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Capital One and Discover merger approved by Federal Reserve

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Sign at the entrance to a Capital One bank branch in Manhattan.

Erik Mcgregor | Lightrocket | Getty Images

Capital One Financial‘s application to acquire Discover Financial Services in a $35.3 billion all-stock deal has officially been approved by the Federal Reserve and the Office of the Comptroller of the Currency, the regulators announced on Friday.

“The Board evaluated the application under the statutory factors it is required to consider, including the financial and managerial resources of the companies, the convenience and needs of the communities to be served by the combined organization, and the competitive and financial stability impacts of the proposal,” the Fed said in a release.

Capital One first announced it had entered into a definitive agreement to acquire Discover in February 2024. It will also indirectly acquire Discover Bank through the transaction.

Under the agreement, Discover shareholders will receive 1.0192 Capital One shares for each Discover share or about a 26% premium from Discover’s closing price of $110.49 at the time, Capital One said in a release.

Capital One and Discover are among the largest credit card issuers in the U.S., and the merger will expand Capital One’s deposit base and its credit card offerings. 

After the deal closes, Capital One shareholders will hold 60% of the combined company, while Discover shareholders own 40%, according to the February 2024 release.

In a joint statement, Capital One and Discover said they expect to close the deal on May 18.

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Stock and crypto trading site eToro prices IPO at $52 per share

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Omar Marques | Sopa Images | Lightrocket | Getty Images

EToro, a stock brokerage platform that’s been ramping up in crypto, has priced its IPO at $52 a share, as the company prepares to test the market’s appetite for new offerings.

The company had planned to sell shares at $46 to $50 each.

IPOs looked poised for a rebound when President Donald Trump returned to the White House in January after a prolonged drought spurred by rising interest rates and inflationary concerns. CoreWeave’s March debut was a welcome sign for IPO hopefuls such as eToro, online lender Klarna and ticket reseller StubHub.

But tariff uncertainty temporarily stalled those plans. The retail trading platform filed for an initial public offering in March, but shelved plans as rising tariff uncertainty rattled markets. Klarna and StubHub did the same.

EToro’s Nasdaq debut, under ticker symbol ETOR, may indicate whether the public market is ready to take on risk. Digital physical therapy company Hinge Health has started its IPO roadshow, and said in a filing on Tuesday that it plans to raise up to $437 million in its upcoming offering. Also on Tuesday, fintech company Chime filed its prospectus with the SEC.

Founded in 2007 by brothers Yoni and Ronen Assia along with David Ring, eToro competes with the likes of Robinhood and makes money through fees related to trading, including spreads on buy and sell orders, and non-trading activities such as withdrawals and currency conversion.

Net income jumped almost thirteenfold last year to $192.4 million from $15.3 million a year earlier. The company has been ramping up its crypto business, with revenue from cryptoassets more than tripling to over $12 million in 2024. One-quarter of its net trading contribution last year came from crypto, up from 10% the prior year.

This isn’t eToro’s first attempt at going public. In 2022, the company scrapped plans to hit the market through a merger with a special purpose acquisition company (SPAC) during a sharp downturn in equity markets. The deal would have valued the company at more than $10 billion.

CEO Yoni Assia told CNBC early last year that eToro was still aiming for a market debut but “evaluating the right opportunity” as it was building relationships with exchanges, including the Nasdaq.

“We definitely are eyeing the public markets,” he said at the time. “I definitely see us becoming eventually a public company.”

EToro said in its prospectus that BlackRock had expressed interest in buying $100 million in shares at the IPO price. The company said it planned to sell 5 million shares in the offering, with existing investors and executives selling another 5 million.

Underwriters for the deal include Goldman Sachs, Jefferies and UBS.

— CNBC’s Ryan Browne contributed reporting

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Coinbase jumps 22% after S&P 500 inclusion

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Brian Armstrong, chief executive officer of Coinbase Global Inc., speaks during the Messari Mainnet summit in New York, on Thursday, Sept. 21, 2023.

Michael Nagle | Bloomberg | Getty Images

Coinbase shares soared more than 20% on Tuesday and headed for their sharpest rally since the day after President Donald Trump’s election victory following the crypto exchange’s inclusion in the S&P 500.

S&P Global said in a release late Monday that Coinbase is replacing Discover Financial Services, which is in the process of being acquired by Capital One Financial. The change will take effect before trading on Monday.

Stocks added to the S&P 500 often rise in value because funds that track the benchmark will add it to their portfolios. For Coinbase, it’s the latest sharp move in what’s been a volatile few months since Trump was elected to return to the White House.

Coinbase shares rocketed 31% on Nov. 6, the day after the election, on optimism that the incoming administration would adopt more crypto-friendly policies following a challenging and litigious four years during President Joe Biden’s term in office.

The company and CEO Brian Armstrong were key financial supporters in the 2024 campaign, backing pro-crypto candidates up and down the ticket. Coinbase was one of the top corporate donors, giving more than $75 million to a PAC called Fairshake and its affiliates. Armstrong personally contributed more than $1.3 million to a mix of candidates.

While the start of the Trump term has been mostly favorable to the crypto industry, through deregulation and an executive order to establish a strategic bitcoin reserve, legislation has thus far stalled. That’s due in part to concerns surrounding Trump’s personal efforts to profit from crypto through a meme coin and other family initiatives.

Coinbase has been on a roller coaster as well, plummeting 26% in February and 20% in March as Trump’s tariff announcements roiled markets and pushed investors out of risk. With Tuesday’s rally, the stock is now up about 2% for the year.

Since going public through a direct listing in 2021, Coinbase has become a bigger part of the U.S. financial system, with bitcoin soaring in value and large institutions gaining regulatory approval to create spot bitcoin exchange-traded funds.

Bitcoin spiked last week, topping $100,000 and nearing its record price reached in January. The crypto currency surpassed $104,000 on Tuesday.

To join the S&P 500, a company must have reported a profit in its latest quarter and have cumulative profit over the four most recent quarters.

Coinbase last week reported net income of $65.6 million, or 24 cents a share, down from $1.18 billion, or $4.40 a share a year earlier, after accounting for the fair value of its crypto investments. Revenue rose 24% to $2.03 billion from $1.64 billion a year ago.

The company last week also announced plans to buy Dubai-based Deribit, a major crypto derivatives exchange for $2.9 billion. The deal, which is the largest in the crypto industry to date, will help Coinbase broaden its footprint outside the U.S.

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