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COF > SEC Filings for COF > Form 8-K on 24-Apr-2014All Recent SEC Filings

Show all filings for CAPITAL ONE FINANCIAL CORP

Form 8-K for CAPITAL ONE FINANCIAL CORP


24-Apr-2014

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On April 24, 2014, Capital One Financial Corporation (the "Company") closed the public offering of $750,000,000 aggregate principal amount of its 2.450% Senior Notes due 2019 (the "2019 Notes") and $750,000,000 aggregate principal amount of its 3.750% Senior Notes due 2024 (the "2024 Notes" and, together with the 2019 Notes, the "Notes"), pursuant to an underwriting agreement (the "Underwriting Agreement") with Credit Suisse Securities (USA) LLC, Goldman, Sachs & Co., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters listed therein. The Notes were issued pursuant to a Senior Indenture dated as of November 1, 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. 333-181047).

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.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
  No.                                Description of Exhibit

 1.1         Underwriting Agreement dated April 21, 2014

 4.1         Senior Indenture dated as of November 1, 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 Corporation's Report on Form 8-K,
             filed on November 13, 1996)

 4.2         Form of 2.450% Senior Note due 2019

 4.3         Form of 3.750% Senior Note due 2024

 5.1         Opinion of Gibson, Dunn & Crutcher LLP

23.1         Consent of Gibson, Dunn & Crutcher LLP (included in Exhibit 5.1)


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