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Discover Financial Services Announces Redemption of Series B Preferred Stock

November 01, 2017

RIVERWOODS, Ill.--(BUSINESS WIRE)-- Discover Financial Services (NYSE: DFS) today announced it is calling for redemption all of the outstanding depositary shares (the “Series B Depositary Shares”) relating to its 6.50% Non-Cumulative Perpetual Preferred Stock, Series B (the “Series B Preferred Stock”). There are currently 23,000,000 issued and outstanding Series B Depositary Shares, each representing a 1/40th interest in a share of Series B Preferred Stock (NYSE: DFSPrB, CUSIP No. 254709207).

The Series B Depositary Shares will be redeemed on December 1, 2017 (the “Redemption Date”) at a redemption price of $25.00 per Series B Depositary Share (the “Redemption Price”), representing an aggregate amount of $575,000,000. Since the Redemption Date is also a dividend payment date, the Redemption Price does not include any declared and unpaid dividends. Declared dividends of $16.25 per share of Series B Preferred Stock (or $0.40625 per Series B Depository Share), which were previously declared by the Board of Directors, for the full current quarterly dividend period from and including September 1, 2017, to but excluding December 1, 2017, will be paid separately in the customary manner on December 1, 2017, to holders of record on November 14, 2017. On and after the Redemption Date, the Series B Preferred Stock and the related Series B Depositary Shares will no longer be deemed outstanding and no further dividends will be declared on the Series B Preferred Stock.

The notice of redemption specifying the terms, conditions and procedures for the redemption (the “Redemption Notice”) will be mailed to holders of record of Series B Depositary Shares, and is available by contacting Computershare Inc. or Computershare Trust Company, N.A. (“Computershare”), the transfer agent for the Series B Depositary Shares, by mail at P.O. Box 43014, Providence, RI 02940-3014 Attention: Corporate Actions, by overnight courier at 250 Royall Street, Canton, MA 02021, Attention: Corporate Actions, or by telephone at (800) 546-5141. Questions regarding the redemption of the Series B Depositary Shares may be directed to Computershare.

This press release does not constitute a notice of redemption under the certificate of designation governing the Series B Depositary Shares and is qualified in its entirety by reference to the Redemption Notice issued by Discover Financial Services.

About Discover

Discover Financial Services (NYSE: DFS) is a direct banking and 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 issues the Discover card, America's cash rewards pioneer, and offers private student loans, personal loans, home equity loans, checking and savings accounts and certificates of deposit through its direct banking business. It operates 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 more than 185 countries and territories. For more information, visit www.discover.com/company.

This press release contains forward-looking statements. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made, which reflect management’s estimates, projections, expectations or beliefs at that time, and which are subject to significant risks and uncertainties that may cause actual results to differ materially. Factors that could cause the company's results to differ materially from those described in the forward-looking statements can be found under “Risk Factors,” “Business - Competition,” “Business - Supervision and Regulation” and “Management's Discussion and Analysis of Financial Condition and Results of Operations” in the company's Annual Report on Form 10-K for the year ended December 31, 2016, and "Management's Discussion & Analysis of Financial Condition and Results of Operations" in the company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, which are filed with the SEC and available at the SEC's website (www.sec.gov). The Company does not undertake to update or revise forward-looking statements as more information becomes available.

Source: Discover Financial Services

Discover Financial Services

Investor Contact:

Craig Streem

Investor Relations

224-405-5923

craigstreem@discover.com

or

Media Contact:

Jon Drummond

Public Relations

224-405-1888

jondrummond@discover.com