What are the "Principal at Risk Securities" mentioned in the filing?

These are a type of debt security where the repayment of the principal amount at maturity is dependent on the performance of an underlying asset, such as a stock market index. If the index performs poorly, investors may receive less than their initial investment back, potentially even losing a portion or all of their principal.

What is the purpose of filing these specific exhibits with the SEC?

The purpose of this 8-K filing is to make publicly available the official legal documentation related to the newly issued debt securities. This includes the precise terms of the notes themselves and the legal opinions from external counsel confirming the validity of their issuance and any guarantees.

Are these new notes a way for Wells Fargo to raise capital?

Yes, the issuance of Medium-Term Notes is a common method for financial institutions like Wells Fargo to raise capital. These notes are essentially debt instruments, meaning the company borrows money from investors and agrees to repay it with interest at a future date, subject to the terms of the notes.

Does the guarantee on the Series A Notes provide additional security for investors?

Yes, the full and unconditional guarantee by Wells Fargo & Company on the Series A Notes means that if Wells Fargo Finance LLC were unable to meet its obligations on these notes, Wells Fargo & Company itself is legally bound to ensure the notes are paid. This consolidates the credit risk to the parent company.

WELLS FARGO & COMPANY/MN 8-K SEC Disclosure

Summary

This 8-K filing from Wells Fargo & Company/MN (WFC) on January 24, 2019, primarily serves to report the issuance of new debt securities and file relevant documentation. Specifically, the company and its subsidiary, Wells Fargo Finance LLC, issued two series of "Medium-Term Notes." The "Series S Notes" are linked to the MSCI EAFE Index®, while the "Series A Notes" are linked to the performance of the Russell 2000®, Dow Jones Industrial Average®, and Nasdaq-100® indices, with a maturity date of January 23, 2024. The Series A Notes are fully guaranteed by Wells Fargo & Company. Investors should note that these issuances represent a form of debt financing and are structured as "Principal at Risk Securities." This means that the principal amount repaid at maturity could be less than the initial investment, depending on the performance of the underlying indices. The filing's main purpose is to provide the official forms of these notes and legal opinions from Faegre Baker Daniels LLP concerning their issuance and the guarantee, which are being filed as exhibits.

Key Highlights

1Wells Fargo & Company and Wells Fargo Finance LLC have issued new "Medium-Term Notes" on January 24, 2019.
2Two distinct series of notes were issued: Series S linked to the MSCI EAFE Index® and Series A linked to a basket of major US indices (Russell 2000®, Dow Jones Industrial Average®, Nasdaq-100®).
3The Series A Notes have a maturity date of January 23, 2024.
4Wells Fargo & Company provides a full and unconditional guarantee for the Series A Notes.
5The notes are characterized as "Principal at Risk Securities," indicating potential loss of principal based on index performance.
6The filing's primary function is to provide the official documentation (forms of notes and legal opinions) for these issuances as exhibits.
7Legal opinions regarding the Series S Notes and the Series A Notes (including the guarantee) were provided by Faegre Baker Daniels LLP.

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Jan 24, 2019)

Summary

Key Highlights

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