Discover Financial Services Announces Public Offering of Common Stock

Mon Jul 6, 2009 4:17pm EDT
 
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RIVERWOODS, Ill.--(Business Wire)--
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). 



Discover Financial Services
Investors:
Craig Streem, 224-405-3575
craigstreem@discover.com
or
Media:
Leslie Sutton, 224-405-3965
lesliesutton@discover.com



Copyright Business Wire 2009

 

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