eTrade 2004 Annual Report Download - page 30

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Table of Contents
Index to Financial Statements
2004 Repurchase Plans
April 2004 Plan
On April 29, 2004, the Company announced that its Board of Directors approved a $200 million repurchase program (the “April 2004
Plan”). The April 2004 Plan is open-ended and provides the flexibility to buy back common stock, redeem for cash its outstanding convertible
subordinated notes, retire debt in the open market or a combination of all three. The Company may conduct these repurchases on the open
market, in private transactions or a combination of both. For the year ended December 31, 2004, the Company used $86.2 million in cash under
the April 2004 Plan to undertake a partial redemption of its 6.75% convertible subordinated notes. This amount included premiums of $2.8
million. The Company paid an equivalent premium percentage to all noteholders. From April 29, 2004 through December 31, 2004, the
Company’s common stock price ranged from $9.51 to $15.17. For the year ended December 31, 2004, the Company repurchased shares under
the April 2004 Plan, all from unrelated third parties and in the open market, as follows:
December 2004 Plan
Month
Total Number of Shares
Purchased
Average Price Paid
per Share
Total Number of
Shares Purchased
as Part of the April
2004 Plan
Maximum Dollar
Value of Shares
That May Yet be
Purchased Under
the April 2004
Plan
July 2004
330,000
$
10.75
330,000
$
110,209,425
August 2004
978,700
$
10.96
978,700
$
99,479,445
September 2004
462,500
$
11.97
462,500
$
93,945,236
October 2004
625,000
$
12.37
625,000
$
86,215,242
November 2004
2,349,500
$
13.92
2,349,500
$
53,519,958
December 2004
1,063,900
$
14.61
1,063,900
$
37,979,630
Total
5,809,600
$
13.04
5,809,600
$
37,979,630
On December 15, 2004, the Company announced that its Board of Directors approved an additional $200 million repurchase plan (the
“December 2004 Plan”). The December 2004 Plan is open-ended and provides the flexibility to buy back common stock, retire debt or a
combination of both. The Company may conduct these repurchases on the open market, in private transactions or a combination of both. The
Company did not repurchase any shares or retire debt under the December 2004 Plan during 2004.
Exercise of warrants
During the year ended December 31, 2004, the Company authorized the issuance of an aggregate of 139,440 shares of Company common
stock in connection with the exercise of warrants to purchase shares of the Company’s common stock assumed in connection with the
Company’s acquisition of the Bank. These warrants were exercised for $1.82 per share of the Company’
s common stock. 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.
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