8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Feb 22, 2019)

Filed February 22, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This Wells Fargo & Company (WFC) 8-K filing from February 22, 2019, primarily concerns the issuance of new debt instruments by its subsidiary, Wells Fargo Finance LLC. Specifically, it announces the issuance of 0% Equity Linked Notes due September 28, 2023, which are linked to the common stock of Delta Air Lines, Inc. These notes are fully and unconditionally guaranteed by Wells Fargo & Company itself, indicating a direct financial commitment from the parent company. The main purpose of this filing is to include the legal opinion from Faegre Baker Daniels LLP, confirming the validity of these Notes and the Guarantee. This filing does not introduce new financial performance data or significant operational updates for Wells Fargo. Instead, it serves a regulatory purpose related to the debt issuance and provides investors with assurance regarding the legal standing of the issued notes and the parent company's guarantee.

Key Highlights

  • 1Wells Fargo Finance LLC issued 0% Equity Linked Notes due September 28, 2023.
  • 2The Notes are linked to the performance of Delta Air Lines, Inc. common stock.
  • 3Wells Fargo & Company provides a full and unconditional guarantee for these Notes.
  • 4The filing includes the legal opinion of Faegre Baker Daniels LLP regarding the Notes and Guarantee.
  • 5This 8-K is primarily a regulatory filing related to debt issuance, not a financial performance update.
  • 6The form of the Note was previously filed in an 8-K dated February 11, 2019.

Frequently Asked Questions

The primary purpose of this 8-K filing is to formally submit the legal opinion from Faegre Baker Daniels LLP regarding the validity of the 0% Equity Linked Notes issued by Wells Fargo Finance LLC and the Guarantee provided by Wells Fargo & Company. It fulfills regulatory requirements for this debt issuance.

The 'Equity Linked Notes' are a type of debt instrument whose return is tied to the performance of an underlying asset, in this case, the common stock of Delta Air Lines, Inc. For investors, this means the potential return on these notes will be influenced by how Delta Air Lines' stock performs, rather than a fixed interest rate.

Yes, Wells Fargo & Company (the parent company) provides a 'full and unconditional guarantee' for these Notes issued by its subsidiary, Wells Fargo Finance LLC. This means the parent company is financially obligated to ensure the obligations of the Notes are met.

No, this particular 8-K filing does not provide information about Wells Fargo's overall financial health or performance. It is a regulatory filing solely related to the issuance of specific debt securities and the legal opinions supporting them.