Summary
This 8-K filing by Capital One Financial Corporation (COF) reports on the closing of a public offering of $1 billion in Trust Preferred Securities by its subsidiary, Capital One Capital VI, on November 13, 2009. These securities represent preferred beneficial interests in the trust, which in turn invested the proceeds into Capital One's 8.875% Junior Subordinated Debt Securities due 2040. The offering is guaranteed on a subordinated basis by Capital One Financial Corporation. This transaction serves to bolster Capital One's capital structure. The issuance of these securities, along with the guarantee from the parent company, indicates a strategic move to enhance its financial resources, particularly during a period of economic uncertainty in late 2009. Investors should note the fixed rate of 8.875% on both the Trust Preferred Securities and the underlying Junior Subordinated Debt, as well as the long-term maturity of 2040 for the debt.
Key Highlights
- 1Capital One Financial Corporation closed a $1 billion public offering of Trust Preferred Securities through its subsidiary, Capital One Capital VI, on November 13, 2009.
- 2The Trust Preferred Securities carry a fixed rate of 8.875% and mature in 2040.
- 3Capital One Financial Corporation provided a subordinated guarantee for the Trust Preferred Securities.
- 4Proceeds from the offering were used by the Trust to purchase Capital One's 8.875% Junior Subordinated Debt Securities due 2040.
- 5The transaction is structured to enhance Capital One's capital base.
- 6The offering was underwritten by major financial institutions including Barclays Capital Inc., Citigroup Global Markets Inc., and Wells Fargo Securities, LLC.
- 7Relevant legal opinions regarding tax matters were obtained from Gibson, Dunn & Crutcher LLP.