Notes Payable and Long-Term Debt | NOTES PAYABLE AND LONG-TERM DEBT Notes payable and long-term debt consist of the following (dollars in millions): June 30, 2015 Face Value Unamortized Discount Fair Value Adjustment (1) Net Carrying Value Long-term debt: Senior Notes: 5.600% Notes due 2019 $ 500 $ — $ 33 $ 533 2.950% Notes due 2022 750 (2 ) — 748 3.625% Notes due 2025 500 — 4 504 Secured Loan: Variable-rate Note due 2019 25 — — 25 Total long-term debt $ 1,775 $ (2 ) $ 37 $ 1,810 September 30, 2014 Face Value Unamortized Discount Fair Value Adjustment (1) Net Carrying Value Notes payable: Parent Revolving Facility $ 150 $ — $ — $ 150 Long-term debt: Senior Notes: 4.150% Notes due 2014 500 — 2 502 5.600% Notes due 2019 500 — 30 530 Secured Loan: Variable-rate Note due 2019 69 — — 69 Subtotal – Long-term debt 1,069 — 32 1,101 Total notes payable and long-term debt $ 1,219 $ — $ 32 $ 1,251 (1) Fair value adjustments relate to changes in the fair value of the debt while in a fair value hedging relationship. See " Fair Value Hedging " below. Senior Notes - On October 17, 2014 , the Company sold, through a public offering, $500 million aggregate principal amount of unsecured 3.625% Senior Notes due April 1, 2025 (the "2025 Notes"). Interest on the 2025 Notes will be payable in arrears semi-annually on April 1 and October 1 of each year. The Company used the net proceeds from the issuance of the 2025 Notes, together with cash on hand, to repay in full the outstanding principal under the Company's 4.150% Senior Notes (the "2014 Notes") that matured on December 1, 2014 . On March 4, 2015 , the Company sold, through a public offering, $750 million aggregate principal amount of unsecured 2.950% Senior Notes due April 1, 2022 (the "2022 Notes"). Interest on the 2022 Notes will be payable in arrears semi-annually on April 1 and October 1 of each year, beginning on October 1, 2015. The Company issued the 2022 Notes for general corporate purposes, including liquidity for operational contingencies. Fair Value Hedging – The Company is exposed to changes in the fair value of its fixed-rate Senior Notes resulting from interest rate fluctuations. To hedge a portion of this exposure, the Company has entered into fixed-for-variable interest rate swaps on its 5.600% Senior Notes due December 1, 2019 (the "2019 Notes") and 2025 Notes. Each fixed-for-variable interest rate swap has a notional amount of $500 million and a maturity date matching the maturity date of the respective Senior Notes. During December 2014, the Company paid in full the outstanding principal under the 2014 Notes and the interest rate swap on the 2014 Notes expired. The interest rate swaps effectively change the fixed-rate interest on the 2019 Notes and 2025 Notes to variable-rate interest. Under the terms of the interest rate swap agreements, the Company receives semi-annual fixed-rate interest payments based on the same rates applicable to the Senior Notes, and makes quarterly variable-rate interest payments based on three-month LIBOR plus (a) 2.3745% for the swap on the 2019 Notes and (b) 1.1022% for the swap on the 2025 Notes. As of June 30, 2015 , the weighted average effective interest rate on the aggregate principal balance of the 2019 Notes and 2025 Notes was 2.02% . The interest rate swaps are accounted for as fair value hedges and qualify for the shortcut method of accounting. Changes in the payment of interest resulting from the interest rate swaps are recorded in interest on borrowings on the Condensed Consolidated Statements of Income. Changes in fair value of the interest rate swaps are completely offset by changes in fair value of the related notes, resulting in no effect on net income. The following table summarizes gains and losses resulting from changes in the fair value of interest rate swaps designated as fair value hedges and the hedged fixed-rate debt for the periods indicated (dollars in millions): Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Gain (loss) on fair value of interest rate swaps $ (24 ) $ 1 $ 5 $ (11 ) Gain (loss) on fair value of hedged fixed-rate debt 24 (1 ) (5 ) 11 Net gain (loss) recorded in interest on borrowings $ — $ — $ — $ — Cash Flow Hedging – On January 17, 2014 , the Company entered into forward-starting interest rate swap contracts with an aggregate notional amount of $500 million , to hedge against changes in the benchmark interest rate component of future interest payments resulting from the anticipated refinancing of the 2014 Notes. The Company designated the contracts as a cash flow hedge of the future interest payments. Under cash flow hedge accounting, until settlement the swap contracts are carried at fair value and, to the extent they are an effective hedge, any unrealized gains or losses are recorded in other comprehensive income (loss). Any ineffective portion of the unrealized gains or losses is immediately recorded into earnings. Upon settlement, any realized gain or loss that has been recorded in other comprehensive income (loss) is amortized into earnings over the term of the newly-issued fixed-rate debt. On October 17, 2014, the Company sold $500 million of 2025 Notes as described under " Senior Notes " above, and paid approximately $45 million to settle the forward-starting interest rate swap contracts. As of October 17, 2014, the Company recorded $0.5 million of pre-tax loss immediately into earnings to reflect ineffectiveness resulting from the issuance of the 2025 Notes slightly earlier than forecast. As of June 30, 2015 , the Company expects to amortize $4.4 million of pre-tax losses, that were reported in accumulated other comprehensive income (loss), into interest on borrowings on the Condensed Consolidated Statements of Income within the next 12 months . The following table summarizes pre-tax losses resulting from changes in the fair value of the forward-starting interest rate swaps for the periods indicated (dollars in millions): Amount of Loss Recognized in Other Comprehensive Income (Loss) (Effective Portion) Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Forward-starting interest rate swaps $ — $ (15 ) $ (15 ) $ (24 ) Balance Sheet Impact of Hedging Instruments — The following table summarizes the fair value of outstanding derivatives designated as hedging instruments on the Condensed Consolidated Balance Sheets (dollars in millions): Balance Sheet Location June 30, September 30, Interest rate contracts: Pay-variable interest rate swaps designated as fair value hedges Other assets $ 37 $ 32 Forward-starting interest rate swaps designated as cash flow hedges Accounts payable and other liabilities $ — $ (29 ) The interest rate swaps are subject to counterparty credit risk. Credit risk is managed by limiting activity to approved counterparties that meet a minimum credit rating threshold, by entering into credit support agreements, or by utilizing approved central clearing counterparties registered with the Commodity Futures Trading Commission ("CFTC"). The interest rate swaps require daily collateral coverage, in the form of cash or U.S. Treasury securities, for the aggregate fair value of the interest rate swaps (including accrued interest). As of June 30, 2015 and September 30, 2014 , the pay-variable interest rate swap counterparties had pledged $39 million and $47 million of collateral, respectively, to the Company in the form of cash. A liability for collateral pledged to the Company in the form of cash is recorded in accounts payable and other liabilities on the Condensed Consolidated Balance Sheets. As of September 30, 2014 the Company had pledged $43 million of collateral to the forward-starting interest rate swap counterparties in the form of cash. An asset for collateral pledged to the swap counterparties in the form of cash is recorded in other assets on the Condensed Consolidated Balance Sheets. TD Ameritrade Holding Corporation Credit Agreement — On June 11, 2014 , the Parent entered into a credit agreement consisting of a senior unsecured revolving credit facility in the aggregate principal amount of $300 million (the "Parent Revolving Facility"). The maturity date of the Parent Revolving Facility is June 11, 2019 . The applicable interest rate under the Parent Revolving Facility is calculated as a per annum rate equal to, at the option of the Parent, (a) LIBOR plus an interest rate margin ("Parent LIBOR loans") or (b) (i) the highest of (x) the prime rate, (y) the federal funds effective rate plus 0.50% or (z) one-month LIBOR plus 1.00% , plus (ii) an interest rate margin ("Base Rate loans"). The interest rate margin ranges from 0.875% to 1.75% for Parent LIBOR loans and from 0% to 0.75% for Base Rate loans, determined by reference to the Company’s public debt ratings. The Parent is obligated to pay a commitment fee ranging from 0.10% to 0.25% on any unused amount of the Parent Revolving Facility, determined by reference to the Company's public debt ratings. As of June 30, 2015 , the interest rate margin would have been 1.25% for Parent LIBOR loans and 0.25% for Base Rate loans, and the commitment fee was 0.15% , each determined by reference to the Company's public debt ratings. There were no borrowings outstanding under the Parent Revolving Facility as of June 30, 2015 . As of September 30, 2014 , there was $150 million of borrowings outstanding under the Parent Revolving Facility, consisting of Parent LIBOR loans. As of September 30, 2014 , the commitment fee was 0.15% and the interest rate margin was 1.25% , each determined by reference to the Company’s public debt ratings, and the interest rate was 1.40% , based on one-month LIBOR plus the interest rate margin. The obligations under the Parent Revolving Facility are guaranteed by TD Ameritrade Online Holdings Corp. ("TDAOH"), a wholly-owned subsidiary of the Company, and each "significant subsidiary" (as defined in SEC Rule 1-02(w) of Regulation S‑X) of the Parent, other than broker-dealer subsidiaries, FCM subsidiaries and controlled foreign corporations. Currently, the only subsidiary guarantor of the obligations under the Parent Revolving Facility is TDAOH. The Parent Revolving Facility contains negative covenants that limit or restrict, subject to certain exceptions, the incurrence of liens, indebtedness of subsidiaries, mergers, consolidations, transactions with affiliates, change in nature of business and the sale of all or substantially all of the assets of the Company. The Parent is also required to maintain compliance with a maximum consolidated leverage ratio covenant and a minimum consolidated interest coverage ratio covenant, and the Company's broker-dealer and FCM subsidiaries are required to maintain compliance with a minimum regulatory net capital covenant. The Company was in compliance with all covenants under the Parent Revolving Facility as of June 30, 2015 . TD Ameritrade Clearing, Inc. Credit Agreement - On June 11, 2014 , TD Ameritrade Clearing, Inc. ("TDAC"), the Company’s clearing broker-dealer subsidiary, entered into a credit agreement consisting of a senior unsecured revolving credit facility in the aggregate principal amount of $300 million (the "TDAC Revolving Facility"). The maturity date of the TDAC Revolving Facility is June 11, 2019 . The applicable interest rate under the TDAC Revolving Facility is calculated as a per annum rate equal to, at the option of TDAC, (a) LIBOR plus an interest rate margin ("TDAC LIBOR loans") or (b) the federal funds effective rate plus an interest rate margin ("Fed Funds Rate loans"). The interest rate margin ranges from 0.75% to 1.50% for both TDAC LIBOR loans and Fed Funds Rate loans, determined by reference to the Company’s public debt ratings. TDAC is obligated to pay a commitment fee ranging from 0.08% to 0.20% on any unused amount of the TDAC Revolving Facility, determined by reference to the Company’s public debt ratings. As of June 30, 2015 , the interest rate margin would have been 1.00% for both TDAC LIBOR loans and Fed Funds Rate loans, and the commitment fee was 0.125% , each determined by reference to the Company’s public debt ratings. There were no borrowings outstanding under the TDAC Revolving Facility as of June 30, 2015 and September 30, 2014 . The TDAC Revolving Facility contains negative covenants that limit or restrict, subject to certain exceptions, the incurrence of liens, indebtedness of TDAC, mergers, consolidations, change in nature of business and the sale of all or substantially all of the assets of TDAC. TDAC is also required to maintain minimum tangible net worth and is required to maintain compliance with minimum regulatory net capital requirements. TDAC was in compliance with all covenants under the TDAC Revolving Facility as of June 30, 2015 . Intercompany Credit Agreements — During March 2015, the Parent entered into credit agreements with each of its primary broker-dealer and FCM subsidiaries as described below. The intercompany credit agreement with TDAC was established on March 31, 2015 and will terminate on March 1, 2022 . Under this agreement, TDAC may borrow up to $700 million in cash or securities from the Parent under a committed facility. In addition, the Parent is permitted, but under no obligation, to make loans of up to $300 million in cash or securities to TDAC under an uncommitted facility. Loans under both the committed and uncommitted facilities bear interest at the same rate as borrowings under the TDAC Revolving Facility and must be repaid with interest on or before the termination date. The intercompany credit agreement with TD Ameritrade, Inc., the Company's introducing broker-dealer subsidiary, was established on March 31, 2015 and will terminate on March 1, 2022 . Under this agreement, TD Ameritrade, Inc. may borrow up to $50 million in cash or securities from the Parent under a committed facility. In addition, the Parent is permitted, but under no obligation, to make loans of up to $300 million in cash or securities to TD Ameritrade, Inc. under an uncommitted facility. Loans under both the committed and uncommitted facilities bear interest at the same rate as borrowings under the TDAC Revolving Facility and must be repaid with interest on or before the termination date. The intercompany credit agreement with TD Ameritrade Futures & Forex LLC ("TDAFF"), the Company's FCM subsidiary, was established on March 29, 2015 and has an initial term of five years. The agreement will automatically renew for an additional five -year term, unless either party provides notice to the other of its intent to terminate not less than 30 days before the end of the then current term. Under this agreement, TDAFF may borrow from the Parent, under a committed facility, up to 75% of TDAFF's "residual interest target" as determined by TDAFF in accordance with applicable rules and regulations. As of June 30, 2015 , TDAFF's residual interest target was $18 million and the corresponding loan commitment amount was $13.5 million . Loans under this facility bear interest at the prime rate plus 1.00% and must be repaid with interest not later than 60 calendar days following the date of the borrowing. There were no borrowings outstanding under any of the intercompany credit agreements as of June 30, 2015 . |