CAPITAL ONE FINANCIAL CORP acquires Discover Financial Services

CAPITAL ONE FINANCIAL CORP acquired Discover Financial Services for ~$35.3 billion (all-stock; each Discover share exchanged for 1.0192 Capital One shares, a 26.6% premium to Discover's $110.49 close on Feb 16, 2024), a transaction completed in May 2025, structured as all stock.

Discover Financial Services operates in Credit cards & payments network, is based in Riverwoods, Illinois, USA. Capital One acquired Discover Financial Services in an all-stock merger structured as a two-step merger followed by a bank merger of Discover Bank into Capital One, National Association. The deal added Discover's card-issuing business and, critically, its proprietary Discover, PULSE, and Diners Club International payment networks, giving Capital One a vertically integrated card-and-network platform. Capital One shareholders held roughly 60% and Discover shareholders roughly 40% of the combined company at close.

Combines two innovative, mission-driven companies positioned to deliver breakthrough products and experiences to consumers, businesses, and merchants, while adding a global payments network to Capital One's card franchise.

A rare opportunity to acquire one of only a handful of U.S. payment networks alongside a large card-issuing book. Vertical integration of card issuing and network economics; expanded deposit and consumer-banking scale. Discover credit cards continue as Discover-branded products; Discover, PULSE and Diners Club networks join Capital One's offerings. Richard Fairbank, Q3 2025 earnings call (Oct 21, 2025): 'There were multiple adjusting items related to the Discover acquisition in the quarter, including integration costs, intangible amortization expense and loan and deposit fair value mark amortization. Net of these adjusting items, third quarter earnings per share were $5.95.'

Advisory firms were not disclosed for this transaction.