eTrade 2002 Annual Report Download - page 38

Table of Contents
Index to Financial Statements
underwriting discounts or commissions. The securities were issued in reliance upon the exemption from registration provided under Section
4(2) of the Securities Act based on the fact that the common stock was sold by the issuer in a transaction not involving a public offering.
In March 2002, the Company authorized the issuance of an aggregate of 78,928 shares of Company common stock in connection with its
acquisition of E*TRADE’ s Nordic subsidiary. No underwriters were involved, and there were no underwriting discounts or commissions. The
shares were originally issued in reliance upon the exemption from registration provided under Section 4(2) of the Securities Act based on the
fact that the common stock was sold by the issuer in a transaction not involving a public offering. On August 20, 2002, the Company filed a
registration statement with the SEC for the resale of these 78,928 shares. The registration statement was declared effective on September 25,
2002.
In May 2002, the Company issued 3,380,879 shares of common stock to E*TRADE Japan K.K. in a transaction in which E*TRADE Japan
K.K. purchased these shares of Company common stock and the Company purchased 62,500 shares (as adjusted to reflect a 2-for-1 stock split
on July 19, 2002) of E*TRADE Japan K.K. No underwriters were involved, and there were no underwriting discounts or commissions. The
securities were issued in reliance upon the exemption from registration provided under Section 4(2) of the Securities Act based on the fact that
the common stock was sold by the issuer in a transaction not involving a public offering. On August 20, 2002, the Company filed a registration
statement with the SEC for the resale of these 3,380,879 shares. The registration statement was declared effective on September 25, 2002.
In May 2002, the Company authorized the issuance of an aggregate of 2,100 shares of Company common stock in connection with the exercise
of certain warrants to purchase shares of the Company’ s common stock which were assumed in connection with the Company’ s acquisition of
the Bank. No underwriters were involved and there were no underwriting discounts or commissions. The securities were issued in reliance upon
the exemption from registration provided under Section 4(2) of the Securities Act based on the fact that the common stock was sold by the
issuer in a transaction not involving a public offering.
In June 2002, the Company issued 9,400,042 shares of common stock in connection with the acquisition of Tradescape Technology Holdings,
Inc. and Tradescape Momentum Holdings, Inc. No underwriters were involved, and there were no underwriting discounts or commissions. The
securities were issued in reliance upon the exemption from registration provided under Section 4(2) of the Securities Act based on the fact that
the common stock was sold by the issuer in a transaction not involving a public offering. On September 30, 2002, the Company filed a
registration statement with the SEC for the resale of these 9,400,042 shares and an additional 2,350,010 shares, held in escrow under the terms
of the acquisition agreement. The registration statement was declared effective on November 26, 2002.
In July 2002, the Company issued 474,496 shares of common stock in connection with the acquisition of a license to software from A.B.
Watley Group, Inc. on April 8, 2002. No underwriters were involved, and there were no underwriting discounts or commissions. The securities
were issued in reliance upon the exemption from registration provided under Section 4(2) of the Securities Act based on the fact that the
common stock was sold by the issuer in a transaction not involving a public offering. On August 20, 2002, the Company filed a registration
statement with the SEC for the resale of these 474,496 shares. The registration statement was declared effective on September 25, 2002.
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2003. EDGAR Online, Inc.