Charles Schwab gives final results of offer to swap TD Ameritrade notes

Chicago, Sept. 28 – Charles Schwab Corp. announced the final results of its offer to exchange four series of notes issued by TD Ameritrade Holding Corp. for notes to be issued by Schwab, according to an 8-K filing with the Securities and Exchange Commission.

As of the 8 a.m. ET Sept. 22 expiration date, Schwab received tenders and accepted for exchange the following amounts of notes:

• $349,889,000, 87.47%, of the $400 million outstanding 3.75% senior notes due 2024 (Cusip: 87236YAH1);

• $418,224,000, or 83.64%, of the $500 million outstanding 3.625% senior notes due 2025 (Cusip: 87236YAD0);

• $744,029,000, or 93%, of the $800 million outstanding 3.3% senior notes due 2027 (Cusip: 87236YAF5); and

• $475,202,000, or 95.04%, of the $500 million outstanding 2.75% senior notes due 2029 (Cusip: 87236YAJ7).

Schwab was also soliciting consents to amend the indentures to modify or delete some restrictive terms. The consents received by the early participation date, 5 p.m. ET on Sept. 7, were sufficient to adopt the proposed amendments.

The existing notes are to be exchanged for new notes with the same coupon and maturity date but will list Schwab as issuer.

In the offer, $1,000 of existing notes were exchanged for $1,000 of new notes. The total consideration also included a cash payment of $1.00 per note.

Initially, noteholders who participated after the early deadline would have only received $970 of exchange notes, but the total consideration was extended through the end of the offer.

The joint lead dealer managers and joint lead solicitation agents for the offer are Credit Suisse (888 820-1653, 212 538-2147) and Citigroup (800 558-3745, 212 723-6106).

Global Bondholder Services Corp. is the exchange agent and information agent (212 430-3774, 866 470-3900, contact@gbsc-usa.com).

Charles Schwab is a San Francisco-based financial services company.

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