Stockholder approval marks an important step in the process of combining the two companies known for delivering financial solutions for consumers, SMEs, merchants, and communities.
More than 99.8% of the Capital One shares voted at the Capital One Special Meeting were in favour of the transaction, representing 85.1% of the total number of outstanding shares of common stock as of December 27, 2024.
Likewise, more than 99.3% of the Discover shares were voted in favour, representing approximately 81.6% of the total number of outstanding shares of common stock as of December 27, 2024.
Capital One expects the acquisition to finalise in early 2025, after it completes the remaining closing conditions set forth in the merger agreement, including approval by the Board of Governors of the Federal Reserve System and the Office of the Comptroller of the Currency.
The Delaware State Bank Commissioner approved Capital One’s proposed acquisition of Discover and its subsidiary bank, Discover Bank, which is a Delaware-chartered institution, in December 2024.
Capital One first announced its proposed acquisition in February 2024, which was valued at USD 35.3 billion. The plan was to develop a global payments bank by assets and a US-based credit card company that would meet the needs, preferences, and demands of its customers in the region. The move also added scale and enabled Discover to be more competitive, with larger payment networks. At the time, Discover shareholders received 1.0192 Capital One shares for each of the Discover-owned shares, which represented a 26.6% premium over the closing price.
This was followed by Capital One’s July 2024 announcement of a five-year, USD 265 billion community benefits plan in connection with the acquisition. The plan aimed to allow increased lending, investment, and services to underserved communities that the institutions would typically commence on a stand-alone basis, and it depended on the closing of the Discovery acquisition.
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