8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Sep 30, 2019)

Filed September 30, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This Wells Fargo & Company (WFC) 8-K filing from September 30, 2019, primarily serves to disclose the forms of various Medium-Term Notes (MTNs) issued by Wells Fargo & Company and Wells Fargo Finance LLC. These issuances include Series T Notes from Wells Fargo & Company with maturities ranging from 2022 to 2029, and Series A Notes from Wells Fargo Finance LLC, which are notably "Principal at Risk Securities" linked to various ETFs and indices, with maturities generally in 2021 and 2022. The Series A Notes are fully and unconditionally guaranteed by Wells Fargo & Company. For investors, this filing is less about immediate financial performance and more about the structure and terms of new debt instruments being offered. The "Principal at Risk Securities" aspect of the Series A Notes is a crucial detail, indicating that the principal repayment is contingent upon the performance of the underlying ETFs or indices, potentially exposing investors to capital loss. Investors considering these specific note issuances should carefully review the terms and risks associated with these structured products.

Key Highlights

  • 1Wells Fargo & Company issued Series T Medium-Term Notes with maturities in 2022, 2024, 2026, and 2029.
  • 2Wells Fargo Finance LLC issued Series A Medium-Term Notes, which include "Principal at Risk Securities."
  • 3The Series A "Principal at Risk Securities" are linked to the performance of specific ETFs (e.g., SPDR® S&P® Oil & Gas Exploration & Production ETF, VanEck Vectors® Gold Miners ETF, iShares® MSCI Emerging Markets ETF, iShares® MSCI EAFE ETF) and the S&P 500® Index.
  • 4The Series A Notes have maturities generally in 2021 and 2022, with one noting an October 4, 2024 maturity.
  • 5Wells Fargo & Company provides a full and unconditional guarantee for all Series A Notes issued by Wells Fargo Finance LLC.
  • 6The filing includes the forms of these notes and legal opinions from Faegre Baker Daniels LLP.
  • 7This 8-K is primarily a disclosure of debt issuance documentation rather than a report of new financial results.

Frequently Asked Questions

The primary purpose of this 8-K filing is to formally submit the documentation related to the issuance of new Medium-Term Notes (MTNs) by Wells Fargo & Company and its subsidiary, Wells Fargo Finance LLC. This includes the specific forms of the notes and related legal opinions.

'Principal at Risk Securities' are a type of structured financial product where the repayment of the principal investment is contingent on the performance of an underlying asset, such as an ETF or an index. This means investors could lose some or all of their initial principal if the linked asset performs poorly. This is a significant risk factor that investors must carefully consider.

Wells Fargo & Company provides a full and unconditional guarantee for the Series A Notes issued by Wells Fargo Finance LLC. The Series T Notes are issued directly by Wells Fargo & Company.

The Series T Notes from Wells Fargo & Company have maturities in September 2022, September 2024, September 2026, and September 2029. The Series A Notes from Wells Fargo Finance LLC have maturities generally in September 2021 and September 2022, with one specific note due October 4, 2024.