TD Waterhouse Acquires thinkorswim Canada

On June 11, 2009, TD Waterhouse Canada Inc. acquired thinkorswim Canada Inc. (thinkorswim Canada) from online brokerage firm TD Ameritrade Holding Corporation. The acquisition was completed immediately after the NASDAQ- traded TD Ameritrade closed its US$606 million acquisition of NASDAQ traded thinkorswim Group Inc. (thinkorswim) on the same day. The Toronto-Dominion Bank has an investment in TD Ameritrade and TD Waterhouse is a wholly owned subsidiary of TD Bank.
TD Waterhouse Discount Brokerage, a division of TD Waterhouse, offers self-directed investors products and services designed to meet the needs of both long-term investors and active traders. thinkorswim Canada is recognized for its trading technology and capabilities in options trading.

TD Ameritrade was represented in-house by Ellen Koplow and David Lambert. Stikeman Elliott LLP acted as Canadian counsel with regard to the acquisition of thinkorswim and the sale of thinkorswim Canada with a legal team that included Kenneth Ottenbreit, Gordon Cameron, Robert Notkin and Marc-André Wolfe (New York corporate and securities); Karen Jackson and Greg Herget (Toronto technology and licensing); Alan Kenigsberg (Toronto tax); Justine Whitehead (Ottawa intellectual property); and Sandra Walker and Michael Kilby (Toronto regulatory). Wilson Sonsini Goodrich & Rosati was US counsel to TD Ameritrade with a legal team that included Michael Ringler and Jeffrey Sulman (corporate), Ivan Humphreys and Eileen Marshall (tax); and Ralph Barry (employee benefits and compensation).

For the acquisition of thinkorswim Canada, TD Waterhouse was represented in-house by Norie Campbell, Rasha El Sissi and Jennifer Lee (corporate), Faeron Trahearne (technology) and Jeridean Young (tax). McCarthy Tétrault LLP acted as counsel to TD Waterhouse with a legal team that included Philip Moore (corporate), Michael Nicholas (regulatory), Wendy Gross (technology), Jerald Wortsman and Gwendolyn Watson (tax), Alfred Macchione (intellectual property), Wendi Locke (corporate), Ted Liu (technology) and Jo-Anna Brimmer (corporate), all based in Toronto.

thinkorswim was represented in Canada by Wayne Egan and Geoffrey Ritchie of WeirFoulds LLP and in the US by Cleary Gottlieb Steen & Hamilton LLP with a legal team that included Ethan Klingsberg, Benet O'Reilly, Lindsay Barenz, Kimberly Spoerri, Francisco Raul Nunez, Sandrine Cousquer and Colleen Harp (corporate); Edward Rosen, Dana Fleischman, Ellen Creede and Colin Lloyd (regulatory); Arthur Kohn, Caroline Hayday, Catherine Slack and Jeffrey Penn (employee benefits and executive compensation); Leonard Jacoby and Pia Sen (intellectual property); James Duncan, Mirna Zwitter-Tehovnik and Tally Zingher (tax) and David Gelfand and Katia Callahan (antitrust).


Wendy J. Gross Jerald M. Wortsman Justine M. Whitehead Ivan H. Humphreys Karen E. Jackson Jo-Anna Brimmer Robert Notkin Gwendolyn G. Watson Ethan A. Klingsberg Alfred A. Macchione Sandra L. Walker Wendi A. Locke Philip C. Moore Eileen C. Marshall Gordon N. Cameron Wayne T. Egan Michael Kilby Alan Kenigsberg Ted Liu Michael C. Nicholas David I. Gelfand Kenneth G. Ottenbreit Greg Herget Arthur H. Kohn


Stikeman Elliott LLP Wilson Sonsini Goodrich & Rosati McCarthy Tétrault LLP WeirFoulds LLP Cleary, Gottlieb, Steen & Hamilton