The Firm represented the underwriters, led by Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as joint bookrunning managers, in connection with the public offering by The Charles Schwab Corporation (“Charles Schwab”) of $850 million of 1.95% Senior Notes due 2031.
The Firm also concurrently represented Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC, as dealer managers and solicitation agents, in the SEC-registered exchange offers and related consent solicitations by Charles Schwab, in which Charles Schwab (i) offered to exchange 3.75% Senior Notes due 2024, 3.625% Senior Notes due 2025, 3.3% Senior Notes due 2027 and 2.75% Senior Notes due 2029 (the “TD Notes”), issued by TD Ameritrade Holding Corporation (“TDA Holding”), a company recently acquired by Charles Schwab, for new 3.75% Senior Notes due 2024, 3.625% Senior Notes due 2025, 3.3% Senior Notes due 2027 and 2.75% Senior Notes due 2029, issued by Charles Schwab and (ii) solicited consents to amend the TDA Holding indenture governing the TD Notes.
Approximately 87%, 83%, 93% and 95% of the 3.75% Senior Notes due 2024, 3.625% Senior Notes due 2025, 3.3% Senior Notes due 2027 and 2.75% Senior Notes due 2029, respectively, were validly tendered and accepted for exchange prior to the expiration date. With respect to the TD Notes, the requisite consents applicable to each series were obtained for the adoption of certain amendments to the TDA Holding indenture governing the TD Notes.
Charles Schwab is a savings and loan holding company and engages, through its subsidiaries, in wealth management, securities brokerage, banking, asset management, custody and financial advisory services.
The Simpson Thacher team included Roxane F. Reardon, Arielle L. Katzman and Pia Figuerola (Capital Markets); Jonathan Cantor (Tax); Jeanne Annarumma (Executive Compensation and Employee Benefits); and Jennie Getsin (FINRA and Blue Sky).