Summary
Wells Fargo & Company (WFC) filed a Form 8-K on May 6, 2009, primarily to report exhibits related to the remarketing of its Floating Rate Convertible Senior Debentures due 2033. The total accreted principal amount of these debentures being remarketed was approximately $2.84 billion. This filing is in conjunction with a Form S-3 registration statement previously filed by the company. Key documents filed as exhibits include the Remarketing Agreement dated March 17, 2009, which outlines the terms of the remarketing with underwriters Morgan Stanley & Co. Incorporated and Goldman, Sachs & Co. Also filed is the consent of Faegre & Benson LLP, the company's special tax counsel, regarding its opinion on the material U.S. federal income tax considerations for debenture holders. Investors should note this filing pertains to a debt offering and not a significant change in operational or financial performance at the time of filing.
Key Highlights
- 1Filing concerns the remarketing of Wells Fargo's Floating Rate Convertible Senior Debentures due 2033.
- 2The aggregate accreted principal amount of the debentures being remarketed is approximately $2.84 billion.
- 3The filing includes the Remarketing Agreement dated March 17, 2009, between Wells Fargo and underwriters.
- 4The underwriters involved in the remarketing are Morgan Stanley & Co. Incorporated and Goldman, Sachs & Co.
- 5The filing also includes the consent of Faegre & Benson LLP, special tax counsel, regarding tax considerations.
- 6This 8-K is filed in connection with a previously filed Form S-3 registration statement.
- 7The event date reported is May 5, 2009.