OMAHA, Neb.--(BUSINESS WIRE)--
TD Ameritrade Holding Corporation (Nasdaq: AMTD) today announced the closing of its previously-announced underwritten public offering of $800 million of the Company’s senior notes due 2027. The Company intends to use the net proceeds from the sale for general corporate purposes, including the financing of the cash consideration payable by the Company in its planned acquisition of Scottrade Financial Services, Inc.
In addition, on Friday, Apr. 21, 2017 the Company entered into a new five-year $300 million senior unsecured revolving credit facility to replace its existing credit facility, and TD Ameritrade Clearing, Inc., the Company’s clearing broker-dealer subsidiary, entered into a new five-year $600 million senior unsecured revolving credit facility to replace and increase by $300 million its existing credit facility. More information about the new credit facilities can be found in the Company’s Current Report on Form 8-K filed on Apr. 21, 2017.
The Company has completed these transactions in anticipation of the closing of its acquisition of Scottrade Financial Services, Inc., which it expects will take place by the end of its current fiscal year, Sept. 30, 2017.
Barclays Capital Inc., Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, TD Securities (USA) LLC, and U.S. Bancorp Investments, Inc. acted as joint book-running managers of the offering. In addition, Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as co-manager.
The offering was made solely by means of a prospectus supplement and a prospectus, which have been filed with the U.S. Securities and Exchange Commission and may be obtained by contacting Barclays Capital Inc. toll-free at (888) 603-5847 or Wells Fargo Securities, LLC toll-free at (800) 645-3751.
This press release shall not constitute an offer to sell, or the solicitation of an offer to purchase, any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Source: TD Ameritrade Holding Corporation
About TD Ameritrade Holding Corporation
Millions of
investors and independent registered investment advisors (RIAs) have
turned to TD Ameritrade’s (Nasdaq: AMTD) technology, people and
education to help make investing and trading easier to understand and
do. Online or over the phone. In a branch or with an independent RIA.
First-timer or sophisticated trader. Our clients want to take control,
and we help them decide how - bringing Wall Street to Main Street for
more than 40 years. TD Ameritrade has time and again been recognized as
a leader in investment services. Please visit TD Ameritrade's newsroom
or www.amtd.com
for more information, or read our stories on our corporate blog, Fresh
Accounts, at http://freshaccounts.amtd.com.
Safe Harbor
This document contains forward-looking
statements within the meaning of the federal securities laws. We intend
these forward-looking statements to be covered by the safe harbor
provisions of the federal securities laws. In particular, any
projections regarding our future revenues, expenses, earnings, capital
expenditures, effective tax rates, client trading activity, accounts,
stock price or any projections or expectations regarding the proposed
business combination transaction between us and Scottrade Financial
Services, Inc., as well as the assumptions on which such expectations
are based, are forward-looking statements. These statements reflect only
our current expectations and are not guarantees of future performance or
results. These statements involve risks, uncertainties and assumptions
that could cause actual results or performance to differ materially from
those contained in the forward-looking statements. These risks,
uncertainties and assumptions include, but are not limited to: general
economic and political conditions and other securities industry risks,
fluctuations in interest rates, stock market fluctuations and changes in
client trading activity, credit risk with clients and counterparties,
increased competition, systems failures, delays and capacity
constraints, network security risks, liquidity risks, new laws and
regulations affecting our business, regulatory and legal matters, the
ability to obtain regulatory approvals and meet other closing conditions
to the proposed transaction, including the completion of the merger
between Scottrade Bank and TD Bank, N.A., on the expected terms and
schedule; delay in closing the transaction; difficulties and delays in
integrating the TD Ameritrade and Scottrade businesses or fully
realizing cost savings and other benefits; business disruption following
the proposed transaction; changes in asset quality and credit risk; the
inability to sustain revenue and earnings growth; changes in interest
rates and capital markets; inflation; customer borrowing, repayment,
investment and deposit practices; customer disintermediation; the
introduction, withdrawal, success and timing of business initiatives;
competitive conditions; TD Ameritrade’s and Scottrade’s businesses
experiencing disruptions due to transaction-related uncertainty or other
factors making it more difficult to maintain relationships with
employees, customers, other business partners or governmental entities;
the inability to realize synergies or to implement integration plans and
other consequences associated with mergers, acquisitions and
uncertainties and other risk factors described in our latest Annual
Report on Form 10-K, filed with the SEC on Nov. 18, 2016 and our latest
Quarterly Report on Form 10-Q filed thereafter. These forward-looking
statements speak only as of the date on which the statements were made.
We undertake no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise, except to the extent required by the federal
securities laws.
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