From: Richard Kahn

From: Richard Kahn To: "jeffrey E." <[email protected]> Subject: Fwd: New Issue $25 Par: Capital One Financial Corporation (COF) Perpetual Preferred 6.125% Area; Fixed for Life Date: Mon, 21 Nov 2016 15:27:29 +0000 Attachments: 478740 006 BMK.PDF Richard Kahn HBRK Associates Inc. 575 Lexington Avenue 4th Floor Begin forwarded message: From: "Atlas, Andrew S" < Subject: New Issue $25 Par: Capital One Financial Corporation (COF) Perpetual Preferred 6.125% Area; Fixed for Life Date: November 21, 2016 at 10:13:49 AM EST To: "Richard Kahn ( )" < Good Morning Rich, Morgan Stanley has a new issue COF $25 par preferred pricing today. Here are the details: $25 Par New Issue Syndicate Offering: Capital One Financial Corporation (COF) Issuer: Capital One Financial Corporation (Ticker: COF) Securities Offered: Depositary shares each representing a 1/40th Interest in a Share of Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series H Expected Ratings: Baa3/BB/BB (Moody's/S&P/Fitch) Size: $200mm (8mm $25 par securities) Maturity: Perpetual Price Talk: 6.125% Area; Fixed for Life Offer Price: $25.00 per depositary share EFTA01061254 Dividends: When, as, and if declared, Dividends will accrue and be payable quarterly in arrears, on the 1st of March, June, September and December beginning March 1, 2017. Non-Cumulative. Redemption: At the issuer's option subject to regulatory approval: in whole or in part, from time to time, on any dividend payment date on or after December 1, 2021 at Par plus any declared and unpaid dividends, or in whole but not in part, at any time within 90 days following a regulatory capital treatment event (see red), at Par plus any declared and unpaid dividends. Use of Proceeds: We intend to use the net proceeds from the sale of the depositary shares for general corporate purposes in the ordinary course of our business. General corporate purposes may include repayment of debt, redemptions and repurchases of shares of our common stock and of our other securities, acquisitions, additions to working capital, capital expenditures and investments in our subsidiaries. DRD/QDI Eligible: Yes Subject to U.S. Tax Withholding for NRA Clients Yes* Expected Listing: NYSE Let me know if you have any questions. Best Regards, Andrew Andrew S. Atlas First Vice President Equity Sales/Middle Markets Group Financial Advisor Morgan Stanley Wealth Management 1290 Avenue of the Americas, 12th Floor I New York, NY 10104 NMLS ID ff 1326736 NOTICE: Morgan Stanley is not acting as a municipal advisor and the opinions or views contained herein are not intended to be. and do not constitute, advice within the meaning of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. If you have received this communication in error, please destroy all electronic and paper copies and notify the sender immediately. Mistransmission is not intended to waive confidentiality or privilege. Morgan Stanley reserves the r'• ht. to the extent rmitted under applicable law. to monitor electronic communications. This message is subject to terms available at the following link: If you cannot access these links. please notify us by reply message and we will send the contents to you. By communicating with Morgan Stanley you consent to the foregoing and to the voice recording of conversations with personnel of Morgan Stanley. EFTA01061255