Warren Asks the Fed to Reconsider Approval of Capital One-Discover Merger
"This decision will inflict serious harm on consumers and merchants, especially low-income consumers and small businesses," wrote Democratic Sen. Elizabeth Warren and Rep. Maxine Waters.
Democratic Sen. Elizabeth Warren of Massachusetts and Democratic Rep. Maxine Waters of California are urging the Federal Reserve to reconsider its approval of an impending merger between Capital One Financial Corporation and Discover Financial Services, a tie-up that critics have warned could harm consumers.
In a letter sent last week, Warren and Waters wrote that the decision to approve the merger by the Federal Reserve "was inconsistent with the legal requirements" under the Bank Holding Company Act. They also argued that it did not include a number of relevant assessments, including how the the merger would impact the "convenience and needs of the community" or the "competitive effects on the credit card market."
"This decision will inflict serious harm on consumers and merchants, especially low-income consumers and small businesses, and threaten the stability of the U.S. financial system," states the letter, which was addressed to Secretary of the Board Ann Misback and dated May 1.
Warren is the ranking member on the U.S. Senate Committee on Banking, Housing, and Urban Affairs and Waters is the ranking member on the U.S. House Committee on Financial Services.
The deal was announced in February 2024 and is valued at $35 billion. A report from the Consumer Financial Protection Bureau (CFPB) released right before the acquisition was announced found that the largest credit card firms charge much higher interest rates than smaller banks and credit unions.
The deal initially received some scrutiny around possible impacts to competition, but in April 2025 overcame a major obstacle when the U.S. Department of Justice (DOJ), now under the Trump administration, decided not to challenge the merger.
The Federal Reserve and the Office of the Comptroller of the Currency gave the deal the green light last month.
In response to the DOJ's decision not to challenge the merger, Morgan Harper, the director of policy and advocacy at the American Economic Liberties Project, wrote that "if the Trump administration green-lights the Capital One-Discover merger, it will be a betrayal of working-class Americans and small businesses." The American Economic Liberties Project is an anti-monopoly research and advocacy group.
"If the deal goes through, Capital One will become the largest credit card lender in the country, the first major issuer in decades to control its own payments network, and entrench its striking dominance in subprime credit card lending," Harper continued.
One noteworthy aspect of the merger, which is expected to be finalized mid-May, is that Capital One is set to acquire Discover's card network. This means the combined firm would be akin to a larger version of American Express, "a stand-alone integrated system that could use its millions of customers to push higher fees onto merchants," according to The American Prospect.
Capitol One currently uses Visa and Mastercard credit card networks, which operate an effective duopoly of global payment processing, but has said it would transition to the Discover card network, according the outlet CNET.
This aspect of the merger is without clear precedent and raises concerns about competition, according to Jesse Van Tol, the chief executive of the National Community Reinvestment Coalition, a group that is opposed to the deal, who spoke to The New York Times in April.
"The market power it gives them, and the opportunity it gives them to set pricing in ways that captures a lot of value for the company at the expense of the consumer, is significant," Van Tol told the Times.
In their letter, Warren and Waters alleged that the Federal Reserve failed to adequately scrutinize the competitive effect of this aspect of the deal.
"The board argued that given 'the significant, larger competitors that would remain,' and that Capital One doesn't currently own a network, there aren't any competitive concerns. The board completely missed the fact that the merger would provide Capital One with significant market power to increase interchange fees charged to merchants and reduce rewards and other benefits for consumers. It didn't grapple with the implications of vertical integration and network effects," the two wrote.
When considering the conveniences and needs of the community, Warren and Waters said in their letter that the Federal Reserve did not perform the prospective analysis required by law, and instead "focused on each bank's past performance under the Community Reinvestment Act (CRA)," even though "the convenience and needs of the community is a distinct legal factor, separate and apart from banks' past performance under the CRA."
The two also said that the Federal Reserve appears to not have taken into consideration relevant findings from the CFPB, the Federal Deposit Insurance Corporation, and the DOJ.
Bloomberg reported last week that the Federal Reserve received the letter and plans to response, per a spokesperson.
