8-KOther EventsExhibits & Filings

CAPITAL ONE FINANCIAL CORP 8-K Report, Corporate Update (Jul 27, 2022)

Filed July 27, 2022For Securities:COFCOF-PLCOF-PICOF-PKCOF-PNCOF-PJ

Summary

Capital One Financial Corporation (COF) has filed an 8-K report detailing the successful closing of a public offering for two series of senior notes on July 27, 2022. The company issued $1.35 billion in 4.985% Fixed-to-Floating Rate Senior Notes due 2026 and $900 million in 5.247% Fixed-to-Floating Rate Senior Notes due 2030, totaling $2.25 billion in aggregate principal amount. This offering was executed under an underwriting agreement with several prominent financial institutions, including Barclays Capital Inc., BofA Securities, Inc., Morgan Stanley & Co. LLC, Wells Fargo Securities, LLC, and Capital One Securities, Inc. These new notes were issued pursuant to the company's existing Senior Indenture and a relevant Supplemental Indenture, and are registered under the Securities Act of 1933. This issuance represents a significant capital raise for Capital One, likely intended to bolster its financial position, support ongoing operations, or fund future strategic initiatives. Investors should note the fixed-to-floating rate structure, which will shift from a fixed interest rate to a floating rate on specified future dates, impacting the yield over the life of the notes.

Key Highlights

  • 1Capital One Financial Corporation closed a public offering of senior notes on July 27, 2022.
  • 2The offering included $1.35 billion of 4.985% Fixed-to-Floating Rate Senior Notes due 2026.
  • 3The offering also included $900 million of 5.247% Fixed-to-Floating Rate Senior Notes due 2030.
  • 4The total aggregate principal amount raised from the offering is $2.25 billion.
  • 5The notes were issued under an underwriting agreement with a syndicate of major financial institutions.
  • 6The notes are structured as Fixed-to-Floating Rate, meaning their interest payments will change over time.

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