8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Apr 30, 2012)

Filed April 30, 2012For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company, dated April 30, 2012, primarily serves to disclose the issuance of two new series of Medium-Term Notes, Series K. These notes are linked to specific market indices: one to the Dow Jones Industrial AverageSM (due November 7, 2018) and another to the iShares® MSCI EAFE Index Fund (due October 30, 2013). The filing includes the forms of these notes, along with legal opinions from Faegre Baker Daniels LLP and Sullivan & Cromwell LLP, the latter acting as special tax counsel.

Key Highlights

  • 1Wells Fargo issued new Medium-Term Notes, Series K, on or around April 29, 2012.
  • 2One note series is linked to the Dow Jones Industrial AverageSM with a maturity date of November 7, 2018.
  • 3Another note series is linked to the iShares® MSCI EAFE Index Fund with a maturity date of October 30, 2013.
  • 4The filing includes the specific forms of these notes as exhibits.
  • 5Legal opinions from Faegre Baker Daniels LLP concerning the notes have been filed.
  • 6Tax opinions from Sullivan & Cromwell LLP, Wells Fargo's special tax counsel, regarding the notes are also included.
  • 7This filing is related to a Registration Statement on Form S-3 previously filed by Wells Fargo.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report the issuance of two new series of Medium-Term Notes, Series K, and to file the associated documentation, including the forms of the notes and legal/tax opinions, with the SEC.

One series of notes is linked to the performance of the Dow Jones Industrial AverageSM, and the other is linked to the performance of the iShares® MSCI EAFE Index Fund.

The notes linked to the Dow Jones Industrial AverageSM have a maturity date of November 7, 2018, while the notes linked to the iShares® MSCI EAFE Index Fund mature on October 30, 2013.

The legal opinions from Faegre Baker Daniels LLP and tax opinions from Sullivan & Cromwell LLP provide assurance regarding the structure, terms, and tax implications of these issued notes, which is standard practice for debt offerings.