EFTA02454665.pdf

From: jeffrey E. <jeevacation@gmail.com> Sent: Tuesday, August 16, 2016 2:26 PM To: Richard Kahn Subject: Fwd: **NEW ISSUE** E*TRADE Financial Corporation $1,000 Pref put in for 5 milion Forwarded message From: I think we should go in f=r this deal. It is a preferred that is fixed for 10yrs at 6.25%-6.375% and=then floats at L+450- 460bps if it does not get called. Paul=/p> "NEW ISSUE" E*TRADE Financial Corporation $1,000 P=ef ISSUER: E*TRADE Financial Corporation ["ETFC"] ISSUER RATINGS: Baa3/BBB- (Stable/Stable) EXPECTED SECURITY RATINGS: Ba3 / BB- SECURITY DESCRIPTION: Fixed-to-Floating Rate Non-Cumulative Perpetual Prefe=red Stock, Series A, $0.01 par value, with a liquidation preference of $1,=00 per share FORMAT: SEC Registered SIZE: $400mm [will not grow] OFFER PRICE: $1000 preferred share MATURITY: Perpetual IPT: 6.25%-6.375% PAR CALL DATE: On any dividend payment date on or after S=ptember 15, 2026 DIVIDENDS: Payable at a fixed rate of [ ]% from the original issue date to =eptember 15, 2026; and Thereafter payable at a floating rate of Three-mont= LIBOR plus % DIVIDEND PAYMENT DATES: Semi-annually on March 15 and September 15, beginni=g March 15, 2017 and ending September 15, 2026, and thereafter quarterly o= December 15, March 15, June 15 and September 15 REGULATORY CALL: At par any time within 90 days following a Regulatory Capi=al Treatment Event (see Prospectus) LIQUIDATION RIGHTS: Liquidation preference of $1,000 per share plus any dec=ared and unpaid dividends, without accumulation of any undeclared dividend= VOTING RIGHTS: None, except with respect to certain changes in the terms of=Series A Preferred Stock and in the case of certain dividend non-payments<=r> LISTING: Not Listed DRD/QDI ELIGIBLE: Yes JOINT LEAD MANAGERS: CS(B&D)/GS/JPM/MS EFTA_R1_01556573 EFTA02454665 USE OF PROCEEDS: To finance acquisition of Aperture, the ultimate parent co=pany of OptionsHouse. If the acquisition of Aperture is not consummated, n=t proceeds will be for general corporate purposes [see Prospectus] SETTLEMENT DATE: 1+7 The issuer has filed a registration statement (including a prospectus) with=the SEC for the offering to which this communication relates. Before you i=vest, you should read the prospectus in that registration statement and ot=er documents the issuer has filed with the SEC for more complete information about the issuer and this offer=ng. You may get these documents for free by visiting EDGAR on the SEC Web =ite at www.sec.gov <http://www.sec.gov> . Alternati=ely, the issuer, any underwriter or any dealer participating in the offeri=g will arrange to send you the prospectus if you request it by calling col=ect 1-212 —834-4533 <tel:1-212%20%E2%80%93834-4533> . You should not reply to this announcement. Any reply e-mail communications,=including those you generate using the "Reply" function on=your e-mail software, will be ignored or rejected. This notice does not constitute an offer to sell or a solicitation of an of=er to buy securities in any jurisdiction where such offer or solicitation =ould be unlawful, and does not constitute an offer to sell or a solicitati=n of an offer to buy or an advertisement in respect of securities in any province or territory of Canada other than=the provinces of Ontario, Quebec, Alberta, British Columbia, Nova Scotia a=d New Brunswick unless the issuer has securities listed or quoted on one o= the exchanges or markets referred to in the definition of "OTC Issuer" in Multilateral Instr=ment 51- 105. Any disclaimer or other notice that may appear below is not applicable to t=is communication and should be disregarded. Such disclaimer or notice was =utomatically generated as a result of this communication being sent by Blo=mberg or another email system. This communication is for information purpose= only. It is not intended as: an=C2 offer for the purchase or sale of=C2 any financial instrument, a solicitatio= to participate in any trading strategy= or an official confirmation of an= transaction. The information is believed =A0to be reliable, but we do not warrant its completeness or accuracy. Pric=s are indicative only, and are sub=ect to change without notice. See www.jpmorgan.com/usage for important usage terms. We =A0may hold a position or act as a=C2 market maker in any financial instrumen= discussed herein. Clients should consu=t their own advisors regarding any tax,=C2 accounting or legal aspects of thi= information. Copyright 2007 1PM0RGAN CHASE=C2 & CO. =C2 =AO =C2 =AO =C2 =AO =C2 =A0 =C2 =AO =C2 =/p> 2 EFTA_R1_01556574 EFTA02454666 This email is confidential and subject to important disclaimers and conditi=ns including on offers for the purchase or sale of securities, accuracy a=d completeness of information, viruses, confidentiality, legal privilege, =nd legal entity disclaimers, available at http://www.jpmorgan.com/pages=disclosures/email <http://www.jpmorgan.c=m/pages/disclosures/email> =AO please note The information contained in this commu=ication is confidential, may be attorney-client privileged, may cons=itute inside information, and is intended only for the use of the addre=see. It is the property of JEE Unauthorized use, disclosure or copyi=g of this communication or any part thereof is strictly prohibited a=d may be unlawful. If you have received this communication in error, pl=ase notify us immediately by return e-mail or by e-mail to jeevacation@gmail.com, a=d destroy this communication and all copies thereof, including all a=tachments. copyright -all rights reserved 3 EFTA_R1_01556575 EFTA02454667