do that in a meaningful way. That wasn't the primary reason for our doing this. I think Riaz identified it very clearly. How can you be anything other than humbled when Riaz and Robbie walk into your office and spit back your strategy for you, and then lay out a path where all the businesses can fit together like a jigsaw puzzle. I mean, it was really obvious, Riaz, that you'd done your work, that this was a deliberate call. Everything that you laid out in that very first meeting, both from an industrial logic standpoint and a cultural standpoint, is true and better than we anticipated. So I think balance sheet is a part of that, but it's not the only reason. And if it hadn't been for the culture and the industrial logic for all the businesses, we wouldn't have done it. Having said that, it's nice to be a part of an organization that has a balance sheet, and how we choose to utilize collectively that balance sheet, not just at TD Cowen, but at TD Securities more broadly, to really drive better outcomes for clients is going to be central, I think, to our strategy going forward. And we're open to ideas and suggestions on how best to do that because we've got some real opportunities, I think, across both platforms to do that.

PETER HAYNES: Yeah. It will certainly take some time to figure out where all those opportunities are. And I know while you were CEO of Cowen, you had spend a lot of time in Washington speaking to congressional leaders and testifying in front of Congress about issues like market structure, and, in particular, around advocacy relating to the small cap issuer community. As we're in a down period for IPOs, we've got a pretty tough economic backdrop right now. It's probably a good time for everyone to sit back and think about what policy changes we might be looking at to encourage Congress to help the small cap public markets for capital raising. I'm curious on your side what changes might you like to see in Washington that would boost the attractiveness of public markets?

JEFF SOLOMON: I think the number one policy issue around the equity capital markets today is the Federal Reserve and rising interest rates, which I think has been necessary. I think we've talked about this. The Fed probably waited a little too long and has had to make up for lost ground. And I think certainly I felt like we were in a better spot during the first two months of the year to start to see that. And then, of course, the banking crisis has sort of pushed things back a bit. But as things stabilize, I think you'll see more companies coming to market. Because in the sectors that we cover in particular, there's still a need for the companies to raise meaningful amounts of equity that exceed their ability to do so in the private markets. We were big advocates of the JOBS Act in 2012. And for those that don't know about it, it's probably the single greatest piece of bipartisan legislation in the last decade that really unleashed the ability for small companies to access the public markets in a less-regulated way by providing for things like a Sarbanes-Oxley relief on reporting, and doing things like allowing companies to go test the waters before they actually went and did public offerings. Some of the things we're working on-- we're certainly advocating to open up the aperture for smaller investors to be able to participate more directly, both in private and public company. If you think about the biggest challenge, I think, that small companies face is the lack of a small company ecosystem that allows for smaller investors and pooled investment vehicles that are smaller to be able to participate in equity capital formation. So a lot of what we're doing with the SEC and a lot of what we're doing with Congress is opening up that aperture to allow for there to be more investment pools that cater to small issuers. We have some work to do there though, for sure.

PETER HAYNES: Folks in the US look at Canada-- they think Canada's capital market structure looks really neat in that they always say-- and Bob Greifeld from NASDAQ used to say-- Canada has the whole venture and graduated regulatory structure figured it out our venture exchange and our senior market. Is there a missing hole there for a marketplace that caters to what you might want to call venture or small cap issuers?

JEFF SOLOMON: So we used to have that in the US-- something similar. And I've been involved in so many conversations with venture exchanges. There was a number of people in Washington over the last decade that were promoting that idea. I actually don't think that works in many instances. Because every issuer I know doesn't want to be listed in a second-class structure. And so even when we have things like regulation A, which allows companies to go public raising small amounts of money in a slightly more lightly regulated environment, there aren't more issuers doing it. And part of that is because there is a stigma associated with not being ready for prime time. And I think I would be much more involved with how do we create, again, ecosystems where there are pooled investment vehicles and individual investors that are more able to do public venture, but make sure those companies are fully transparent and fully compliant on a regulatory basis, just like every other company, that would be better. Because, again, I think when you think about the SEC, the SEC is always about investor protection. And we have to make sure that whatever's happening in the markets for capital formation protects investors from bad actors and bad behavior.

PETER HAYNES: And I think it's true. The venture exchange in Canada really got its germination from the mining sector, too, which obviously is a big part of Canada's capital markets. And perhaps that's one of the key reasons why Canada has been able to have a structure that works where companies are still OK with the stigma when they're small and before they're into their senior life cycle. Riaz, Jeff talked about a banking crisis. And obviously, recently, the banking sector has been shaken to its core, first of all, with the run on Silicon Valley Bank's deposits, and then, of course, Signature which followed suit shortly thereafter. Both of those banks are now being operated by the FDIC and are ultimately going to be sold. And so while we could spend hours discussing this mess-- we can throw in CS and its forced marriage with UBS-- I'd be remiss if I didn't take advantage of the fact that I have you sitting here, as I would argue, one of Canada's leading experts on the banking sector, partly given your previous experience at TD. One of the things that frustrates me a lot from my perspective is that there seem to be a lot of Monday morning QBs in Washington and elsewhere on social media, of course, and in the mainstream news that are criticizing the regulators, the management of these banks, the analyst cover at these companies, and for that matter, their shareholders, and particularly, those in ESG funds, for not seeing the telltale warning signs of these various financial institutions. Do you feel, Riaz, that this criticism is fair from the Monday crowd? And what lessons can be learned from this unfortunate series of banking events? RIAZ AHMED: Peter, look, I think we have to look both at idiosyncratic issues that have driven some of these events over the last three weeks, but as well as broader trends. I mean, bankers who have lived through crisis hereto before know, number one, the importance of maintaining trust and confidence in the financial institutions, and equally as much of regulation and compliance with regulation and the role that that plays in maintaining reputation, as well as having a well-run industry, if you like. Number two-- that maintaining liquidity, capital, and driving profitability is always a balancing act. There are times when one has to take more priority than the others. And the bankers that have been around long enough know how to balance that and know how to balance between those three factors at any given time. And finally, that the low and flat rate interest rate world lasted so long and long enough that for many, it resulted in people forgetting the fundamentals of banking and finance and how you intermediate credit and how you use maturity transformation as a tool for driving profitability and growth. So I think those are all lessons that in the last three weeks have come back screaming at us. And whereas, one could argue that in historical terms, a 5% risk-free rate is not unreasonable at all, and yet, because of the length of the low-rate world that we've been through, or, let's say, of easy money conditions, many of us have seen the effects that the renormalization, if you like, of the fiscal framework is creating a tremendous amount of volatility, uncertainty, and angst in the system. But I think there is an additional point to add here, which is that the pressure to increase the speed at which money moves around the system, whether it be through digital means, through the use of real-time rails, open banking concept, et cetera, while there is social good that underlies these principles, we have to maintain visibility that they also create certain risks, and how is it that we can contribute to those good factors while maintaining safety and soundness in the system. So I think every now and then these kinds of events shake the foundations a little bit and remind us why banking is a business of trust and of sterling reputation.

PETER HAYNES: And Jeff, just-- we think back to your time that you've been with Cowen. In the early days, you joined Cowen as part of an asset manager at Ramius. And that was at the height of the previous banking crisis, the great financial crisis of 2008 and '09. And from there, you went on to become the CEO of Cowen in 2018. So you've overseen some periods of crisis in your career. What was it like to operate an asset manager, first of all, during the great financial crisis? And then more recently, what was it like to operate an independent brokerage firm during COVID, especially the early days of COVID?

JEFF SOLOMON: I ran a multi-strategy hedge fund called Ramius. And the fund that I was co-managing was a $5 billion fund. There are so many lessons learned. But I think from my standpoint, one of the great joys I had is I got to see across all kinds of asset classes. And I could see the idiosyncrasies and the uniqueness of fixed income and structured credit, as well as equities and convertible arbitrage and a bunch of different things. And because we had all of those strategies, I could understand the nuances of them in normal operating times. We all know that in times of stress everything correlates, and then it just becomes about liquidity and market directionality. And I think we managed reasonably well during that period of time, but it was incredibly stressful. And we were so, I would say, geared to the policy responses or lack thereof from the Fed and other central banks in 2008. And so I just think that I learned a lot about how do you manage tail risk? How do you manage for things that are beyond your control? You can't obsess about them because they're not in your control by definition, but you can prepare yourself for the eventuality that something could happen. And I think a lot of the things we learned coming in to COVID-- learned how to think ahead because of the experiences we had in 2008. One of the skills I always said as a leader is you need to put yourself forward a few weeks or a few months or a year, and then look back and see, are the decisions you're making today going to put you in a better or worse position from a probabilistic standpoint? And what are the one or two things that could actually really throw you off of kilter? We couldn't see the global financial crisis before it was upon us. We couldn't see the pandemic until it was upon us. But the way we managed our businesses made them more resilient. And so when this exogenous event happens, the unknown unknown happens, are we in a position to be able to react to it more quickly than others? And how do we think about, again, the things we should be doing in that moment to put ourselves in a better place. Because at the end of the day, the goal for all of us is to be able to come in tomorrow and the day after and the day after and the day after. And if that's just not an overarching value that you have, the value of what we call sustainability in many respects, then you're going to end up doing things that potentially put you in harm's way, where you've taken risks that keep you from coming. And that was a key element coming off the global financial crisis that we certainly deployed in many ways during the pandemic.

PETER HAYNES: So let me take you back a little bit earlier in your lifetime. You've told some of your colleagues and probably made this presentation a few times mentioning that everything you learned in life you learned at summer camp when you grow up in Squirrel Hill in Pittsburgh. Can you just explain what you mean by all the life lessons came from summer camp?

JEFF SOLOMON: Yeah. I think I actually did a whole podcast on summer camp. But yes, I didn't think about this at the time I was fortunate to grow up in a community that valued sending you away for the summer with other people your own age and learning how to coexist, really. And then I became a staff member there. And I say summer camp is a really intense experience if you've never done it. It's 24 hours a day, seven days a week for like eight weeks. And you're with a bunch of people that you have to learn to get along with. And some of them you really get on with well and others of them you don't. But you still have to figure it out. Like, isn't that really about basic organizational behavior? It's not reasonable to think that everybody in the organization is going to get along all the time. But you would like any organization you're in to at least be able to not only coexist, but figure out how to do great things together, even if you don't get on exactly. And so summer camp is a great element for teaching that. I did my first turnaround at the same summer camp in 1987. The camp was going to close, and they were going to let the kids-- basically, they were going to sell the property off to develop condos. This is on a lake in West Virginia. And one of the things that we decided to do that summer was just have the best final summer ever, and I was program director that summer. And the challenge the camp had had was that the staff wasn't having fun. And so the kids weren't having fun. And so enrollment was dropping. And so the big tenant we put in place that summer was happy staff, happy campers. And I made it my point as the program director to program for the staff as much as we did for the kids, under the theory that if the staff was having a great time, that they would take care of the kids. Well, we did. That fall we sold out for the summer of 1988, and the camp is still running, and it's a very successful camp. And to me, when you're in an organization like this, it's a relatively simple straightforward. If you can empower your team, and you can enable your team to not only with the tools and resources they need to be successful, but with a culture that's fun and embracing and inclusive, then your team will do great things. That's what they do. And so I think a lot of what we did at Cowen, and I think it's a lot of what happens at TD also, and looking forward to exploring new ways to do this together-- happy staff, happy clients. And those are, I would say, two of the many things I learned at summer camp.

PETER HAYNES: And the leadership aspect of that-- if you can show your employees you care about them, they're going to work so much harder for you. It's very simple. It's like coaching in sports, too. If the players know you love them, then they're going to play for you. They're going to go through a wall for you. And I really use that comparison to our markets. And Riaz, Jeff was talking about during his time as a leader thinking to the future. I want to fast forward a little bit. And can you share with us your vision of TD Securities? Now that we've got that piece of the pie, the US distribution piece of the pie, into the jigsaw puzzles that was referred to earlier, what is your vision of TD Securities three to five years out?

RIAZ AHMED: Yeah. Peter, look, we describe TD Securities as being a North American dealer with a global reach. And, as I mentioned earlier, what Jeff and I saw in this combination was just an amazing industrial logic of how each of the firms complete the other so well. Cowen brings this amazing equities and research platform together with strengths in M&A and banking in certain verticals. And when we think about how that completes TD Securities' leadership position in Canada, and such an amazing US platform that we've built with our balance sheet and with the fixed income capabilities, as well as more recently on the prime brokerage and equity finance side, what we have here now is essentially a firm that has a complete product suite and coverage in all the areas that we need in order to provide our clients a service in pretty much in any particular area that they might want in a very meaningful way. So as we undertake this integration post-closing and bring our great talented teams together, what is evident already is that everybody is just so excited and passionate about working with each other to bring the strengths of the combined firm in order to make sure that we're helping our clients grow their businesses and accomplish great things. And as much as we want to be part of our clients' strategies and their journeys to deliver and to build fantastic companies, and that's what makes us tick day in and day out. And so I think that what we will be in three to five years is just this amazing North American dealer with global reach that has a fabulous product set, and that serves fabulous clients, and whose culture of attracting talented individuals who love working together and being one team to deliver for our client success is the vision that Jeff and I share and we committed to as we undertook the negotiations of this transaction to announcement date to closing date, and then as we start integrating and bringing the teams together. So we're really super excited about this.

PETER HAYNES: You should be very pleased, too, with how quickly that process was completed. Was it record time, or something like six or seven months between the time it was first publicly announced and the time that you closed the transaction? Did you set a record?

RIAZ AHMED: Yeah. Well, I-- not sure that it is a record. But it is a very, in financial services terms and in a G-SIB acquisition transaction, I think, if you like to say, that we accomplished it in a much speedier way than we anticipated. But I can tell you that for those of us who are in it, wanting to get on with working together every day, it felt like forever.

JEFF SOLOMON: It did. But I will say kudos to our teams, particularly in business operations, who I think did an incredible job. We have a lot to learn about each other. So I think the excitement of this is almost the excitement of the unknown. And I think we should acknowledge that sometimes people are fearful of that. My advice is don't be fearful. You can look at the changes that are happening as an opportunity set to really explore new things. For me, this is a big change. I speak in personal terms, and it's a big change for me. There's two ways I could look at that. I could be trepidatious, or I could be filled with wonderment. And right now, I'm in the wonderment phase. I don't know what I don't know. But I'm learning every day. And all of a sudden, since the closing, my learning curve has just gotten really steep and I love that. And I think each of us has the ability to embrace that idea of saying because of this merger, there's an opportunity set for us to maybe do things a little bit differently and explore ways to enhance each other's lives and our clients' lives. And that feeling should far outweigh any fear that anybody has because the opportunity set is in front of us. And that's what Riaz and I have spent a lot of time talking about, and our teams have talked a lot about that.

PETER HAYNES: Maybe one of the first fears you had is when you had to travel to Toronto, you might have had to get your passport updated.

JEFF SOLOMON: Ahh, funny.

PETER HAYNES: So here we are in Canada, but you do have a history with Canada. Why don't you tell us about it?

JEFF SOLOMON: I got my work permit today, by the way.

PETER HAYNES: OK, that's good to know.

JEFF SOLOMON: I did. I did.

PETER HAYNES: So you're legal here.

JEFF SOLOMON: I'm legal. For the next three years, I can come and work as much as I want in Canada.

PETER HAYNES: All right. Well, that's good news. But why don't you tell our listeners just that you do have a family history in Canada.

JEFF SOLOMON: Yeah. So when we first sat down-- this is one of the first things, and I've always been proud about this. So Riaz and Robbie came, sat in the empathy conference room. It's an homage to Pittsburgh, which is where I was born and raised. I'm a big Pittsburgh fan. But I said, hey, you should know, I'm one-quarter Canadian. My grandmother was born in Saskatchewan. And Riaz was like, what part of Saskatchewan-- probably thinking that it was going to be Regina or Saskatoon. I'm like, Estevan. And so I grew up with stories, like a lot of them, of what it was like to grow up in Estevan, Saskatchewan in the early part of the last century. My great grandparents emigrated to Saskatchewan from-- in the Ukraine near Kyiv, and made that journey by themselves and had eight children. I have sort a lot of history and knowledge about that because seven of the eight came to the United States during the Depression in the 1930s, when there just wasn't a lot of work. And we had family in Pittsburgh. And so my grandmother emigrated to the United States then and met my grandfather and got married, and that's how it all happened. But yeah, a lot of great stories of her and her seven siblings growing up in Estevan, Saskatchewan.

PETER HAYNES: Well, you mentioned you're a big fan of Pittsburgh. The Penguins-- not sure if they're going to make the playoffs this year. But I got to ask you. Do the last time the Toronto Maple Leafs won the Stanley cup?

JEFF SOLOMON: Yeah. 1967.

PETER HAYNES: Yeah.

JEFF SOLOMON: That would be the-- that would be--

PETER HAYNES: That was the year before I was born.

JEFF SOLOMON: Yeah. It was the year after--

PETER HAYNES: That was 55 years ago.

JEFF SOLOMON: Yeah. That was the year after I was born. And I probably shouldn't say this for all of you Leafs fans out there, but I just-- you do know that Phil Kessel won two Stanley Cups and had all the hot dogs he wanted--

PETER HAYNES: He sure did.

JEFF SOLOMON: --in Pittsburgh. And those two cup runs in '16 and '17 were galvanizing for me and my family. I can only hope that we get to do more of that.

PETER HAYNES: Well, you've got to make the playoffs first. And certainly, we're hoping we'll have some success here this year. So Riaz, I can't let you off easily either. We need to learn a little bit more about your background. So I believe you came to Canada when you were seven from Tanzania, if I have that right.

RIAZ AHMED: Yeah. Not quite. I was a little older than that. I was 13 in 1976 when I came from Tanzania and landed in, of all the places, Red Deer, Alberta.

PETER HAYNES: So not too far from where Jeff's--

RIAZ AHMED: Not too far.

PETER HAYNES: Close, in terms of geography, because we have such a big country. But I want to know when you were filling out your survey that we all filled out I guess when you were 13 years old in grade six or seven about what you wanted to be when you grew up, please tell me when you filled it out you didn't write that you wanted to be a CA. Tell us wanted to be something else than that, OK?

RIAZ AHMED: I think that most of people who would have signed my yearbook that year would have probably thought that this guy is going to go on to be an engineer because physics and math were my favorite subjects. And when I was in high school, my dad's accountant came over and said, hey, you might like to come work for me after school. And that's what I did, and the rest is history.

PETER HAYNES: Oh, there you go. So you started there and found your way into financial services. Well, so my final question for you, Riaz, if you had a chance to sit down for dinner with one person in the world-- it could be a famous person, it could be someone from any era-- who would that person be?

RIAZ AHMED: Well, there are so many, Peter, that inspire me day in, day out. And some of them well may be famous and others might not be very famous. But there are inspiring people that you meet every day. But one in particular-- and I'd be biased to this from my community-- is the leader of the Ismaili communities is the Aga Khan. And when I think about he and his grandfather's legacy over the last 150 years of trying to improve people's lives across the world, and the devotion and the social philanthropy that they bring to this, and have really inspired how I think about my values and my upbringing and the community that I've been born into, and I'd just be delighted to have the chance to spend an evening with either the Aga Khan or his grandfather, who's obviously now deceased.

PETER HAYNES: Well, that's very inspirational. And I'm excited as a TD Securities employee to be working with both of you in the future. Look forward to--

RIAZ AHMED: Jeff and I'd love to have dinner with you too, Peter.

PETER HAYNES: Yeah. There you go. Well, that would be-- unfortunately for Jeff, he'd have to hear me talk about market-- I'll have to invite Jenny Hadiaris to that dinner.

JEFF SOLOMON: That would be--

PETER HAYNES: So then we can talk about market structure.

JEFF SOLOMON: Well, between the two of you, Riaz and I won't have to say a word. The two of you can just go at it

PETER HAYNES: Yeah. Well, there's lots to talk about in that role. Maybe that'll be another podcast episode. But at any rate, on behalf of Viewpoint TD Securities, Jeff, welcome to TD, and Riaz, thanks for your time.

RIAZ AHMED: Thank you, Peter. And Jeff, to you and to your team, welcome.

JEFF SOLOMON: Likewise. And thanks for welcoming us in. It's going to be great. So thanks so much.

[MUSIC PLAYING]

NARRATOR: Thank you for listening to Viewpoint, a TD Securities podcast. If you enjoyed this episode, subscribe to this series on Apple Podcasts or on your favorite podcast platform. For more thought leadership content, visit TDSecurities.com, and follow us on LinkedIn for all the latest TD Securities updates. For relevant disclaimers to this podcast, please refer to the Viewpoint episode page on our website.

This podcast should not be copied, distributed, published or reproduced, in whole or in part. The information contained in this recording was obtained from publicly available sources, has not been independently verified by TD Securities, may not be current, and TD Securities has no obligation to provide any updates or changes. All price references and market forecasts are as of the date of recording. The views and opinions expressed in this podcast are not necessarily those of TD Securities and may differ from the views and opinions of other departments or divisions of TD Securities and its affiliates. TD Securities is not providing any financial, economic, legal, accounting, or tax advice or recommendations in this podcast. The information contained in this podcast does not constitute investment advice or an offer to buy or sell securities or any other product and should not be relied upon to evaluate any potential transaction. Neither TD Securities nor any of its affiliates makes any representation or warranty, express or implied, as to the accuracy or completeness of the statements or any information contained in this podcast and any liability therefore (including in respect of direct, indirect or consequential loss or damage) is expressly disclaimed.