8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Nov 12, 2019)

Filed November 12, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing by Wells Fargo & Company/MN (WFC) primarily concerns the legal opinion and consent related to a Medium-Term Note issuance by its subsidiary, Wells Fargo Finance LLC. On November 11, 2019, Wells Fargo Finance LLC issued 0.25% Equity Linked Notes due November 1, 2024, which are linked to the common stock of Bristol-Myers Squibb Company. These notes are fully and unconditionally guaranteed by Wells Fargo & Company. This filing specifically includes the opinion of Faegre Baker Daniels LLP regarding the legality and enforceability of both the Notes and the Guarantee. Investors should note that the form of the Note itself was previously filed in an October 31, 2019 8-K. The core information here is the formal legal validation of this specific debt instrument and its backing by the parent company, which is a standard but important disclosure for such financial activities.

Key Highlights

  • 1Wells Fargo Finance LLC issued 0.25% Equity Linked Notes due November 1, 2024.
  • 2The Notes are linked to the common stock of Bristol-Myers Squibb Company.
  • 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.
  • 5The form of the Note was previously filed in an October 31, 2019 8-K filing.
  • 6This filing is primarily for legal and regulatory compliance related to the debt issuance.

Frequently Asked Questions

The main purpose of this 8-K filing is to formally submit the legal opinion from Faegre Baker Daniels LLP regarding the 0.25% Equity Linked Notes due November 1, 2024, issued by Wells Fargo Finance LLC, and the guarantee provided by Wells Fargo & Company. This is a regulatory requirement to confirm the legality and enforceability of the debt issuance.

These are debt instruments (notes) where the return or value is linked to the performance of an underlying asset, in this case, the common stock of Bristol-Myers Squibb Company. The specific terms of how the equity performance affects the notes would be detailed in the full note documentation, which was filed in a previous 8-K.

Yes, Wells Fargo & Company provides a full and unconditional guarantee for the Medium-Term Notes, Series A, issued by its subsidiary, Wells Fargo Finance LLC. This means Wells Fargo & Company is legally obligated to ensure the notes are paid as promised.

The notes carry a coupon interest rate of 0.25%.