8-KOther EventsExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Corporate Update (Dec 10, 2008)

Filed December 10, 2008For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

Wells Fargo & Company (WFC) announced its participation in the Federal Deposit Insurance Corporation's (FDIC) Temporary Liquidity Guarantee Program. This participation involves the issuance of $6 billion in senior unsecured debt securities, divided equally between $3 billion in Floating Rate Notes and $3 billion in 3.00% Fixed Rate Notes, both maturing on December 9, 2011. These notes are guaranteed by the FDIC under the program, providing an additional layer of security for investors during a period of financial market stress. The primary purpose of this filing is to disclose the agreements and documentation related to this debt issuance. Investors can review the Underwriting Agreement, the Fourth Supplemental Indenture to the existing Indenture with Citibank, and the forms of the newly issued Fixed and Floating Rate Notes. The inclusion of these documents ensures transparency regarding the terms and conditions of this significant debt offering, which aims to bolster the company's liquidity.

Key Highlights

  • 1Wells Fargo is participating in the FDIC's Temporary Liquidity Guarantee Program.
  • 2The company issued $6 billion in senior unsecured debt securities on December 10, 2008.
  • 3The issuance consists of $3 billion in Floating Rate Notes due December 9, 2011.
  • 4The issuance also includes $3 billion in 3.00% Fixed Rate Notes due December 9, 2011.
  • 5All issued notes are guaranteed by the FDIC under the Temporary Liquidity Guarantee Program.
  • 6This action is intended to enhance Wells Fargo's liquidity during a challenging financial environment.
  • 7The filing includes the Underwriting Agreement, Supplemental Indenture, and forms of the Notes.

Frequently Asked Questions

The Temporary Liquidity Guarantee Program, established by the FDIC, is designed to strengthen market confidence by guaranteeing certain senior unsecured debt issued by financial institutions. This program provides a guarantee on the repayment of principal and interest for eligible debt, thereby reducing the risk for investors.

The FDIC guarantee significantly reduces the credit risk for investors purchasing these notes. It ensures that in the event of a default by Wells Fargo, the FDIC will cover the principal and interest payments, making the debt more attractive and likely easier for Wells Fargo to issue, especially during times of market uncertainty.

Wells Fargo issued these notes to increase its liquidity. The participation in the FDIC program and the subsequent issuance of guaranteed debt were strategic moves to ensure the company had sufficient access to funding and to bolster investor confidence in its financial stability during the 2008 financial crisis.

Wells Fargo issued $3 billion in Floating Rate Notes and $3 billion in 3.00% Fixed Rate Notes, both maturing on December 9, 2011. The Floating Rate Notes' interest will adjust based on market rates, while the Fixed Rate Notes will pay a consistent 3.00% annual interest. Both are senior unsecured debt obligations of Wells Fargo and are guaranteed by the FDIC.