TD Bank Sells Remaining Schwab Shares in $14.4 Billion Deal

Deal News | Feb 12, 2025 | Simpson Thacher & Bartlett

The Toronto-Dominion Bank (TD Bank) has completed the sale of its shares in The Charles Schwab Corporation (Schwab) in a substantial secondary offering. Totaling $14.4 billion, this transaction included approximately $12.9 billion raised in net proceeds before expenses and a concurrent share repurchase by Schwab valued at $1.5 billion. This divestiture allows TD Bank to fully dispose of the shares it acquired as a result of Schwabs prior acquisition of TD Ameritrade. The legal advisory for TD Bank's sale was provided by Simpson Thacher & Bartlett, with a large team handling M&A, Capital Markets, Derivatives, Tax, and Bank Regulatory aspects. TD Bank is a major player in North American banking and financial services, boasting CDN$2.06 trillion in assets as of October 31, 2024. This transaction is one of the largest follow-on offerings since the financial crisis, showcasing a significant restructuring of TD Bank's position in Schwab.

Sectors

  • Financial Services
  • Legal Services

Geography

  • North America – TD Bank is the sixth largest bank in North America, reflecting its significant role and presence in this region's financial landscape.

Industry

  • Financial Services – The transaction involves TD Bank and Charles Schwab, both prominent entities in the financial services sector, focusing on banking, stock trading, and financial advisory.
  • Legal Services – Legal advisory services are covered by Simpson Thacher & Bartlett, highlighting the industry's role in facilitating large financial transactions.

Financials

  • $14.4 billion – Total value of the Schwab stock sale by TD Bank.
  • $12.9 billion – Net proceeds raised before expenses from the secondary offering.
  • $1.5 billion – Value of the concurrent share repurchase by Schwab.

Participants

NameRoleTypeDescription
The Toronto-Dominion Bank (TD Bank)Selling CompanyCompanyTD Bank is the seller of the shares in Schwab, previously acquired as part of Schwab's acquisition of TD Ameritrade.
The Charles Schwab CorporationTarget CompanyCompanySchwab is the company whose shares were sold by TD Bank in a secondary offering.
Simpson Thacher & BartlettLegal AdvisorCompanySimpson Thacher & Bartlett provided legal advisory services to TD Bank in the transaction.