- Free Writing Prospectus - Filing under Securities Act Rules 163/433 (FWP)
08 Luglio 2009 - 12:01PM
Edgar (US Regulatory)
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Issuer Free Writing Prospectus
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Filed Pursuant to
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Rule 433
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Registration No. 333-160447
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DISCOVER FINANCIAL SERVICES
TERM SHEET
Dated July 7, 2009
54,054,055 Shares of Common Stock
This
term sheet relates only to the securities described below and supplements and should be read together with the preliminary prospectus supplement, dated July 6, 2009 and the accompanying prospectus (including the documents incorporated by
reference in the accompanying prospectus) relating to these securities.
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Issuer:
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Discover Financial Services
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Title of Securities:
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Common Stock, par value $0.01 per share
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Stock Symbol / Exchange:
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DFS / New York Stock Exchange
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Trade Date:
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July 7, 2009
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Closing Date:
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July 13, 2009
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Number of Shares Offered:
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54,054,055 shares
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Option to Purchase
Additional Shares:
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8,108,108 shares
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Price to the Public (Issue
Price):
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$9.25 per share
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Underwriting Discounts
and Commissions:
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$0.358 per share; $19,351,352 total (or $22,254,054 if the underwriters option to purchase additional shares is exercised in full)
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Net Proceeds to Issuer:
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Approximately $480,298,657, or approximately $552,395,953 if the underwriters option to purchase additional shares is exercised in full, in each case after deducting the underwriting
discounts and commissions and estimated expenses payable by the Issuer
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Officer Purchase of Stock:
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David Nelms, the Issuers Chairman and Chief Executive Officer, is expected to purchase 60,000 shares (approximately $555,000 of shares) in the offering at the issue price
thereof.
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Discover Financial Services has filed a registration statement (including a prospectus dated as of July 6,
2009) and a preliminary prospectus supplement dated as of July 6, 2009 with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary
prospectus supplement and other documents Discover Financial Services has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov.
Alternatively, copies of the prospectus and the preliminary prospectus supplement may be obtained from J.P. Morgan Securities Inc. by calling toll-free 1-866-430-0686.
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