8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Aug 21, 2012)

Filed August 21, 2012For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This August 21, 2012, 8-K filing from Wells Fargo & Company (WFC) primarily serves to disclose the issuance of new debt instruments. Specifically, the company is reporting on Medium-Term Notes, Series K, linked to the S&P 500® Index, with a maturity date of February 23, 2015. For investors, this filing indicates Wells Fargo's continued activity in the debt markets to raise capital. The inclusion of legal and tax opinions from external counsel, Faegre Baker Daniels LLP and Sullivan & Cromwell LLP respectively, suggests a thorough review process for these notes, providing a level of assurance regarding their legal and tax implications. Investors holding or considering these notes should review the referenced exhibits for specific terms and conditions.

Key Highlights

  • 1Wells Fargo & Company issued Medium-Term Notes, Series K, linked to the S&P 500® Index.
  • 2The notes have a maturity date of February 23, 2015.
  • 3This filing is in connection with a Registration Statement on Form S-3.
  • 4The filing includes the form of the Notes as an exhibit.
  • 5Legal opinions from Faegre Baker Daniels LLP regarding the Notes are filed.
  • 6Tax opinions from Sullivan & Cromwell LLP, Wells Fargo's special tax counsel, are filed.
  • 7Consents from both legal counsel are also included as exhibits.

Frequently Asked Questions

The primary purpose of this 8-K filing is to officially report the issuance of Wells Fargo's Medium-Term Notes, Series K, which are securities linked to the S&P 500® Index, and to file related legal and tax documentation.

The Medium-Term Notes, Series K, linked to the S&P 500® Index have a maturity date of February 23, 2015.

Detailed information about the terms of the Notes can be found in Exhibit 4.1 ('Form of Medium-Term Notes, Series K, Securities Linked to the S&P 500® Index due February 23, 2015') filed with this 8-K report.

The legal opinions from Faegre Baker Daniels LLP and tax opinions from Sullivan & Cromwell LLP provide assurance regarding the validity, enforceability, and tax treatment of the issued Notes. They are important for investors to understand the underlying legal and fiscal aspects of the investment.