The exchange offer is being conducted by COBNA upon the terms and subject to the conditions set forth in a Confidential Offering Circular, dated January 23, 2013, and related letter of transmittal. Additional information regarding pricing of the exchange offer will be contained in a press release that will be issued February 6, 2013 by Capital One Financial Corporation. The exchange offer is only extended, and copies of the offering documents will only be made available, to holders of the Old Notes that have certified that such holder (1) is an institutional investor that is an “accredited investor” within the meaning of subparagraph (a)(1), (2), (3) or (7) of Rule 501 under the Securities Act of 1933, as amended (the “Securities Act”), and (2) will hold at all times an undivided beneficial interest in the New Notes in a principal amount not less than $250,000 (such holder, an “Eligible Holder”). Only Eligible Holders are authorized to receive or review the Confidential Offering Circular or to participate in the exchange offer.
Documents relating to the exchange offer will only be distributed to holders of the Old Notes that complete and return a letter of eligibility confirming that they are Eligible Holders. Holders of the Old Notes that desire to review the eligibility letter may visit the website for this purpose at http://www.dfking.com/capitalone or contact D.F . King & Co., Inc., the information agent for the exchange offer, by calling toll-free (800) 290-6427 or at (212) 269-5550 (banks and brokerage firms).
Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are serving as lead dealer managers in connection with the exchange offer. For additional information regarding the terms of the exchange offer, please contact the lead dealer managers: Credit Suisse Securities (USA) LLC at +1 (800) 820-1653 (toll free) or +1 (212) 538-2147 (collect) or Deutsche Bank Securities Inc. at +1 (855) 287-1922 (toll free) or +1 (212) 250-7527 (collect).
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