Summary
Wells Fargo & Company/MN (WFC) filed an 8-K on May 17, 2019, primarily to disclose the forms of new debt issuances and related legal opinions. The company announced the issuance of Medium-Term Notes, Series T, due May 17, 2024, and Wells Fargo Finance LLC, with a guarantee from Wells Fargo & Company, issued Medium-Term Notes, Series A, which are Principal at Risk Securities linked to the S&P 500® Index. These filings are in connection with existing registration statements on Form S-3.
Key Highlights
- 1Wells Fargo & Company issued new Medium-Term Notes, Series T, with a maturity date of May 17, 2024.
- 2Wells Fargo Finance LLC issued Principal at Risk Securities Linked to the S&P 500® Index, designated as Medium-Term Notes, Series A.
- 3Wells Fargo & Company provided a full and unconditional guarantee for the Series A Notes.
- 4The filing includes the specific forms of the Series T and Series A Notes as exhibits.
- 5Legal opinions from Faegre Baker Daniels LLP regarding the Series T Notes and the Series A Notes (including the Guarantee) are filed as exhibits.
- 6The disclosures are related to previously filed registration statements on Form S-3.
Frequently Asked Questions
The primary purpose of this 8-K filing is to formally disclose the specific forms of two new debt issuances: Medium-Term Notes, Series T, and Medium-Term Notes, Series A (Principal at Risk Securities). It also includes the associated legal opinions and consents.
The Series T Notes are Medium-Term Notes issued by Wells Fargo & Company, due to mature on May 17, 2024. The specific terms and conditions are detailed in the Form of Note filed as Exhibit 4.1.
The Series A Notes are Principal at Risk Securities linked to the S&P 500® Index, issued by Wells Fargo Finance LLC. Wells Fargo & Company has provided a full and unconditional guarantee for these notes, meaning WFC is obligated to pay if Wells Fargo Finance LLC cannot.
The legal opinions from Faegre Baker Daniels LLP confirm the legality and validity of the Series T Notes and the Series A Notes along with their Guarantee. These are standard exhibits required for significant debt issuances, providing assurance to investors.