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TD buying Cowen for US$1.3B in U.S. investment banking push – BNN

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The Toronto-Dominion Bank confirmed Tuesday morning that it has agreed to buy Cowen Inc. in its latest U.S. takeover.

Under the terms of the deal, TD will pay US$1.3 billion, or US$39 per share, in cash to buy the New York-based investment bank. TD said it sold 28.4 million shares in The Charles Schwab Corp. to finance the transaction; as a result, TD said the deal will be neutral to its Common Equity Tier 1 capital ratio.

“Cowen is a leading independent dealer with a premier U.S. equities business and a strong, diversified investment bank that, when combined with TD Securities, will allow us to accelerate our strategic U.S. growth plans,” said TD President and Chief Executive Officer Bharat Masrani in a release.

The deal has been a source of speculation for weeks, after Bloomberg News reported in early July that talks were underway. The Wall Street Journal reported late Monday that a deal for more than US$1 billion could be announced as early as today.

Paul Harris, a partner and portfolio manager at Toronto-based Harris Douglas Asset Management, said the scale of TD’s investment banking ambitions in the U.S. will go a long way in determining the success of the Cowen deal.

“Is this really a deal to help their existing client base grow and help them with investment banking, and corporate finance, etcetera? Is that the goal? Or is the goal to say we want to be a big investment bank in the United States? And I think if that’s the case, I think that’ll be very difficult. … And so if you’re going to compete with Goldman (Sachs), I think this would be a very bad thing, or with Morgan Stanley or JP Morgan.”

Harris, whose firm owns shares in TD, added the Cowen deal would probably “look terrible” in a few years if TD has any intent of trying to compete with those Wall Street giants.

TD said the purchase of Cowen will “modestly” boost its fiscal 2023 adjusted earnings per share, and that it’s expecting up to US$450 million in pre-tax integration and retention costs over a three-year period. The transaction, which TD said is expected to close in the first quarter of next year, is subject to regulatory approvals in Canada and the United States, as well as a vote by Cowen shareholders.

“The reality is that by selling down its Schwab stake, [TD] is simply trading some U.S. wealth exposure for U.S. capital market exposure. The diversification inherent in that trade is not necessarily a bad thing, although we note that the market generally prefers wealth to capital markets especially coming off of a historic M&A cycle. On top of that, the track record of successful cross-border capital markets acquisitions is small, with retention of people being the key obstacle over the medium to long term,” wrote Meny Grauman, an analyst at Scotia Capital, in a note to clients.

Cowen is the second major U.S. takeover that TD has revealed this year. In February, the Canadian bank announced it agreed to buy Memphis-based First Horizon Corp. for US$13.4 billion. That deal is still awaiting final regulatory approvals.

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Netflix’s subscriber growth slows as gains from password-sharing crackdown subside

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Netflix on Thursday reported that its subscriber growth slowed dramatically during the summer, a sign the huge gains from the video-streaming service’s crackdown on freeloading viewers is tapering off.

The 5.1 million subscribers that Netflix added during the July-September period represented a 42% decline from the total gained during the same time last year. Even so, the company’s revenue and profit rose at a faster pace than analysts had projected, according to FactSet Research.

Netflix ended September with 282.7 million worldwide subscribers — far more than any other streaming service.

The Los Gatos, California, company earned $2.36 billion, or $5.40 per share, a 41% increase from the same time last year. Revenue climbed 15% from a year ago to $9.82 billion. Netflix management predicted the company’s revenue will rise at the same 15% year-over-year pace during the October-December period, slightly than better than analysts have been expecting.

The strong financial performance in the past quarter coupled with the upbeat forecast eclipsed any worries about slowing subscriber growth. Netflix’s stock price surged nearly 4% in extended trading after the numbers came out, building upon a more than 40% increase in the company’s shares so far this year.

The past quarter’s subscriber gains were the lowest posted in any three-month period since the beginning of last year. That drop-off indicates Netflix is shifting to a new phase after reaping the benefits from a ban on the once-rampant practice of sharing account passwords that enabled an estimated 100 million people watch its popular service without paying for it.

The crackdown, triggered by a rare loss of subscribers coming out of the pandemic in 2022, helped Netflix add 57 million subscribers from June 2022 through this June — an average of more than 7 million per quarter, while many of its industry rivals have been struggling as households curbed their discretionary spending.

Netflix’s gains also were propelled by a low-priced version of its service that included commercials for the first time in its history. The company still is only getting a small fraction of its revenue from the 2-year-old advertising push, but Netflix is intensifying its focus on that segment of its business to help boost its profits.

In a letter to shareholder, Netflix reiterated previous cautionary notes about its expansion into advertising, though the low-priced option including commercials has become its fastest growing segment.

“We have much more work to do improving our offering for advertisers, which will be a priority over the next few years,” Netflix management wrote in the letter.

As part of its evolution, Netflix has been increasingly supplementing its lineup of scripted TV series and movies with live programming, such as a Labor Day spectacle featuring renowned glutton Joey Chestnut setting a world record for gorging on hot dogs in a showdown with his longtime nemesis Takeru Kobayashi.

Netflix will be trying to attract more viewer during the current quarter with a Nov. 15 fight pitting former heavyweight champion Mike Tyson against Jake Paul, a YouTube sensation turned boxer, and two National Football League games on Christmas Day.

The Canadian Press. All rights reserved.

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