RIVERWOODS, Ill.--(BUSINESS WIRE)--Jul. 6, 2009--
Discover Financial Services (NYSE:DFS) today announced it has commenced
an underwritten public offering of $500 million of its common stock. The
net proceeds from the offering will be used for general corporate
purposes, which may include capital contributions to the company’s
subsidiary, Discover Bank, possible investments in the company’s
businesses, or possible repurchase of fixed rate cumulative perpetual
preferred stock issued by Discover to the U.S. Treasury under its
Capital Purchase Program (subject to regulatory approval). The company
will grant the underwriters a 30-day option to purchase up to an
additional 15 percent of the number of shares offered to cover
over-allotments, if any. In addition, the company intends to offer
senior notes in the near future, subject to market conditions.
J.P. Morgan Securities Inc. is acting as sole book-running manager for
both the common stock and proposed senior notes offerings. A copy of the
prospectus supplement and prospectus relating to these securities may be
obtained, when available, by contacting J.P. Morgan Securities Inc.,
Attn: Prospectus Department, 4 Chase Metrotech Center, CS Level,
Brooklyn, NY 11245 or by calling 1-718-242-8002.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be any
sale of these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Discover Financial Services
Discover Financial Services (NYSE: DFS) is a leading credit card issuer
and electronic payment services company with one of the most recognized
brands in U.S. financial services. Since its inception in 1986, the
company has become one of the largest card issuers in the United States.
The company operates the Discover Card, America's cash rewards pioneer,
and offers student and personal loans, as well as savings products such
as certificates of deposit and money market accounts. Its payments
businesses consist of the Discover Network, with millions of merchant
and cash access locations; PULSE, one of the nation's leading ATM/debit
networks; and Diners Club International, a global payments network with
acceptance in 185 countries and territories.
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
statements are based upon the current beliefs and expectations of
Discover Financial Services' management and are subject to significant
risks and uncertainties. Actual results may differ materially from those
set forth in the forward-looking statements. These forward-looking
statements speak only as of the date of this press release, and there is
no undertaking to update or revise them as more information becomes
available. The following factors, among others, could cause actual
results to differ materially from those set forth in the forward-looking
statements: the actions and initiatives of current and potential
competitors; our ability to manage credit risks and securitize our
receivables at acceptable rates and under sale accounting treatment;
changes in economic variables, such as the availability of consumer
credit, the housing market, energy costs, the number and size of
personal bankruptcy filings, the rate of unemployment and the levels of
consumer confidence and consumer debt; the level and volatility of
equity prices, commodity prices and interest rates, currency values,
investments, other market fluctuations and other market indices; the
availability and cost of funding and capital; access to U.S. equity,
debt and deposit markets; the ability to manage our liquidity risk;
losses in our investment portfolio; the ability to increase or sustain
Discover Card usage or attract new cardmembers and introduce new
products or services; our ability to attract new merchants and maintain
relationships with current merchants; our ability to successfully
achieve interoperability among our networks and maintain relationships
with network participants; material security breaches of key systems;
unforeseen and catastrophic events; our reputation; the potential
effects of technological changes; the effect of political, economic and
market conditions and geopolitical events; unanticipated developments
relating to lawsuits, investigations or similar matters; the impact of
current, pending and future legislation, regulation and regulatory and
legal actions, including new laws limiting or modifying certain credit
card practices and legislation related to government programs to
stabilize the financial markets; our ability to attract and retain
employees; the ability to protect our intellectual property; the impact
of any potential future acquisitions; investor sentiment; resolution of
our dispute with Morgan Stanley; and the restrictions on our operations
resulting from financing transactions.
Additional factors that could cause Discover Financial Services' results
to differ materially from those described in the forward-looking
statements can be found under “Part I. Item 1A. Risk Factors” in the
Company's Annual Report on Form 10-K for the year ended November 30,
2008 and under “Part II. Item 1A. Risk Factors” in the Company’s
Quarterly Reports on Form 10-Q for the quarters ended February 28, 2009,
and May 31, 2009, which are filed with the SEC and available at the
SEC's internet site (http://www.sec.gov).
Source: Discover Financial Services
Discover Financial Services
Investors:
Craig Streem,
224-405-3575
[email protected]
or
Media:
Leslie
Sutton, 224-405-3965
[email protected]