RIVERWOODS, Ill., November 25, 2024–(BUSINESS WIRE)–Discover Financial Services (NYSE: DFS) (the “Company”) today announced, as required under the New York Stock Exchange (the “NYSE”) Listed Company Manual, that it received a notice (the “NYSE Notice”) from the NYSE on November 19, 2024 that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024 with the U.S. Securities and Exchange Commission (the “SEC”) prior to November 18, 2024, the end of the extension period provided by Rule 12b-25 under the Securities Exchange Act of 1934, as amended. The NYSE Notice has no immediate effect on the listing of the Company’s common stock on the NYSE.
On July 19, 2023, the Company disclosed that beginning around mid-2007, the Company incorrectly classified certain credit card accounts into its highest merchant and merchant acquirer pricing tier (the “card product misclassification”). Based on information available as of June 30, 2023, the Company recognized a liability of $365 million that was accounted for as the correction of an error. The Company determined that the revenue impact was not material to the consolidated financial statements of the Company for any of the impacted periods. While it was therefore determined that it was not necessary for the Company to restate any previously issued interim or annual financial statements, the cumulative misstatement was deemed material to the three and six months ended June 30, 2023 condensed consolidated financial statements, and therefore the Company determined that adjustment of the full $365 million only through 2023 earnings was not appropriate. Therefore, the $365 million liability (the “Initial Liability”) was recorded as of June 30, 2023 with offsetting adjustments to merchant discount and interchange revenue and retained earnings, along with consequential impacts to deferred tax accruals. Comparable corrections were made for all prior periods presented in the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2023 and September 30, 2023 and subsequently in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.
On February 19, 2024, Discover and Capital One Financial Corporation (“Capital One”) jointly announced that they entered into an agreement and plan of merger pursuant to which the companies will combine in an all-stock transaction (the “Merger”).
Read More: Discover Financial Services Receives NYSE Notice Regarding Filing of Form
