CORPORATE DEBT

Corporate debt at December 31, 2015 and 2014 is outlined in the following table (dollars in millions):



	Face Value		Discount			Net
December 31, 2015
Interest-bearing notes:
5 ³/8% Notes, due 2022	$	540	$	(6	)	$	534
4 ⁵/8% Notes, due 2023	460		(5		)	455
Total interest-bearing notes	1,000		(11		)	989
Non-interest-bearing debt:
0% Convertible debentures, due 2019	8		—			8
Total corporate debt	$	1,008	$	(11	)	$	997



	Face Value		Discount			Net
December 31, 2014
Interest-bearing notes:
6³/8% Notes, due 2019	$	800	$	(5	)	$	795
5 ³/8% Notes, due 2022	540		(7		)	533
Total interest-bearing notes	1,340		(12		)	1,328
Non-interest-bearing debt:
0% Convertible debentures, due 2019	38		—			38
Total corporate debt	$	1,378	$	(12	)	$	1,366

5³/8% Notes

In November 2014, the Company issued an aggregate principal amount of $540 million in 5³/8% Senior Notes, due November 2022. Interest is payable semi-annually and the notes may be called by the Company in whole or in part at any time (1) before November 15, 2017, at a redemption price equal to 100% of their principal amount plus the applicable "make-whole" premium, and (2) on or after November 15, 2017 at specified redemption prices, which decline over time. The Company used the net proceeds from the issuance of the 5³/8% Notes, along with approximately $460 million of existing corporate cash, to redeem all of its outstanding 6³/4% Notes and 6% Notes, including paying the associated redemption premiums of $54 million, accrued interest and related fees and expenses. The Company recorded $59 million in losses on early extinguishment of debt related to the redemption of the 6³/4% Notes and 6% Notes for the year ended December 31, 2014.

4⁵/8% Notes

In March 2015, the Company issued an aggregate principal amount of $460 million in 4⁵/8% Senior Notes due September 2023. Interest is payable semi-annually and the notes may be called by the Company in whole or in part at any time (1) before March 15, 2018 at a redemption price equal to 100% of their principal amount plus the applicable "make-whole" premium, and (2) on or after March 15, 2018, at specified redemption prices, which decline over time. The Company used the net proceeds from the issuance of the 4⁵/8% Notes, along with approximately $432 million of existing corporate cash to redeem all of the outstanding 6³/8% Notes including paying the associated redemption premiums of $68 million, accrued interest and related fees and expenses. This resulted in $73 million in losses on early extinguishment of debt for the year ended December 31, 2015.

0% Convertible Debentures

In 2009, the Company issued an aggregate principal amount of $1.7 billion in Class A convertible debentures and $2 million in Class B convertible debentures (collectively convertible debentures or 0% Convertible debentures) of non-interest-bearing notes due August 2019, in exchange for $1.3 billion principal of the 12¹/2% Springing Lien Notes and $0.4 billion principal of the 8% Senior Notes, due June 2011.

The Class A convertible debentures are convertible into the Company’s common stock at a conversion rate of $10.34 per $1,000 principal amount of Class A convertible debentures and the Class B convertible debentures are convertible into the Company’s common stock at a conversion rate of $15.51 per $1,000 principal amount of Class B convertible debentures. The holders of the convertible debentures may convert all or any portion of the debentures at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date.

During the years ended December 31, 2015 and 2014, $30 million and $5 million of the Company’s convertible debentures were converted into 2.9 million and 0.5 million shares of common stock, respectively. At December 31, 2015, a cumulative total of $1.7 billion of the Class A convertible debentures and $2 million of the Class B convertible debentures had been converted into 167.5 million shares and 0.1 million shares, respectively, of the Company’s common stock.

Credit Facility

In November 2014, the Company entered into a $200 million senior secured revolving credit facility and in February of 2015, entered into an amendment to increase commitments thereunder by $50 million. At December 31, 2015, there was no outstanding balance under the revolving credit facility and available capacity for borrowings was $250 million. The credit facility expires in November 2017. The Company has the ability to borrow against the credit facility for working capital and general corporate purposes. The credit facility contains certain maintenance covenants, including the requirement for the parent company to maintain unrestricted cash of $100 million. In September 2015, the Company entered into an amendment to its senior secured revolving credit facility, which reduced or removed certain negative covenants and other restrictions on the Company pursuant to the terms of the amendment.

Ranking and Subsidiary Guarantees

All of the Company’s notes rank equal in right of payment with all of the Company’s existing and future unsubordinated indebtedness and rank senior in right of payment to all its existing and future subordinated indebtedness. However, the notes rank effectively junior to the Company's secured indebtedness to the extent of the collateral securing such indebtedness, including any debt drawn under the Company's $250 million senior secured revolving credit facility.

In June 2011, certain of the Company’s subsidiaries issued guarantees on the 0% Convertible debentures. E*TRADE Bank and E*TRADE Securities, among others, did not issue such guarantees.

Corporate Debt Covenants

The Company’s corporate debt and credit facility described above have terms which include financial maintenance covenants. At December 31, 2015, the Company was in compliance with all such maintenance covenants.

Future Maturities of Corporate Debt

Scheduled principal payments of corporate debt at December 31, 2015 were as follows (dollars in millions):



Years ending December 31,
2016	$	—
2017	—
2018	—
2019	8
2020	—
Thereafter	1,000
Total future principal payments of corporate debt	1,008
Unamortized discount	(11		)
Total corporate debt	$	997