8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Nov 17, 2015)

Filed November 17, 2015For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

Wells Fargo & Company (WFC) filed an 8-K on November 17, 2015, primarily to disclose the issuance of $2 billion in Subordinated Medium-Term Notes, Series O, Fixed Rate Notes. This filing includes legal opinions from Faegre Baker Daniels LLP regarding the validity and enforceability of these notes, which are part of a larger registration statement on Form S-3. The issuance of these notes is a significant capital-raising event for the company. For investors, this filing indicates Wells Fargo's ongoing efforts to manage its capital structure and potentially fund its operations and growth. The subordination of these notes means they rank below senior debt in the event of bankruptcy, which is a common feature of such debt instruments. Investors interested in WFC's debt offerings should review the terms of these notes and their implications on the company's overall financial leverage and risk profile.

Key Highlights

  • 1Wells Fargo & Company issued $2,000,000,000 in Subordinated Medium-Term Notes, Series O, Fixed Rate Notes on November 17, 2015.
  • 2The filing is an 8-K Current Report submitted to the SEC.
  • 3The purpose of the filing is to include legal opinions regarding the Notes.
  • 4Faegre Baker Daniels LLP provided the legal opinion on the Notes.
  • 5A consent from Faegre Baker Daniels LLP is also included as an exhibit.
  • 6The Notes are associated with a Registration Statement on Form S-3 (File No. 333-195697).
  • 7This action reflects a capital raising activity by Wells Fargo.

Frequently Asked Questions

The main purpose of this 8-K filing is to formally report the issuance of $2 billion in Subordinated Medium-Term Notes, Series O, Fixed Rate Notes and to include the necessary legal opinion from Faegre Baker Daniels LLP regarding these notes.

Wells Fargo issued $2,000,000,000 in Subordinated Medium-Term Notes, Series O, Fixed Rate Notes. The term 'subordinated' means these notes rank lower in priority than senior debt in the event of liquidation or bankruptcy.

The mention of a Form S-3 registration statement (File No. 333-195697) indicates that these notes were issued under a pre-existing shelf registration, allowing Wells Fargo to efficiently issue debt securities over time.

Faegre Baker Daniels LLP acted as legal counsel and provided a legal opinion (Exhibit 5.1) on the validity and enforceability of the Subordinated Medium-Term Notes. Their consent is also included as part of the filing.