8-KExhibits & Filings

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

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

Summary

This Wells Fargo & Company (WFC) 8-K filing from December 30, 2019, primarily serves to announce the issuance of new debt securities and to file the associated documentation with the SEC. Specifically, Wells Fargo & Company issued Medium-Term Notes, Series T, with various maturity dates (2024, 2022, and 2029). Additionally, Wells Fargo Finance LLC, with a guarantee from Wells Fargo & Company, issued Series A Principal at Risk Securities linked to the S&P 500® Index. For investors, this filing is important as it details the terms and legal opinions related to these new debt offerings. The issuance of new notes signifies ongoing capital-raising activities by Wells Fargo. Investors should note the different structures of the debt – traditional medium-term notes and principal-at-risk securities – which carry different risk profiles and potential returns.

Key Highlights

  • 1Wells Fargo & Company issued new Medium-Term Notes, Series T, with maturities in 2022, 2024, and 2029.
  • 2Wells Fargo Finance LLC issued Series A Principal at Risk Securities linked to the S&P 500® Index.
  • 3Wells Fargo & Company provided a full and unconditional guarantee for the Series A Notes.
  • 4The filing includes the forms of the new notes as exhibits.
  • 5Legal opinions from Faegre Baker Daniels LLP regarding both Series T and Series A notes/guarantee are filed.
  • 6The filing is in connection with a previously filed Registration Statement on Form S-3.

Frequently Asked Questions

Wells Fargo & Company issued Medium-Term Notes, Series T, with three different maturity dates (2022, 2024, and 2029). Additionally, Wells Fargo Finance LLC issued Series A Principal at Risk Securities linked to the S&P 500® Index.

The guarantee means that Wells Fargo & Company is fully and unconditionally responsible for the payment obligations related to the Series A Notes issued by Wells Fargo Finance LLC. This provides an added layer of security for investors in the Series A Notes.

This Current Report on Form 8-K is being filed to officially document and make public the forms of the newly issued debt securities (Series T Notes and Series A Notes) and the related legal opinions, as required by the SEC in connection with the company's ongoing debt offerings.

Principal at Risk Securities means that the repayment of the principal amount invested may be subject to certain conditions or market performance, in this case, linked to the S&P 500® Index. Investors could potentially lose some or all of their principal if the linked index does not perform as expected.