Los Angeles Times

Charles Schwab muscles its way to top

First it eliminates fees, then it buys major rival TD Ameritrade for $26 billion.

- By Annie Massa, Matthew Monks and John Gittelsohn Massa, Monks and Gittelsohn write for Bloomberg.

For decades, Charles Schwab Corp. quietly plotted to unleash its ultimate weapon against rivals: zero fees.

Schwab considered eliminatin­g charges in the 1990s after the advent of online trading, and again in the 2000s during the financial crisis, according to a person with knowledge of the matter. Each time, it dismissed the idea as too risky — a danger to its own bottom line.

But with investing costs collapsing across Wall Street, the San Francisco firm finally took the leap in October — and, in a matter of weeks, it drove a major rival into its arms.

On Monday, days after reports of a possible acquisitio­n surfaced, Schwab formally announced that it would acquire TD Ameritrade Holding Corp. in an all-stock deal valued at about $26 billion.

The deal caps a year of off-again, on-again negotiatio­ns and cements Schwab’s position in the industry it pioneered half a century ago.

For TD Ameritrade, one of Schwab’s keenest rivals, the tie-up is an acknowledg­ment of a stark, new reality: One of finance’s most basic businesses, stock trading, has become so mundane that brokers are doing it for free.

Schwab played its hand deftly. First, it sent shock waves through its industry — and sent TD Ameritrade stock into a tailspin — by abruptly announcing last month that it would allow customers to trade stocks and exchange-traded funds for free. Then, it reentered talks that culminated in Monday’s announceme­nt.

Schwab Chief Executive Walt Bettinger was blunt in early November, telling Schwab clients that discount brokers were headed for a shakeout. But as recently as last week, the company’s chief financial officer, Peter Crawford, was holding his cards close in discussion­s with industry executives.

“What a poker player,” Matt Witkos, head of global distributi­on at Eaton Vance Corp. in Boston, said of Crawford. “It was pretty shocking.”

Tradecraft aside, Schwab and TD Ameritrade are responding to the tectonic shifts in their business. Price competitio­n extends beyond commission­s to investment products too: Fidelity Investment­s is now charging nothing at all for a handful of its funds.

Pressure has been intensifyi­ng: In the 1970s, Schwab charged about $70 for a stock trade. By the 1990s, the price had dropped to as little as $30, and in the mid-2000s it cost about $13. After Schwab’s move in October, it was free.

The race to zero, after so many years of resistance, partly reflects a generation­al shift. Although many baby boomers are accustomed to paying fees, younger people have come to expect free trading from a new crop of competitor­s such as Robinhood Financial.

Schwab’s TD Ameritrade deal, expected to close in the second half of 2020, would create a formidable giant with $5 trillion in assets. The company would be so large that some analysts have said the deal might draw antitrust scrutiny.

Bettinger, the CEO, flicked away those concerns on a call with analysts Monday.

“We have numerous competitor­s, many of which are far larger than us today and far larger than a combined organizati­on,” he said, naming Fidelity and Vanguard Group among the bigger challenger­s. “They’re going to continue to come right after us, as they are now in all aspects of the business.”

Toronto-Dominion Bank, which owns 43% of TD Ameritrade, initially reached out to Schwab, people familiar with the matter said.

Schwab’s eliminatio­n of fees prompted TD Ameritrade and other rivals to follow suit. After the move, TD Bank again reached out to Schwab to restart the discussion­s, according to one of the people familiar with the matter.

Representa­tives for TD Bank declined to comment.

The marriage of Schwab and its smaller Midwest rival left independen­t advisors and rival firms scrambling to decode how the combined company will transform the brokerage business, which has already undergone considerab­le upheaval in recent years.

Schwab worked its way up the food chain by leaning into the “discount” part of the discount brokerage business, fueling more than a decade of expansion.

The firm got its start in the 1970s by undercutti­ng Wall Street firms that would charge hundreds of dollars per order. It thrived on comparativ­ely low-cost trading into the 1990s, moving online to compete with upstarts including E-Trade Financial Corp.

But Schwab lost its way in the early 2000s, charging more than competitor­s for trading and juggling disparate business lines. To reverse course, founder Charles Schwab returned to the helm and refocused on one thing: low fees. That decision to reconnect to the discount ethos helped it grow to its dominant position today.

“The logic of Schwab has been — will always be — to reduce commission­s,” said Robert Burgelman, a professor of management at the Stanford Graduate School of Business who’s followed Schwab for two decades and written case studies on the company.

Schwab was able to kneecap its competitor­s last month with zero fees in part because it relies less on trading for income.

Its other business lines include advisor services and its own low-cost investment products. And the firm earns most of its revenue from reinvestin­g customer cash through its bank division. When falling interest rates threatened that income stream, Schwab announced in September that it was cutting 3% of its staff, or about 600 jobs.

Monday’s announced deal puts additional heat on E-Trade, which was long thought to be a potential acquisitio­n target for TD Ameritrade. After falling 9% on the day news of Schwab’s move broke, E-Trade’s shares rose more than 3% on Monday.

“Frankly, if I’m on the ETrade board, I’m certainly feeling a sense of urgency to find a buyer,” said Thomas Bradley, former president of TD Ameritrade.

An E-Trade spokesman didn’t respond to a request for comment outside normal business hours.

Some advisors were on edge about the tie-up. Those who use Schwab to safeguard assets wonder whether they’ll be able to maintain the same level of service, especially for smaller clients.

“Less competitio­n can lead to less negotiatin­g power,” said Matt Cosgriff, a wealth management group leader at BerganKDV.

Roger Ward, principal wealth advisor at TrueWealth Management in Atlanta, said Schwab’s dominant position in the industry made Monday’s announceme­nt almost inevitable.

“When they change course, it can take time,” he said of the 20,000-person company. “But when they get on the desired course, they are financiall­y strong enough and culturally motivated enough to roll over smaller contributo­rs like TD Ameritrade.”

 ?? Richard Drew Associated Press ?? CHARLES Schwab Corp., the pioneer discount brokerage, lost its way in the early 2000s, charging more than rivals for trading. Founder Charles Schwab, above, returned to the helm and refocused on one thing: low fees.
Richard Drew Associated Press CHARLES Schwab Corp., the pioneer discount brokerage, lost its way in the early 2000s, charging more than rivals for trading. Founder Charles Schwab, above, returned to the helm and refocused on one thing: low fees.

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