SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
October 27, 1999
---------------------------------
(Date of earliest event reported)
Capital One Financial Corporation
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-13300 54-1719854
----------------------- ---------------- -------------------
(State of incorporation (Commission File (IRS Employer
or organization) Number) Identification No.)
2980 Fairview Park Drive
Suite 1300
Falls Church, Virginia 22042
- ---------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 205-1000
<PAGE>
Item 5. Other Events.
------------
(a) See attached press release.
(b) Cautionary Factors
The attached press release contains forward-looking statements which
involve a number of risks and uncertainties. The Company cautions readers that
any forward-looking information is not a guarantee of future performance and
that actual results could differ materially from those contained in the
forward-looking information as a result of various factors including, but not
limited to, the following: continued intense competition from numerous providers
of products and services which compete with the Company's businesses; with
respect to financial and other products, changes in the Company's aggregate
accounts or consumer loan balances and the growth rate thereof, including
changes resulting from factors such as shifting product mix, amount of actual
marketing expenses made by the Company and attrition of accounts and loan
balances; an increase in credit losses (including increases due to a worsening
of general economic conditions); the ability of the Company to continue to
securitize its credit cards and consumer loans and to otherwise access the
capital markets at attractive rates and terms to fund its operations and future
growth; difficulties or delays in the development, production, testing and
marketing of new products or services; losses associated with new products or
services or expansion internationally; financial, legal, regulatory or other
difficulties that may affect investment in, or the overall performance of, a
product or business, including changes in existing laws to regulate further the
credit card and consumer loan industry and the financial services industry, in
general; the amount of, and rate of growth in, the Company's expenses (including
salaries and associate benefits and marketing expenses) as the Company's
business develops or changes or as it expands into new market areas; the
availability of capital necessary to fund the Company's new businesses; the
ability of the Company to build the operational and organizational
infrastructure necessary to engage in new businesses or to expand
internationally; the ability of the Company to recruit experienced personnel to
assist in the management and operations of new products and services; the
ability of the Company and its suppliers to successfully address Year 2000
compliance issues; and other factors listed from time to time in the Company's
SEC reports, including, but not limited to, the Annual Report on Form 10-K for
the year ended December 31, 1998 (Part I, Item 1, Risk Factors).
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
------------------------------------------------------------------
99.1. Press Release of the Company dated October 27, 1999.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned, thereto duly authorized.
CAPITAL ONE FINANCIAL CORPORATION
Dated: October 29, 1999 By: /s/ John G. Finneran, Jr.
--------------------------------------
John G. Finneran, Jr.
Senior Vice President, General Counsel
and Corporate Secretary
<PAGE>
EXHIBIT INDEX
99.1 Press Release of the Company dated October 27, 1999.
<PAGE>
Exhibit 99.1
<PAGE>
[LOGO OF CAPITAL ONE APPEARS HERE]
Contact: Paul Paquin Sam Wang
October 27, 1999 VP, Investor Relations Dir., Media Relations
703-205-1039 703-289-6809
Capital One Expects 2000 Earnings to Increase by 30 Percent
Falls Church, Va. (October 27, 1999) - Capital One Financial Corporation (NYSE:
COF) today announced it expects earnings for the year ending December 31, 2000,
to increase by 30 percent over 1999. This is above the Company's long-term
objective of 20 percent annual earnings growth.
"Our expectations for 2000 represent the sixth straight year of earnings
growth in excess of our 20 percent target," said Richard D. Fairbank, Capital
One's Chairman and Chief Executive Officer, in announcing this 2000 goal. "We
have surpassed our target every year since our IPO in 1994."
The Company cautioned, however, that its current expectations for 2000
earnings are forward-looking statements and actual results could differ
materially from current expectations due to a number of factors including:
continued intense competition in the credit card industry; the Company's ability
to access the capital markets at attractive rates and terms to fund its
operations and future growth; and general economic conditions affecting consumer
income and spending, which may affect consumer bankruptcies, defaults and
delinquencies. A discussion of these and other factors can be found in Capital
One's reports filed with the Securities and Exchange Commission, including, but
not limited to, the Annual Report on Form 10-K for the year ended December 31,
1998 (Part I, Item 1, Cautionary Statements).
Headquartered in Falls Church, Virginia, Capital One Financial Corporation
(www.CapitalOne.com) is a holding company whose principal subsidiaries, Capital
One Bank and Capital One, F.S.B., offer consumer lending and deposit products.
Capital One's subsidiaries collectively had 20.8 million customers and $18.5
billion in managed loans outstanding as of September 30, 1999, and are among the
largest providers of MasterCard and Visa credit cards in the world. Capital One
trades on the New York Stock Exchange under the symbol "COF" and is included in
the S&P 500 Index.
###