To: SSP who wrote (1075 ) 6/17/1999 11:42:00 PM From: CIMA Respond to of 150070
TWE Info: One of the largest discount brokers in the world. Status/Tentative Pricing JUN21-22 Lead Underwriter CS FIRST BOSTON CORP Exchange NYSE Ticker TWE Price $20-$24 Shares 32,000,000 Shares Offered by Company ALL Over-Allotment 4,800,000 Est. Offering Amount 1,000,000,000 Est. Offering Expenses 0 Post-Offering Shares 365,000,000 Lockup Period 0 =============================== THE OFFERING Common stock offered: U.S. offering............................. 20,800,000 shares Canadian offering......................... 8,000,000 shares International offering.................... 3,200,000 shares Total.................................. 32,000,000 shares Common stock to be outstanding following the offerings................................. 365,000,000 shares Use of proceeds............................. We intend to use approximately $443 million of the estimated net proceeds of the offerings for investments in technology and systems upgrades, increases in our advertising and marketing budget and other working capital and general corporate purposes. The exact amount and timing of such expenditures, however, will depend upon a number of factors, including growth in customers and trading activity, market conditions and technological developments, and accordingly, management will have broad discretion in allocating the proceeds from the offerings for specific purposes. We may also use a portion of the net proceeds to finance acquisitions of other companies,although we do not currently have any pending or proposed significant acquisitions. In addition, we intend to use approximately $221 million of the remaining net proceeds to repay certain intercompany debt to TD Bank and to redeem shares of the preferred stock of several of our subsidiaries held by TD Bank. NYSE and TSE listing symbol................. TWE The share totals listed above do not include 4,800,000 additional hares that at will be offered by us if the underwriters and managers exercise their over-allotment option in full. Some of the disclosure in this prospectus will be different if the underwriters and managers exercise this option. Unless we state otherwise, the information in this prospectus assumes that the underwriters and managers will not exercise this option. In addition, the number of shares of common stock shown in this prospectus as outstanding following the offerings includes shares which are issuable upon exchange of the exchangeable preference shares held by TD Bank (see "The Reorganization"), and excludes 32,850,000 shares to be reserved for issuance pursuant to employee incentive and stock option plans..............