What are 'Principal at Risk Securities'?

'Principal at Risk Securities' are investment products where the repayment of the principal amount at maturity is not guaranteed and depends on the performance of an underlying asset or index. If the linked index performs poorly, investors may lose a portion or all of their principal investment.

What is the significance of Wells Fargo & Company's guarantee?

The full and unconditional guarantee from Wells Fargo & Company means that if Wells Fargo Finance LLC is unable to meet its obligations to repay the principal and any other amounts due on the notes, Wells Fargo & Company is legally obligated to do so. This provides an additional layer of credit support for the noteholders.

What is the purpose of filing the forms of the notes and legal opinions?

Filing the forms of the notes and the legal opinions is a regulatory requirement when issuing securities under a registration statement. It provides transparency to investors about the specific terms and conditions of the notes and confirms their legal validity and that of the guarantee.

Are these notes a safe investment?

These notes carry investment risk, as their principal repayment is tied to market performance. Investors could lose money if the linked stock indices decline. They are generally suitable for investors who understand these risks and are comfortable with potential principal loss.

WELLS FARGO & COMPANY/MN 8-K SEC Disclosure

Summary

Wells Fargo & Company/MN (WFC) filed a Current Report (8-K) on March 29, 2019, primarily to disclose the forms of several Medium-Term Notes, Series A, issued by its subsidiary Wells Fargo Finance LLC. These notes are structured as "Principal at Risk Securities," meaning their principal repayment is linked to the performance of various stock market indices, including the Russell 2000®, EURO STOXX 50®, and S&P 500®. The parent company, Wells Fargo & Company, provides a full and unconditional guarantee for these notes. This filing is in support of a Registration Statement on Form S-3 and includes the legal opinions from Faegre Baker Daniels LLP regarding the notes and the guarantee. Investors should note that these are structured products with repayment contingent on market performance, not traditional debt instruments.

Key Highlights

1Wells Fargo Finance LLC issued multiple series of Medium-Term Notes, Series A, classified as Principal at Risk Securities.
2The repayment of principal on these notes is linked to the performance of specific stock market indices (Russell 2000®, EURO STOXX 50®, S&P 500®).
3Wells Fargo & Company acts as the full and unconditional guarantor for these issued notes.
4The filing includes the forms of the Notes and legal opinions from Faegre Baker Daniels LLP.
5This disclosure supports a previously filed Registration Statement on Form S-3, indicating ongoing capital-raising activities.
6The notes have varying maturity dates, ranging from March 2021 to April 2029.

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Mar 29, 2019)

Summary

Key Highlights

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