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Capital One Receives Final Regulatory Approvals for Acquisition of Discover

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Capital One Receives Final Regulatory Approvals for Acquisition of Discover

MCLEAN, Va, & RIVERWOODS, Ill., April 18, 2025–(BUSINESS WIRE)–Capital One Financial Corporation (NYSE: COF) and Discover Financial Services (NYSE: DFS) today announced that the Board of Governors of the Federal Reserve System and the Office of the Comptroller of the Currency have approved Capital One’s proposed acquisition of Discover.

This approval follows approval of the transaction by the Delaware State Bank Commissioner in December 2024, and by shareholders of more than 99 percent of each company’s shares voting in February of this year.

“This is an exciting moment for Capital One and Discover. We understand the critical importance of a strong and competitive banking system to our customers and our economy, and we appreciate the thoughtful and diligent engagement of our regulators as they thoroughly reviewed this deal over the past 14 months,” said Richard Fairbank, Founder, Chairman, and CEO of Capital One. “I am grateful to the thousands of associates across Capital One and Discover who have worked tirelessly to help us achieve this significant milestone. We look forward to bringing these two great companies together with a profound sense of possibility and responsibility to deliver for our customers, associates, shareholders, and communities.”

All required regulatory approvals to complete the transaction have now been received, and the transaction is expected to close on May 18, 2025, subject to the satisfaction of customary closing conditions.

“The combination of our two great companies will increase competition in payment networks, offer a wider range of products to our customers, increase our resources devoted to innovation and security, and bring meaningful community benefits,” said Michael Shepherd, Interim CEO and President of Discover.

There will be no immediate changes to Capital One and Discover customer accounts and relationships now or in the period immediately following the closing of the transaction. Capital One will provide customers with comprehensive information regarding relevant conversion activities well in advance of any future change. Until then, customers will continue to be served through their respective Capital One and Discover customer communications channels.

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Upon closing, Capital One will begin implementation of its historic, five-year Community Benefits Plan (CBP), developed in connection with the acquisition and in partnership with leading community organizations, mobilizing more than $265 billion in lending, investment, and services to advance economic opportunity and financial well-being across America.

Further information on Capital One’s agreement to acquire Discover Financial Services can be found at www.capitalonediscover.com.

Forward Looking Statements

Information in this communication, other than statements of historical facts, may constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the benefits of the proposed transaction between Capital One Financial Corporation (“Capital One”) and Discover Financial Services (“Discover”), statements related to the expected timing of the completion of the transaction, statements about the combined company’s plans, objectives, expectations and intentions, and other statements that are not historical facts. Forward-looking statements may be identified by terminology such as “may,” “will,” “should,” “targets,” “scheduled,” “plans,” “intends,” “goal,” “anticipates,” “expects,” “believes,” “forecasts,” “outlook,” “estimates,” “potential,” or “continue” or negatives of such terms or other comparable terminology.

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All forward-looking statements are subject to risks, uncertainties and other factors that may cause the actual results, performance or achievements of Capital One or Discover to differ materially from any results expressed or implied by such forward-looking statements. Such factors include, among others, (1) the risk that the cost savings and any revenue synergies and other anticipated benefits from the transaction may not be fully realized or may take longer than anticipated to be realized, the risk that revenues following the transaction may be lower than expected and/or the risk that certain expenses, such as the provision for credit losses, of Discover, or Capital One following the transaction, may be greater than expected, (2) disruption to the parties’ businesses as a result of the announcement and pendency of the transaction, (3) the risk that the integration of Discover’s business and operations into Capital One, including the integration into Capital One’s compliance management program, will be materially delayed or will be more costly or difficult than expected, or that Capital One is otherwise unable to successfully integrate Discover’s businesses into its own, including as a result of unexpected factors or events, (4) reputational risk and the reaction of each company’s customers, suppliers, employees or other business partners to the transaction, (5) the failure of the remaining closing conditions in the merger agreement to be satisfied, or any unexpected delay in completing the transaction or the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, (6) the dilution caused by the issuance of additional shares of Capital One’s common stock in connection with the transaction, (7) the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, (8) risks related to management and oversight of the expanded business and operations of Capital One following the transaction due to the increased size and complexity of its business, (9) the possibility of increased scrutiny by, and/or additional regulatory requirements of, governmental authorities as a result of the transaction or the size, scope and complexity of Capital One’s business operations following the transaction, (10) the outcome of any legal or regulatory proceedings that may be currently pending or later instituted against Capital One before or after the transaction, or against Discover, (11) the risk that expectations regarding the timing, completion and accounting and tax treatments of the transaction are not met, (12) the risk that any announcements relating to the transaction could have adverse effects on the market price of Capital One’s common stock, (13) certain restrictions during the pendency of the transaction, (14) the diversion of management’s attention from ongoing business operations and opportunities, (15) Capital One’s and Discover’s success in executing their respective business plans and strategies and managing the risks involved in the foregoing, (16) effects of the announcement, pendency or completion of the transaction on Capital One’s or Discover’s ability to retain customers and retain and hire key personnel and maintain relationships with Capital One’s and Discover’s suppliers and other business partners, and on Capital One’s and Discover’s operating results and businesses generally, (17) general competitive, economic, political and market conditions and other factors that may affect future results of Capital One and Discover, including changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; customer borrowing, repayment, investment and deposit practices; the impact, extent and timing of technological changes; capital management activities and (18) any other factors that may affect Capital One’s future results or the future results of Discover; and other actions of the Federal Reserve Board and legislative and regulatory actions and reforms. Additional factors which could affect future results of Capital One and Discover can be found in Capital One’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, and Discover’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K (and any amendments to those documents), in each case filed with the SEC and available on the SEC’s website at http://www.sec.gov. Capital One and Discover disclaim any obligation and do not intend to update or revise any forward-looking statements contained in this communication, which speak only as of the date hereof, whether as a result of new information, future events or otherwise, except as required by federal securities laws.

About Capital One

Capital One Financial Corporation (www.capitalone.com) is a financial holding company which, along with its subsidiaries, had $362.7 billion in deposits and $490.1 billion in total assets as of December 31, 2024. Headquartered in McLean, Virginia, Capital One offers a broad spectrum of financial products and services to consumers, small businesses and commercial clients through a variety of channels. Capital One, N.A. has branches and Cafés located primarily in New York, Louisiana, Texas, Maryland, Virginia and the District of Columbia. A Fortune 500 company, Capital One trades on the New York Stock Exchange under the symbol “COF” and is included in the S&P 100 index.

Additional information about Capital One can be found at Capital One About at www.capitalone.com/about.

About Discover

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Discover Financial Services (NYSE: DFS) is a digital 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. Discover issues the Discover® card, America’s cash rewards pioneer, and offers personal loans, home loans, checking and savings accounts and certificates of deposit through its banking business. It operates the Discover Global Network® comprised of Discover Network, with millions of merchants and cash access locations; PULSE®, one of the nation’s leading ATM/debit networks; and Diners Club International®, a global payments network with acceptance around the world. For more information, visit www.discover.com/company.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250418414077/en/

Contacts

Media Relations

Sie Soheili
sie.soheili@capitalone.com

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Matthew Towson
matthewtowson@discover.com

Investor Relations

Danielle Dietz
danielle.dietz@capitalone.com

Erin Stieber
investorrelations@discover.com

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Finance

Why investing in a Trump Account could complicate your taxes

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Why investing in a Trump Account could complicate your taxes

Parents who put money into their children’s “Trump Accounts” might face a headache come tax time: Even the smallest contributions may require them to fill out a little-used gift tax form that can take hours to complete.

Several tax experts have raised concerns about the new savings vehicles, which were created in Republicans’ massive tax and spending bill this summer, and have urged Congress to pass a new law so that families who use it won’t have to file gift tax returns.

“It’s going to create a compliance nightmare,” said Amber Waldman, senior director for estate and gift tax for RSM US, a tax and consulting firm.

Under the terms of the One Big Beautiful Bill law that created it, the federal government will seed each Trump Account with $1,000 for every U.S. citizen born from 2025 through 2028. Much like an individual retirement account, the money will be invested in funds that track the stock market. The idea is that children’s growing pot of money will eventually help them pay for education or a home purchase when they become adults.

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Parents, relatives, employers and nonprofits also can contribute to the accounts. Businessman Michael Dell and his wife Susan have pledged to put $250 in each of the accounts of 25 million children who are younger than 10 today.

But some tax experts think lawmakers overlooked a tax requirement that could make the accounts too burdensome for most parents.

A contribution to a child’s Trump Account is a taxable gift, which requires the giver to fill out one of the IRS’s more complicated tax forms, Form 709. The 10-page document takes the average filer or their accountant more than six hours to complete, and the government has only accepted mailed submissions; that changes this coming tax season, when e-filing will become available.

It’s used by fewer than 225,000 households a year, federal data show, and is so obscure that commercial tax software like TurboTax doesn’t include it.

“If you want to apply for the $1,000 because your kid was born within the time period, fine. If your employer wants to make a contribution or you qualify for a contribution from a charitable organization … fine. But don’t put your own money in until this is clarified,” said Susan Bart, a lawyer who specializes in estate and gift tax.

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Most gifts aren’t nearly this complicated. Under long-standing law, most people can give cash gifts to one another tax-free. But if it’s a sizable amount – more than $19,000 – the IRS requires the donor to file Form 709. Over time, if those gifts add up to more than $15 million in the giver’s lifetime, they need to pay certain taxes. The whole system is meant to prevent very wealthy people from doling out large cash gifts during their lifetimes so their heirs can avoid estate taxes later.

But because there’s no provision for contributions to Trump Accounts to count as exempt gifts under current tax law, donors would have to declare every contribution, several tax experts say. This applies whether the donation is $25 or as much as the $5,000 annual cap. That’s because to be considered a tax-exempt gift, the recipient has to be able to access the money right away. Trump Account beneficiaries cannot withdraw the money until they turn 18.

Asked whether Trump Account contributions are required to be reported, an IRS spokesman referred questions to the Treasury Department, where several officials did not answer questions from The Washington Post.

The American College of Trust and Estate Counsel, a lawyers group, sent a letter raising the issue to the congressional tax-writing committees last month. The group’s Washington affairs chair Kevin Matz said his group received no answer beyond acknowledgment that the letter was received.

Congress has dealt with a problem like this before. Lawmakers approved a clause exempting 529 accounts – the tax-advantaged savings accounts for a child’s education – from the requirement that the recipient have present use of the gift. That means parents, grandparents and others can put money in 529 accounts without filing gift tax returns.

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The experts who raised the issue are calling on Congress to make the same legislative fix for Trump Accounts.

“It seems like legislators accidentally left that out,” Waldman said.

The 10-page tax form asks a series of questions that are nearly indecipherable to the uninitiated. It distinguishes gifts that are “generation-skipping” – such as a grandparent giving money to a grandchild. When a married couple makes a gift, it probes whether the amount can legally be considered split between them, or attributable to just one.

Even experts scratch their heads. “Not all accountants necessarily have the experience and background to be able to complete it without extensive study,” Matz said.

Bart agreed: “It’s not a DIY form by any means.”

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She said she’s seen lawyers befuddled by Form 709 before. “Sometimes my partners in other practice areas who are very, very smart people, they think: I can do this for my own kid or grandchild. They come running back after they look at the form a while. You need to be a specialized attorney with a lot of experience in the area.”

Many people might contribute to Trump Accounts without knowing that they are supposed to file Form 709, and aren’t likely to file it. But experts believe that skipping the form could create problems for the parents if they’re ever audited. Or if tax software like TurboTax starts including Trump Account questions, the taxpayer might not be able to submit their returns through the software if they indicate that they gave to the accounts.

Parents can still create Trump Accounts for their children to receive money from the government and charities like Dell’s without triggering the tax form problem.

“Of course if the government’s giving you a free $1,000, go ahead and take it. That’s not going to hurt you,” Waldman said. “If you’re thinking about personally contributing, consider your other options.”

Even without the tax-filing complications, Trump Accounts might not be the best way for most parents to save money for their children, experts say. The 529 plans offer much better tax benefits – unlike Trump Accounts, parents can often take some state tax deductions when they put money into the account, and if the child uses the money to pay for education, the earnings inside the account are never taxed.

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If parents want a multipurpose savings vehicle for their kids that is not just limited to education spending, an ordinary taxable brokerage account might also be a better choice, tax professionals say. Trump Accounts are untaxed during the beneficiary’s childhood, when the money is growing in the account, unlike a brokerage account that could require paying taxes on any dividends. But the tax treatment when the child does withdraw the money could be much more favorable on the brokerage account – that money gets the lower capital gains tax rate, while Trump Account withdrawals are taxed at the same rate as ordinary income, and even come with a 10 percent tax penalty if the child doesn’t use the money for a qualified purpose. And the brokerage account offers a much wider range of investment options.

“As a tax-advantaged account, it’s a terrible tax-advantaged account,” said Greg Leierson, senior fellow at New York University’s Tax Law Center.

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Israel’s Cabinet approves 19 new settlements in West Bank, finance minister says

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Israel’s Cabinet approves 19 new settlements in West Bank, finance minister says

Israel’s Cabinet approved a proposal for 19 new settlements in the occupied West Bank, the far-right finance minister said on Sunday.

The settlements include two that were previously evacuated during a 2005 disengagement plan, according to Finance Minister Betzalel Smotrich, who has pushed a settlement expansion agenda in the West Bank.

It brings the total number of new settlements over the past two years to 69, Smotrich wrote on X.

The approval increases the number of settlements in the West Bank by nearly 50% during the current government’s tenure, from 141 in 2022 to 210 after the current approval, according to Peace Now, an anti-settlement watchdog group. Settlements are widely considered illegal under international law.

The approval comes as the U.S. is pushing Israel and Hamas to move ahead with the new phase of the Gaza ceasefire, which took effect Oct. 10. The U.S.-brokered plan calls for a possible “pathway” to a Palestinian state — something Smotrich says the settlements are aimed at preventing.

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The Cabinet decision included a retroactive legalization of some previously established settlement outposts or neighborhoods of existing settlements, and the creation of settlements on land where Palestinians were evacuated, Peace Now said.

Israel captured the West Bank, east Jerusalem and Gaza — areas claimed by the Palestinians for a future state — in the 1967 war. It has settled more than 500,000 Jews in the West Bank, in addition to over 200,000 more in contested east Jerusalem. About 15% of settlers are Americans.

The United Nations calls the settlements, which are scattered inside the West Bank and East Jerusalem, illegal. 

Israel’s government is dominated by far-right proponents of the settler movement, including Smotrich and Cabinet Minister Itamar Ben-Gvir, who oversees the nation’s police force.

According to the U.N., settler expansion has been compounded by a surge of attacks against Palestinians in the West Bank in recent months.

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During October’s olive harvest, settlers across the territory launched an average of eight attacks daily, according to the United Nations humanitarian office, the most since it began collecting data in 2006. The attacks, the U.N. reported, continued in November, with the agency recording at least 136 more by Nov. 24.

Palestinian officials said settlers burned cars, desecrated mosques, ransacked industrial plants and destroyed cropland. Israeli authorities have issued condemnations of the violence, but made few arrests.

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Banks Could Favor A Higher XRP Price, Finance Expert Says

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Banks Could Favor A Higher XRP Price, Finance Expert Says

XRP has continued to trade lower as crypto prices weaken across the board, with the total market shedding more than $1.3 trillion since October.

During the past three months, XRP has dropped more than 30%, keeping pressure on sentiment even as some commentators argue the token’s purpose goes far beyond short-term price moves.

Retail Vs. Institutional Viewpoint

According to health and finance commentator Dr. Camila Stevenson, much of the debate around XRP misses how large financial players judge settlement tools.

Everyday traders tend to focus on charts and quick exits. Banks do not. They look at whether a system can handle stress, move large sums, and keep working when conditions worsen. Stevenson compared it to infrastructure testing, where strength and capacity matter more than the initial cost.

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XRP Was Built For Flows

Based on reports from her recent video discussion, XRP was structured to act as a bridge for moving value, not as a speculative chip. With a fixed supply, the token cannot expand in quantity to meet higher transaction demand.

Stevenson said that leaves price as the only way to support larger volumes. Analyst XFinanceBull echoed this view, encouraging market watchers to think in terms of flows rather than daily price action. Price Alone Does Not Prove Use

Even so, market behavior still plays a major role. XRP trades in open markets, and speculation continues to influence price direction.

A higher price may improve efficiency, but it does not guarantee adoption. Stevenson pointed out that many institutions position through custodians, OTC desks, and private agreements.

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These transactions often happen quietly and may not show up as sharp moves on public charts. Sudden spikes during positioning, she warned, would suggest instability rather than healthy use. Why Higher Price Helps

Stevenson argued that banks moving billions would rather use fewer units that each represent more value. Fewer tokens can mean simpler settlement and less risk of slippage during busy periods.

Large financial systems tend to fail when money cannot move or when settlement slows, not when prices fall. In that context, a higher XRP price could support smoother transfers if volumes rise enough to test the system.Market Reality Remains Mixed

Despite the theory, clear proof of large-scale institutional demand remains limited. Regulation, liquidity depth, and reliable access still shape whether banks commit real volume.

XRP’s 33% slide over recent months shows how quickly sentiment can shift, even as long-term use cases are debated. The idea that banks prefer a higher XRP price rests on future scale, not current trading patterns.

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Featured image from Unsplash, chart from TradingView

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