8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Sep 3, 2019)

Filed September 3, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company/MN (WFC) on September 3, 2019, primarily serves to disclose the issuance of new Medium-Term Notes, Series A, with principal at risk, linked to the performance of specific ETFs. These notes, issued by Wells Fargo Finance LLC and guaranteed by Wells Fargo & Company, have a maturity date of September 10, 2020. The filing includes the form of the Notes, an opinion from Faegre Baker Daniels LLP regarding the Notes and the Guarantee, and the consent of the legal counsel. For investors, this report signifies ongoing debt issuance activities by Wells Fargo, specifically the introduction of a structured note product tied to the performance of the oil & gas, retail, and biotech sectors. Investors considering these notes should carefully evaluate the 'principal at risk' feature and the underlying ETF performance.

Key Highlights

  • 1Wells Fargo Finance LLC issued new Medium-Term Notes, Series A.
  • 2These Notes are 'Principal at Risk Securities' linked to the lowest performing of three specific ETFs (SPDR S&P Oil & Gas Exploration & Production ETF, SPDR S&P Retail ETF, and SPDR S&P Biotech ETF).
  • 3The Notes have a maturity date of September 10, 2020.
  • 4Wells Fargo & Company (WFC) provides a full and unconditional guarantee for these Notes.
  • 5The filing includes the form of the Notes as an exhibit.
  • 6Legal opinions and consents from Faegre Baker Daniels LLP regarding the Notes and Guarantee are filed.
  • 7This filing is in connection with a previously filed Registration Statement on Form S-3.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose the issuance of new Medium-Term Notes, Series A, by Wells Fargo Finance LLC, which are guaranteed by Wells Fargo & Company. It also provides the relevant legal documentation, including the form of the note and legal opinions.

'Principal at Risk Securities' means that the amount of principal returned to the investor at maturity may be less than the initial investment amount. The return of principal is dependent on the performance of the underlying assets, in this case, the lowest performing of the three specified ETFs.

The Notes are linked to the performance of the SPDR® S&P® Oil & Gas Exploration & Production ETF, the SPDR® S&P® Retail ETF, and the SPDR® S&P® Biotech ETF. The performance of the lowest-performing of these three ETFs will determine the outcome of the Notes.

Wells Fargo & Company (WFC) provides a full and unconditional guarantee for these Medium-Term Notes.