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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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Evoke Entertainment Closes $35 Million Production Financing Facility Backed By Major Private Credit Fund

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Evoke Entertainment Closes  Million Production Financing Facility Backed By Major Private Credit Fund

EXCLUSIVE: Evoke Entertainment has closed a senior secured production financing facility of up to $35 million backed by a multi-billion-dollar private credit fund.

While we verified the deal with the lender, they spoke with Deadline on the condition of anonymity, per company policy. The revolving production facility is designed to support Evoke’s expanding slate of independent features, television movies, streaming films, and series — significantly increasing the company’s already high-volume production output across major studios, networks, and streaming platforms.

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Structured around contracted revenue streams, distribution agreements, tax incentives, and the value of Evoke’s existing library and historical production performance, the facility provides the company with flexible, scalable production financing across multiple genres and platforms. Evoke’s lender comes to the partnership with extensive experience in structured finance, asset-backed lending, and entertainment-related investments.

The deal was spearheaded by Evoke Entertainment CEO Stan Spry, who told us, “This financing marks a transformative moment for Evoke. The backing of a major institutional private credit partner gives us the ability to substantially scale our production operations while continuing to focus on commercially driven, cost-efficient content for the global marketplace.”

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The first projects to be financed under Evoke’s facility include a large slate of TV and streaming movies including a Christmas film for Hallmark, a survival thriller for Lifetime, alongside the independent feature films Suburban KingsHomesick, and Bali Hai.

Founded in 2011, and formerly known as Cartel Entertainment, Evoke Entertainment is a full-service management, production, and finance company that produces more than 20 films and series annually across major platforms including Netflix, Hallmark, Lifetime, Tubi, NBC/Peacock, AMC, and Great American Media. Notable past projects include Creepshow (AMC), Day of the Dead (Syfy), Twelve Forever (Netflix), and the upcoming Breaking Bear for Tubi, to name a few.

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Livestock Methane in India: Aligning Livelihoods, Systems, and Finance – CPI

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Livestock Methane in India: Aligning Livelihoods, Systems, and Finance – CPI

Background

India is home to the world’s largest livestock population of 536.76 million, which produces 25% of the world’s milk1. This increase in livestock population leads to increased methane emissions, primarily from enteric fermentation and manure management. As a result, livestock contributes to 58% (BUR 4, 2020) of India’s agricultural methane footprint. However, unlike crop-based emissions, livestock methane is diffuse, biologically driven, and more complex to measure and manage, making it less visible within existing climate finance frameworks.

Current research and policy discussions indicate that while technical mitigation solutions exist through feed improvements and manure management, evidence of their effectiveness in maintaining dairy productivity, animal health, and protecting farmers’ incomes is scattered. This leads to heightened risk perceptions among dairy producers when considering methane mitigation measures. Furthermore, even where the evidence is compelling, the fragmentation of dairy producers precludes their aggregation. Additionally, there is a lack of robust, affordable, and scalable monitoring, reporting, and verification (MRV) systems at the grassroots level. These barriers prevent the development of a clear, scalable, and financeable pipeline of livestock methane abatement in India.

The Government of India has actively supported dairy development and livestock health through various schemes and programs introduced by the Department of Animal Husbandry and Dairying. At the same time, livestock systems in India are deeply embedded within rural livelihoods and socio-economic structures, making the sector a critical component of rural resilience. Consequently, interventions must be context-aware and farmer-centric, with a strong focus on livelihood security and alignment with local values and practices.

With this background, CPI is organizing a roundtable to explore how livestock methane can transition from a technically understood challenge to actionable opportunities on the ground, including both animal feed and manure management. The forum would bring together dairy producer organizations, nodal agencies, think tanks, ecosystem enablers, and financial institutions. It will deliberate upon possible projectized solutions and accompanying financing mechanisms that could be scaled up to address the twin objectives of methane abatement and farmers’ income security.

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Efficient Capital Markets Can Unlock Africa’s Domestic Savings

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Efficient Capital Markets Can Unlock Africa’s Domestic Savings

By Samira Mensah, Head of Analytics & Research Africa, S&P Global Ratings

 

 

 

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Efficient capital markets can transform Africa’s limited domestic financial assets into investments that spur economic growth. By connecting institutional investors, pension funds and foreign investors, capital markets enhance economic development by increasing the availability of funding for long-term projects.

Efficient domestic capital markets can not only address governments’ significant funding gaps but can also ensure that critical infrastructure developments—such as transportation, energy and telecommunications—are adequately financed, ultimately driving economic growth and employment. Supported by transparent and comparable risk frameworks, efficient domestic capital markets can build confidence among domestic and foreign investors and enhance resilience during periods of global risk aversion.

In our view, African capital markets currently lack two key building blocks.

In our view, African capital markets currently lack two key building blocks. Firstly, with limited exceptions, regulatory frameworks generally lag the International Organization of Securities Commissions’ (IOSCO’s) global standards, which cover listing standards on securities exchanges, development of digital market infrastructure and improvements in the timeliness and transparency of regulatory disclosures of issuers’ financial results, including environmental, social and governance (ESG) factors and green-finance taxonomies.

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Some countries, such as South Africa, Kenya, Morocco and Mauritius, are more advanced than others. The misalignment of regulatory frameworks with international norms stems from the gap between adoption and implementation through legislation, which deters international and local investment.

Secondly, the absence of standardized risk assessments leads to information gaps and limits investor participation in primary and secondary bond markets. Credit benchmarks—such as sovereign-yield curves, credit ratings and market-implied risk measures—can help in this regard. They distill complex financial, macroeconomic and institutional information into consistent and comparable signals.

As such, these benchmarks provide a standardized framework for assessing creditworthiness, supporting consistent credit analysis and facilitating decision-making based on transparent and comparable data. They are relevant to investment vehicles with specific investment mandates and may influence the availability of capital, which is crucial for infrastructure projects.

Capital markets can spur economic growth

Capital markets can play a central role in turning domestic savings into productive investments. This is particularly the case in Africa, where development needs are high and incomes are rising from a low base. Additionally, innovative financial technologies, such as fintech platforms, attract more small savings—including money sent home by migrants—that can also fund investments. However, mobilizing domestic savings for investments in local economies remains a significant challenge because many transactions are in cash and outside the financial system.

According to the Africa Finance Corporation (AFC), African sovereign-wealth funds, pension funds, insurers, central banks and commercial banks hold an estimated US$4 trillion in financial assets, representing 130 percent of Africa’s gross domestic product (GDP) in 2025. Long-term institutional capital accounts for $1.1 trillion of the $4 trillion, while African sovereign-wealth funds manage only about $145 billion in assets under management (AUM)—less than 1 percent of global sovereign-wealth funds’ AUM.

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Although banking assets comprise the majority of financial assets, they are typically short-term, and banks rely on customer deposits to fund lending activities. This underscores the mismatch between banks’ short-term funding profiles and the economy’s long-term financing needs, particularly in underdeveloped financial systems.

South Africa holds the largest share of Africa’s financial assets, followed by Egypt and Nigeria. South Africa contributes 20-25 percent to Africa’s financial assets. This reflects the country’s outsized role within the continent’s savings pools, its large and mature pension system and its highly developed banking sector. We estimate that the South African banking sector’s assets amount to nearly 100 percent of GDP, while nonbank financial institutions—including pension and insurance funds—account for close to 120 percent of GDP.

Smaller economies that are important regional financial hubs—such as Morocco, Mauritius and Kenya—also play a meaningful role. Aggregate financial assets represent 80 percent to more than 200 percent of these economies’ respective GDPs. Yet a significant portion of this capital does not flow into long-term productive investments.

In several countries, the economic effects of financial assets are muted because large shares are either invested in government securities or placed offshore. For example, the bank-sovereign nexus remains particularly high in Egypt and Kenya, where government securities account for 30-60 percent of banking assets. This contributes to crowding out private investments and increases fiscal-financial linkages. Pension funds are further constrained by specific investment mandates. We understand that only 5 percent of their assets are allocated to alternative investments.

Capital allocation rules could channel domestic savings into real sectors

Regulations across various jurisdictions permit pension funds and sovereign-wealth funds to invest abroad, albeit to varying degrees. For instance, South Africa, which holds the largest share of the continent’s institutional savings, allows its pension funds to invest up to 45 percent offshore, while Nigeria’s regulatory framework limits pension funds’ aggregate offshore exposure to 20-25 percent.

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While this facilitates diversification, it also means that a significant portion of domestic savings is invested in fixed-income securities outside Africa, thereby curbing the potential for local economic development. Similarly, when African sovereign-wealth funds invest internationally, their portfolios tend to be diversified away from African assets, further diluting the potential developmental benefits of domestic savings.

Intra-African investment remains limited

However, existing cross-border banking and investment activity points to significant untapped potential. Pan-African banks are important for regional financial connectivity, but their cross-border activities are limited by risk-return considerations, leaving significant potential for greater mobilization of long-term investment. These banking groups’ networks facilitate payments, trade settlement and sovereign financing, but remain only partially leveraged for long-term investment mobilization.

For example, Moroccan banking groups have built extensive footprints across francophone West and Central Africa but their assets outside Morocco account for less than 10 percent of their consolidated assets. Although Nigerian and Kenyan banks support trade finance and corporate lending across regional trade corridors, their home markets hold the lion’s share of their consolidated assets.

Cross-border institutional capital flows remain modest. Pension funds and insurers largely invest domestically—often in government securities—or allocate savings offshore. This reflects regulatory fragmentation, currency risks, shallow capital markets and limited regional investment-vehicle opportunities. Joint investments in infrastructure, productive sectors and regional value chains remain low.

The African Continental Free Trade Area (AfCFTA) aims at deepening financial integration. By seeking to expand intra-African trade and regional value chains, the AfCFTA aims to increase demand for cross-border financing, risk-sharing and long-term capital. This, however, will require more regional capital-market integrations, harmonized regulations and co-investment platforms that pool African savings.

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Leveraging existing pan-African banking networks, regional bond markets, infrastructure funds and blended-finance vehicles could redirect Africa’s capital toward continental growth. This could, in turn, reduce reliance on external financing and strengthen the links between domestic savings and productive investments under the AfCFTA framework.

The catalytic role of MLIs in capital mobilization

Multilateral lending institutions (MLIs) can mobilize long-term funding, provide credit enhancement and support the introduction of new financing structures. To improve capital efficiency and preserve lending capacity, several MLIs have increasingly used balance-sheet optimization tools in recent years, including portfolio risk-sharing and originate-to-distribute-type arrangements.

More broadly, MLIs’ engagement extends beyond direct financing to include policy support, institutional and capacity-building development and infrastructure. These measures may support longer-term improvements in market functioning and economic integration.

Afreximbank’s (African Export–Import Bank’s) push to implement the Pan-African Payment and Settlement System (PAPSS) aims to accelerate regional trade integration under the AfCFTA. The PAPSS seeks to facilitate cross-border settlements in local currencies and reduce trade costs, while the Africa Trade Gateway plans to ease cross-border trade and payment flows. The benefits of these platforms for intraregional trade and transaction costs will likely emerge gradually.

Even so, structural constraints remain. In particular, the limited availability of first-loss concessional capital and uneven risk appetite in the private sector continue to constrain the scale and pace at which blended-finance solutions can be deployed. Although MLIs’ continent-wide initiatives could support the gradual expansion of public-private partnerships and risk-sharing structures, their effectiveness will likely depend on sustained policy support, transaction standardization and stable macro-financial conditions.

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Strengthening Africa’s capital markets

We believe the development of capital markets is crucial for the growth of African economies and their private sectors.

We believe the development of capital markets is crucial for the growth of African economies and their private sectors. Unlocking Africa’s abundant funding potential would benefit from establishing effective regulatory regimes that encourage listings without overburdening issuers. Strengthening capital markets by facilitating both debt and equity raisings and listings can broaden market access and deepen market liquidity.

Excluding South Africa, capital markets across Africa remain fragmented and shallow. The Johannesburg Stock Exchange (JSE), the largest African stock exchange by market capitalization, has a total market capitalization of South African rand (ZAR) 24.6 trillion (about US$1.5 trillion)—more than three times South Africa’s GDP. It ranks among the top 20 stock exchanges worldwide.

In contrast, other exchanges are more modest, as their private sectors’ funding profiles rely primarily on bank loans rather than accessing capital markets. Countries such as Nigeria, Egypt, Côte d’Ivoire, Kenya and Morocco have significant domestic financing sources, but these often come at high costs.

Governments largely define these domestic bond markets because they are the largest issuers, and commercial banks are the primary buyers of government bonds. South Africa has the most liquid and diverse bond market, but government securities dominate local-currency issuances (270 percent of GDP).

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Countries such as South Africa and Nigeria have introduced reforms to unlock nonbank domestic capital, notably through pension-fund reforms that allow greater capital allocation to alternative assets. Other reforms aim to develop new financing platforms, facilitate green financing and set benchmarks for how capital markets can price climate and infrastructure-related risks.

In 2022, the African Development Bank (AfDB) issued its inaugural local-currency ZAR200-million green bond, which was listed on the JSE. The JSE is advancing sustainability-linked financial instruments and improving ESG disclosures, aligning African capital markets with global best practices.

In 2026, the JSE launched its nature platform and listed Africa’s first nature-linked performance-based bond—a ZAR2.5-billion issuance by FirstRand Bank, one of the country’s top banks. In 2025, the Rwanda Stock Exchange (RSE) launched its Green Exchange Window (GEW), supported by the Luxembourg Stock Exchange (LuxSE).

Collectively, these labeled debt instruments can act as catalysts for blended-finance structures, mobilizing more private capital.

Governments play a vital role in equalizing access to information and developing deep, transparent sovereign-bond markets. Well-established government-bond yield curves in these markets serve as important pricing benchmarks for corporates and the wider economy. This enhances investor confidence and facilitates more informed investment decisions. Ongoing efforts by governments to increase transparency, provide timely information disclosures and maintain robust regulatory oversight will maximize the benefits of sovereign-bond markets.

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Clear and credible credit signals further enhance pricing transparency, enabling investors to better assess risk and return. Greater confidence in valuations supports active participation, improves secondary-market liquidity and strengthens price discovery. Over time, this creates a virtuous cycle—whereby increased participation reinforces market efficiency and resilience, ultimately supporting sustainable economic growth in Africa.

Despite structural shortcomings, domestic investors have increasingly stepped in to meet financing needs. Infrastructure projects are now more often financed through domestic local-currency capital markets and financial institutions, including development-finance institutions. We believe that Africa’s economic integration will be intrinsically linked to more developed domestic capital markets.

 

 

ABOUT THE AUTHOR

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Samira Mensah is Managing Director, Research & Analytics Africa, and Country Head for South Africa at S&P Global Ratings, based in Johannesburg. She leads thought leadership and market outreach initiatives across Africa, with a particular focus on African credit markets and Islamic finance. A frequent speaker at industry conferences and contributor to research publications, Samira recently presented at The Africa We Build Summit in Nairobi.

 

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