1. SEPTEMBER 2012 SBA Overview 1

2. Presenter –Rich Bradshaw Richard Bradshaw Head of SBA TD Bank, America ’ s Most Convenient Bank O (864) 552-9088 richard.bradshaw@td.com Based in Greenville, S.C., Bradshaw manages TD Bank’s expanding SBA team in delivering competitively-priced, government-backed financing programs that help small businesses grow and succeed. He steers the bank’s efforts to achieve SBA portfolio growth and become a top SBA lender throughout the Maine to Florida footprint. TD Bank is currently the 7 th largest SBA lender in the U.S. (as of April 30, 2012). Bradshaw brings more than 20 years of experience in the lending field to TD Bank. He is a graduate of the U.S. Air Force Academy with a Bachelor of Science Degree in Management and a Masters of Business Administration from Pepperdine University. Rich serves on the Board of Directors for Greenville Literacy Association, Inc 2

3. . 3 HeadquartersToronto, ON Canada Asset Size$773.2 B Deposits$470.0 B Loans$394.3 B Customers22 MM NYSE TradedTD Market Capitalization* $75.8 B Founded1855 Bank Branches2,441 As of April 2012

4. Presenter – Julie Huston Julie Huston SBA Division President U.S. Bank O (858) 530-9700 julie.huston@usbank.com As President of U.S. Bank’s SBA Division, Julie Huston oversees Small Business Administration lending from San Diego, California. Huston has been part of the SBA lending community since 1986. Her passion for small business has translated into building programs, developing products, improving delivery systems and creating methods to ensure that small businesses receive the funding and services they need to succeed. Under Julie’s leadership, U.S. Bank is currently ranked as the 3 rd largest SBA lender in the U.S. (as of June 30, 2012). Before joining U.S. Bank in 2010, she held various senior management roles at leading financial services organizations. Julie serves on the Board of Directors for the National Association of Government Guaranteed Lenders and CDC Small Business Finance. 4

5. U.S. Bancorp Businesses 2Q12 Dimensions Asset Size$353 B Deposits$241 B Loans$216 B Customers17.4 MM NYSE TradedUSB Market Capitalization* $63 B Founded1863 Bank Branches3,080 ATMs5,085 * As of July 31, 2012 5

6. U.S. Banking Industry Billions of Dollars Q1 2012 All Insured Banks Commercial Banks Savings Banks Agriculture Banks Number of FDIC Insured 7,3076,2631,0441,491 Total Assets $13,92612,7811,145212 Total Loans $7,4116,738673125 Domestic Deposits $ 8,8267,948878177 Equity to Assets% 11.2711.2411.5611.29 Percent Profitable % 89.790.286.296.0 Source: FDIC March, 2012 6

7. U.S. Banking Industry - Performance Q1 2012 All Insured Banks Commercial Banks Savings Banks Agriculture Banks Average ROA (Qtr) % 1.02 0.991.27 Average ROE (Qtr)% 9.079.128.5211.21 Net Interest Margin(Qtr)% 3.523.543.313.76 Net Charge Off Rate – All Loans (Qtr)% 1.17 1.190.17 Source: FDIC March, 2012 7

8. What is the U.S. Small Business Administration (SBA)? Created in 1953 Independent agency of the United States federal government Mission: To aid, counsel, assist and protect the interests of small business concerns To preserve free competitive enterprise To maintain and strengthen the overall economy of the nation 8

9. Why Use SBA? Why do Banks use the SBA’s Guaranty? 1.Borrower needs a long term loan that exceeds internal credit requirements of the bank 2.Borrower does not meet lender’s collateral requirements 3.Borrower can not meet the lender’s “down payment” requirements 4.Borrower is outside the established limits of the range of the credit risk of the bank 5.Borrower is a start up business or one with no borrowing history 6.Loan is in an industry with which the lender is comfortable 9

10. The Value of the SBA Guaranty 10

11. Historical Loss Rates For the quarter ending March 31, 2012, the past 12-month actual charge-off rate was 3.2%, which is down from a high of 3.5% in September 2010 Source: SBA Lender Portal 11

12. SBA and Special Interests Special SBA Loan Programs include:  Disaster lending  Women and minority lending Counseling and training opportunities:  Women Business Centers  Veterans Business Outreach Centers  SCORE Entrepreneurial development for SMEs  Small Business Development Centers  Partnerships with other special interest groups (i.e. Native American Affairs) 12

13. SBA Loan vs. Conventional Loan The SBA is primarily a guarantor of loans under the 7a program and also makes direct commercial second mortgages under the 504 program The SBA helps small businesses by providing loan terms that exceed conventional lending criteria (amortization, equity, etc) Not all companies are eligible for a SBA enhanced loan. Must meet certain size criteria and business type 13

14. What types of SBA loans are available? Two main loan programs: Section 7(a) Loan Guaranty Program Section 504 Certified Development Company Program 14

15. 7(a) Loan Program 15

16. Section 7(a) Loan Guaranty Program Provides for broad financing needs of small businesses, including startups and existing small businesses Maximum Loan Amount = $5 million Maximum Term:  Commercial Real Estate (CRE) = 25 years  Equipment = 15 years  W/C= 7 to 10 years Rate is negotiable but is subject to SBA maximums (~6.0% today) 7(a) Express Product maximum loan amount= $350,000 16

17. How can proceeds of a 7(a) loan be used? Purchase land or buildings Construct commercial buildings Expand or renovate facilities Finance receivables and supplement working capital Purchase machinery, equipment, fixtures, and leasehold improvements Refinance existing debt under some circumstances Purchase an existing business 17

18. Ineligible use of 7(a) proceeds: For a non-sound business purpose To repay delinquent state or federal withholding taxes or other funds that should be held in trust or escrow To make a partial change of ownership or change in the business that will not benefit the business To refinance existing lender debt where the SBA would be placed in an inferior position To permit reimbursement of funds owed to any owner of the business 18

19. SBA 7(a) – Advantages to the Customer Goal is to enhance cash flow Longer Terms No Balloon Payments/Calls Fixed Rates (certain lenders only) 19

20. Safety:  75% guarantee from the U.S. government  7(a) Express = 50% Product Differentiation Targets:  Doctors  Dentists  Veterinarians  CPAs  Real Estate  Franchises  Business Expansion 20 Advantages to the Bank

21. Annual 7(a) Approvals YearNumber of ApprovalsAmount of Approvals FY 200944,222$9.3B FY 201052,936$12.6B FY 201149,288$18.1B YTD 2012 (June 2012) 32,934$10.8B Source: SBA.gov and NADCO 21

22. 504 Loan Program 22

23. SBA 504 Example $1,000,000 – Commercial Real Estate Purchase $100,000 – Equity from borrower (10%) $500,000 – Bank 1st mortgage (50% LTV), fixed or variable (conventional) $400,000 – SBA debenture, 2nd mortgage (90% LTV), fixed for 20 years – 100% U.S. Gov’t Guarantee 23

24. Terms of 504 Loan (Debenture) Maximum Loan Amount = $5.5MM (2 nd Mortgage) Maximum Term = 20 years Interest rates are pegged to an increment above the current market rate for 5 and 10-year Treasury issues (currently ~ 4.7%) Fees normally are approximately 3% of the debenture Generally the project assets are used as collateral Personal guarantees of the principal owners required 24

25. Eligibility for 504 Loan Must be operated for profit Must have tangible net worth of less than $15 million Must have an average net income of less than $5 million after taxes for preceding two years Job creation criteria must be met 25

26. Borrower Benefits of a 504 Loan Lower Down-payment  10-20% of total project cost  10% Baseline Additional injections are cumulative Therefore, minimal equity requirements 26

27. Section 504 Certified Development Company Program Provides financing for “ bricks and mortar ” - the purchase of real estate and fixed assets Funds cannot be used for working capital or inventory Requires cooperation of a certified development company ( “ CDC ” – Privately held agencies) 27

28. Annual 504 Loan Approvals YearNumber of ApprovalsAmount of Approvals FY 20096,608$3.8B FY 20107,733$4.4B FY 20116,810$4.0B YTD 2012 (June 2012) 6,382$5.6B Source: SBA.gov and NADCO 28