Capital One 2006 Annual Report Download - page 105

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87
Corporation Shelf Registration Statement
As of December 31, 2006, the Corporation had an effective shelf registration statement under which the Corporation from
time to time may offer and sell an indeterminate aggregate amount of senior or subordinated debt securities, preferred stock,
depositary shares representing preferred stock, common stock, trust preferred securities, junior subordinated debt securities,
guarantees of trust preferred securities and certain back-up obligations, purchase contracts and units. There is no limit under
this shelf registration statement to the amount or number of such securities that the Corporation may offer and sell. As of
December 31, 2006, the Corporation had one effective shelf registration statement under which the Corporation from time to
time may offer and sell senior or subordinated debt securities, preferred stock, common stock, common equity units and stock
purchase contracts. This shelf registration statement was updated in October 2005 to increase capacity to an aggregate
amount not to exceed $2.5 billion.
Other Borrowings
Secured Borrowings
COAF, a subsidiary of the Company, maintained twenty agreements to transfer pools of consumer loans accounted for as
secured borrowings at December 31, 2006. The agreements were entered into between 2003 and 2006, relating to the
transfers of pools of consumer loans totaling $26.3 billion. Principal payments on the borrowings are based on principal
collections, net of losses, on the transferred consumer loans. The secured borrowings accrue interest predominantly at fixed
rates and mature between April 2007 and December 2011, or earlier depending upon the repayment of the underlying
consumer loans. At December 31, 2006 and 2005, $14.5 billion and $11.9 billion, respectively, of the secured borrowings
were outstanding.
Junior Subordinated Capital Income Securities and Junior Subordinated Debentures
Prior to 2006, the Company issued junior subordinated capital income securities and junior subordinated debentures that as of
December 31, 2006 had a par amount of $160.0 million.
In June 2006, the Company and Capital One Capital II, a subsidiary of the Company created as a Delaware statutory business
trust, issued $345.0 million aggregate principal amount of 7.5% Enhanced TRUPS® that are scheduled to mature on June 15,
2066. The securities represent a preferred beneficial interest in the assets of the trust.
In August 2006, the Company and Capital One Capital III, a subsidiary of the Company created as a Delaware statutory
business trust, issued $650.0 million aggregate principal amount of 7.686% Capital Securities that are scheduled to mature on
August 15, 2036. The securities represent a preferred beneficial interest in the assets of the trust.
In December 2006, in connection with the North Fork acquisition, the Company assumed $100.0 million of 8.70% junior
subordinated debentures due December 15, 2026, $200.0 million of 9.10% junior subordinated debentures due June 1, 2027,
$100.0 million of 8.0% junior subordinated debentures due December 15, 2027 and $45.0 million of 8.17% junior
subordinated debentures due May 1, 2028.
In November 2005, as part of the Hibernia acquisition, the Company assumed $51.5 million aggregate principal amount of
9.0% junior subordinated debentures due June 30, 2032 and $10.3 million aggregate principal amount of floating rate
(LIBOR plus 3.05%, reset quarterly) junior subordinated debentures due June 30, 2033. The junior subordinated debentures
were issued by a subsidiary of Hibernia to Coastal Capital Trust I (CCTI) and Coastal Capital Trust II (CCTII). CCTI and
CCTII are considered business trusts. The trust preferred securities represent a beneficial interest in the assets of the business
trusts.
FHLB Advances
During 2006, the Company utilized Federal Reserve Home Loan Bank (FHLB) advances of $2.6 billion which are secured by
the Companys investment in FHLB stock and by a blanket floating lien on portions of the Companys residential mortgage
loan portfolio. FHLB stock totaled $236.4 million at December 31, 2006 and is included in Other assets.
Other Short-Term Borrowings
Revolving Credit Facility
In June 2004, the Company terminated its Domestic Revolving and Multicurrency Credit Facilities and replaced them with a
new revolving credit facility (Credit Facility) providing for an aggregate of $750.0 million in unsecured borrowings from
various lending institutions to be used for general corporate purposes. The Credit Facility is available to the Corporation, the
Bank, the Savings Bank, and Capital One Bank, plc. The Corporations availability has been increased to $500.0 million