U.S. brokerage firm Ameritrade Holding Corp. today confirmed iit is buying TD Waterhouse USA, the American part of TD’s online brokerage unit.
Under terms of the deal, TD Bank gets a 32% interest in the combined company, to be known as TD Ameritrade.
Ameritrade will sell the Canadian operations of TD Waterhouse back to TD for US$60 million in cash.
Ameritrade CEO Joe Moglia will be CEO of the new company. Ameritrade shareholders will receive a one-time cash dividend of US$6 a share.
Ameritrade said the acquisition would add to its earnings within 12 months and said it expects to realize savings of US$578 million from combining the operations of the two firms.
“This transaction is a strategic and natural one for TD Bank Financial Group, as it provides immediate value to shareholders, reaffirms our commitment to the on-line brokerage business and extends our opportunities for further growth in the U.S.,” said Ed Clark, president and chief executive officer of TD Bank Financial Group.
“By having our strong TD Waterhouse U.S.A. franchise become part of Ameritrade, TD has gained a significant stake in a powerful industry leader; a stake that gives us the opportunity to actively contribute to the strategic direction as TD Ameritrade grows and strengthens the TD brand in the U.S. Consistent with our history of aligning with well-run companies, Ameritrade has a strong management team whose expertise will benefit clients and shareholders alike,” added Clark.
The deal has been rumoured for weeks. The acquisition is widely seen as the first in what is expected to be a round of consolidations in the online brokerage industry.
TD Bank Financial Group shares hit an all-time high as reports rippled through the market, saying the deal was imminent.
TD shares were up 87¢ to $54.63 in afternoon trading on the TSX.
Standard & Poor’s Ratings Services said that the ratings on TD Bank will not be affected by the deal. The rating agency says that it views this transaction as neutral to TD Bank’s capital position because tangible common equity will improve by the reduction of the goodwill associated with the initial purchase of TD Waterhouse and retained earnings will strengthen. Nevertheless, S&P still expects capital to be held against this substantial investment in Ameritrade.
“The transaction represents an opportunity for TD Bank to participate in the significant economies of scale created from the combination and lead to expense reductions, stronger profitability, and larger market share in a consolidating and very competitive industry,” it adds. “This positive aspect needs to be balanced by the fact that TD Bank will continue to bear the risk of its ownership of a larger discount brokerage business as well as the risks associated with joint venture arrangements.”
Dominion Bond Rating Service also confirmed its ratings on TD. DBRS says it believes the transaction is consistent with TD’s strategy to obtain scale for its U.S. discount brokerage operations while continuing to benefit from favourable long-term industry trends.
“The new entity will be better positioned to defend against future industry consolidation as it will have a more competitive operation and a significantly stronger market share position, number two in the U.S. Industry,” DBRS notes. DBRS believes the bank’s level of control is a negative factor, despite being the largest shareholder, but this challenge is partially mitigated by TD’s ability to nominate five of 12 directors.
Ameritrade to acquire TD Waterhouse USA
- By: IE Staff
- June 22, 2005 June 22, 2005
- 13:20