CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) Files An 8-K Other Events
Item8.01. Other Events.
On March9, 2017, Capital One Financial Corporation (the Company)
closed the public offering of$850,000,000 aggregate principal
amount of its 3.050% Senior Notes due 2022 (the 2022 Fixed Rate
Notes), $400,000,000 aggregate principal amount of its Floating
Rate Senior Notes due 2022 (the Floating Rate Notes) and
$750,000,000 aggregate principal amount of its 3.750% Senior
Notes due 2027 (the 2027 Fixed Rate Notes and, together with the
2022 Fixed Rate Notes and the Floating Rate Notes, the Notes), to
an underwriting agreement (the Underwriting Agreement) with
Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC,
Merrill Lynch, Pierce, Fenner Smith Incorporated, Morgan Stanley
Co. LLC and Capital One Securities, Inc., as representatives of
the several underwriters listed therein. The Notes were issued to
a Senior Indenture dated as of November1, 1996 between the
Company and The Bank of New York Mellon Trust Company, N.A.,
formerly known as The Bank of New York Trust Company, N.A. (as
successor to Harris Trust and Savings Bank), as Indenture
Trustee. The Notes have been registered under the Securities Act
of 1933, as amended, by a registration statement on Form S-3
(File No.333-203125).
The foregoing description of the Underwriting Agreement, Notes
and other documents relating to this transaction does not purport
to be complete and is qualified in its entirety by reference to
the full text of these securities and documents, forms or copies
of which are attached as exhibits to this Current Report on Form
8-K and are incorporated herein by reference.
Item9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
|
Exhibit No. |
Description of Exhibit |
|
| 1.1 | Underwriting Agreement dated March6, 2017 | |
| 4.1 |
Senior Indenture dated as of November1, 1996 between Capital One Financial Corporation and The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (as successor to Harris Trust and Savings Bank), as trustee (incorporated by reference to Exhibit 4.1 of the Corporations Report on Form 8-K, filed on November13, 1996) |
|
| 4.2 | Form of 3.050% Senior Note due 2022 | |
| 4.3 | Form of Floating Rate Senior Note due 2022 | |
| 4.4 | Form of 3.750% Senior Note due 2027 | |
| 5.1 | Opinion of Gibson, Dunn Crutcher LLP | |
| 23.1 |
Consent of Gibson, Dunn Crutcher LLP (included in Exhibit 5.1) |
2
About CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF)
Capital One Financial Corporation is a financial services holding company. The Company offers a range of financial products and services to consumers, small businesses and commercial clients through branches, the Internet and other distribution channels. The Company’s segments include Credit Card, which consists of its domestic consumer and small business card lending, and the international card lending businesses in Canada and the United Kingdom; Consumer Banking, which consists of its branch-based lending and deposit gathering activities for consumers and small businesses, national deposit gathering, national auto lending and consumer home loan lending and servicing activities; Commercial Banking, which consists of its lending, deposit gathering and treasury management services to commercial real estate, and commercial and industrial customers, and Other, which includes management of its corporate investment portfolio and asset/liability management. CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) Recent Trading Information
CAPITAL ONE FINANCIAL CORPORATION (NYSE:COF) closed its last trading session down -0.30 at 92.11 with 1,650,289 shares trading hands.
