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Wells Fargo Announces Tender Offer for Debt Securities
SAN FRANCISCO, June 17, 2004 - Wells Fargo & Company (NYSE:WFC) said today it has begun a tender offer for "any and all" of the outstanding securities of 17 different series of debt of the Company and its affiliates. The total principal amount outstanding of the securities included in the offer is approximately $4.625 billion. The offer consists of a separate offer for each series of securities listed in the table at the end of this release. The Company will conduct each offer in accordance with the Offer to Purchase dated June 17, 2004. Each offer will expire at 11:59 p.m., New York City time, on Wednesday, June 23, 2004, unless extended or earlier terminated. "The tender offer is consistent with the Company's strategy of opportunistically reducing its long-term financing costs," said Howard Atkins, Chief Financial Officer. "Most of the securities included in the tender offer were issued by the Company's consumer finance subsidiary, Wells Fargo Financial, Inc. As previously announced, the Company has consolidated the funding for Wells Fargo Financial at the holding company level, and this tender offer is an extension of that consolidation." The Company is offering to purchase for cash any and all outstanding securities of each series included in the tender offer. For each $1,000 principal amount of securities of a series tendered and accepted, the holders will receive a price calculated in accordance with the Offer to Purchase. That price is intended to result in a yield to maturity equal to: -- the yield to maturity of the U.S. Treasury reference security for that series (as measured at 3:00 p.m., New York City time, on the last New York Stock Exchange trading day before the day the offer for that series expires) plus -- the fixed spread for that series, except that in no case will the Company pay more than the maximum purchase price specified for that series. The table at the end of this release provides the U.S. Treasury reference security, the fixed spread, and the maximum purchase price per $1,000 principal amount for each series of securities included in the tender offer. Each offer is conditioned on the Company paying no more than $2.5 billion in total (including interest) for all securities purchased in all of the offers. If acceptance of all securities validly tendered in all of the offers would require the Company to pay more than $2.5 billion in total (including interest), the Company currently intends to terminate one or more offers so that the total amount it pays for the securities it purchases in the remaining offers is no more than this amount, but the Company is not obligated to do so. Each offer is also conditioned on satisfaction of the other conditions described in the Offer to Purchase. The offers are not conditioned on a minimum principal amount of securities being tendered. The Company will pay the purchase price plus accrued interest for any securities it purchases in an offer in same-day funds on the second New York Stock Exchange trading day after the date on which that offer expires, or as soon thereafter as practicable. Securities tendered for any series may be withdrawn before the expiration time for that series, and the Company may terminate the offer for any series before the applicable expiration time. The Company can give no assurance as to the principal amount of securities of any series that will be tendered and accepted in the offer. Goldman, Sachs & Co. and Morgan Stanley are the Dealer Managers for the offer. Global Bondholder Services Corporation is the Depositary and Information Agent. This news release is neither an offer to purchase nor a solicitation of an offer to sell the securities. The offers are made only by the Offer to Purchase dated June 17, 2004, and the information in this news release is qualified by reference to the Offer to Purchase. Persons with questions regarding the offer should contact Goldman, Sachs & Co. at 877-686-5059 or 212-357-3019 or Morgan Stanley at 800-624-1808 or 212-761-1941. Requests for documents should be directed to Global Bondholder Services Corporation at 866-873-6300 or 212-430-3774. Wells Fargo & Company is a diversified financial services company with $397 billion in assets, providing banking, insurance, investments, mortgage and consumer finance from more than 5,900 stores and the internet (wellsfargo.com) across North America and elsewhere internationally.
WELLS FARGO,NORWEST MERGER
Make Specific Commitments to California Consumers
SAN FRANCISCO, CA – The following statement is attributable to Gail Hillebrand, senior attorney and head of the credit and finance team at the West Coast Regional Office of Consumers Union, nonprofit publisher of Consumer Reports.
If this merger is approved, Consumers Union encourages new management in the proposed merger to avoid Wells Fargo’s anti-consumer practices of recent years. We also urge Wells Fargo and Norwest to make specific consumer benefit commitments in their application for merger approval, rather than general promises in public statements and press releases.
This specific merger proposal offers an opportunity for the banks to prove customer commitment by moving away from some of Wells Fargo’s worst practices. For example, Wells Fargo pioneered the pay-day loan for banks, which charges about $1 per $20 borrowed for very short periods. This totals an astounding 260 percent annual percentage rate (APR) for a seven-day loan. Wells Fargo also initiated a fee for customers who talk with a live customer service representative more than a few times a month. Wells Fargo was also the first major bank in California to fingerprint non-customers seeking to cash checks at their bank. And in 1997, Wells Fargo closed hundreds of branches, following its 1996 merger with First Interstate.
We hope any new company formed from the proposed merger would disavow Wells Fargo’s unfortunate trailblazing in such anti-consumer practices.
Studies by the Federal Reserve Board and others show that large banks charge higher fees for many types of accounts than smaller banks, and that out-of-state banks charge higher fees than in-state banks. At the same time, merging banks insist that "bigger is better." Consumers Union urges all merging banks, including Wells Fargo and Norwest, to make specific commitments to consumers and communities to help ensure that big banks don’t leave small customers behind.
To that end, Consumers Union recently sent a letter Federal Reserve Chairman Alan Greenspan, requesting that merging banks provide guarantees for consumers and communities. These commitments should be made part of the merger application so that they can be enforced by federal banking regulators if they are broken. In summary, these guarantees include the following:
[Editors: Call 415/431-6747 for a copy of the April letter from Consumers Union to Federal Reserve Chairman Alan Greenspan outlining consumer concerns in bank mergers.] ______________________________________________________________________________
http://www.innercitypress.org/wells.html _____________________________________________________________
First in the late 1980's, and now just twenty years after an entire
The care given to planning and executing these intricate dealings
ALL CONTACTS ARE EXPRESSLY CONFIDENTIAL
http://www.earthtimes.org/articles/show/83713.html
For more information on how Wells Fargo may no longer exist to see how 'Wells' acquired First Security, go to http://www.secinfo.com/dRqWm.5h8y.c.htm to see what 'Wells' is up to, and how it really may be in MN not in San Francisco, go to http://www.secinfo.com/$/SEC/Registrant.asp?CIK=72971 or merely search the SEC records:
Wells Fargo & Co/MN
“Wells Fargo & Co/MN”
Latest Filing: 12/10/08
List of Securities 1. Servus Financial Corporation*: -- Title of Securities: 7.00% Subordinated Notes due July 15, 2005 -- Principal Amount Outstanding: $125,000,000 -- CUSIP Number / (ISIN Number): 336294AG8 / (US336294AG88) -- Fixed Spread (bp): 18 -- UST Reference Security: 1.125% due 06/30/2005 -- Bloomberg Reference Page: BBT4 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,053.10 2. Wells Fargo Financial, Inc.: -- Title of Securities: 7.00% Senior Notes due November 1, 2005 -- Principal Amount Outstanding: $300,000,000 -- CUSIP Number / (ISIN Number): 94975CAB3 / (US94975CAB37) -- Fixed Spread (bp): 20 -- UST Reference Security: 1.625% due 10/31/2005 -- Bloomberg Reference Page: BBT4 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,063.60 3. Wells Fargo Financial, Inc.: -- Title of Securities: 6.125% Senior Notes due February 15, 2006 (1) -- Principal Amount Outstanding: $500,000,000 -- CUSIP Number / (ISIN Number): 94975CAD9 / (US94975CAD92) -- Fixed Spread (bp): 23 -- UST Reference Security: 1.875% due 01/31/2006 -- Bloomberg Reference Page: BBT4 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,059.50 4. Servus Financial Corporation*: -- Title of Securities: 6.875% Senior Notes due November 15, 2006 -- Principal Amount Outstanding: $150,000,000 -- CUSIP Number / (ISIN Number): 336294AH6 / (US336294AH61) -- Fixed Spread (bp): 24 -- UST Reference Security: 2.625% due 11/15/2006 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,089.10 5. Wells Fargo Financial, Inc.**: -- Title of Securities: 7.20% Senior Notes 2007 Series due May 1, 2007 -- Principal Amount Outstanding: $150,000,000 -- CUSIP Number / (ISIN Number): 669383DH1 / (US669383DH15) -- Fixed Spread (bp): 25 -- UST Reference Security: 3.125% due 05/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,108.00 6. Wells Fargo Financial, Inc.: -- Title of Securities: 4.875% Senior Notes 2007 Series due June 12, 2007 (1) -- Principal Amount Outstanding: $500,000,000 -- CUSIP Number / (ISIN Number): 94975CAK3 / (US94975CAK36) -- Fixed Spread (bp): 36 -- UST Reference Security: 3.125% due 05/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,043.70 7. Wells Fargo & Company***: -- Title of Securities: 6.75% Medium-Term Fixed Rate Notes, Series H due June 15, 2007 -- Principal Amount Outstanding: $200,000,000 -- CUSIP Number / (ISIN Number): 66938FJT2 / (US66938FJT21) -- Fixed Spread (bp): 33 -- UST Reference Security: 3.125% due 05/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,097.40 8. Wells Fargo Financial, Inc.: -- Title of Securities: 7.47% Senior Medium-Term Notes due August 8, 2007 -- Principal Amount Outstanding: $50,000,000 -- CUSIP Number / (ISIN Number): 9497E5AA0 / (US9497E5AA09) -- Fixed Spread (bp): 29 -- UST Reference Security: 3.25% due 08/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,119.90 9. Wells Fargo Financial, Inc.**: -- Title of Securities: 6.375% Senior Notes 2007 Series due December 1, 2007 -- Principal Amount Outstanding: $100,000,000 -- CUSIP Number / (ISIN Number): 669383DP3 / (US669383DP31) -- Fixed Spread (bp): 35 -- UST Reference Security: 3% due 11/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,091.00 10. Wells Fargo Financial, Inc.**: -- Title of Securities: 6.25% Senior Notes 2007 Series due December 15, 2007 -- Principal Amount Outstanding: $100,000,000 -- CUSIP Number / (ISIN Number): 669383DD0 / (US669383DD01) -- Fixed Spread (bp): 37 -- UST Reference Security: 3% due 11/15/2007 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,087.30 11. Wells Fargo Financial, Inc.: -- Title of Securities: 5.875% Senior Notes 2008 Series due August 15, 2008(1) -- Principal Amount Outstanding: $600,000,000 -- CUSIP Number / (ISIN Number): 94975CAF4 / (US94975CAF41) -- Fixed Spread (bp): 37 -- UST Reference Security: 3.25% due 08/15/2008 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,077.50 12. Wells Fargo Financial, Inc.**: -- Title of Securities: 5.625% Senior Notes due February 3, 2009 -- Principal Amount Outstanding: $200,000,000 -- CUSIP Number / (ISIN Number): 669383DR9 / (US669383DR96) -- Fixed Spread (bp): 37 -- UST Reference Security: 3% due 02/15/2009 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,067.30 13. Wells Fargo Financial, Inc.**: -- Title of Securities: 6.85% Senior Notes 2009 Series due July 15, 2009 -- Principal Amount Outstanding: $250,000,000 -- CUSIP Number / (ISIN Number): 669383DK4 / (US669383DK44) -- Fixed Spread (bp): 45 -- UST Reference Security: 3.875% due 05/15/2009 -- Bloomberg Reference Page: BBT5 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,122.90 14. Wells Fargo Financial, Inc.: -- Title of Securities: 6.125% Senior Notes 2012 Series due April 18, 2012(1) -- Principal Amount Outstanding: $500,000,000 -- CUSIP Number / (ISIN Number): 94975CAJ6 / (US94975CAJ62) -- Fixed Spread (bp): 50 -- UST Reference Security: 4.875% due 02/15/2012 -- Bloomberg Reference Page: BBT6 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,086.00 15. Wells Fargo Financial, Inc.: -- Title of Securities: 5.50% Senior Notes 2012 Series due August 1, 2012(1) -- Principal Amount Outstanding: $500,000,000 -- CUSIP Number / (ISIN Number): 94975CAL1 / (US94975CAL19) -- Fixed Spread (bp): 50 -- UST Reference Security: 4.375% due 08/15/2012 -- Bloomberg Reference Page: BBT6 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,042.40 16. Wells Fargo & Company***: -- Title of Securities: 6.65% Subordinated Debentures due October 15, 2023 -- Principal Amount Outstanding: $200,000,000 -- CUSIP Number / (ISIN Number): 669380AW7 / (US669380AW79) -- Fixed Spread (bp): 51 -- UST Reference Security: 5.375% due 02/15/2031 -- Bloomberg Reference Page: BBT8 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,107.50 17. Wells Fargo & Company***: -- Title of Securities: 6.75% Medium-Term Fixed Rate Notes, Series J due December 15, 2027 -- Principal Amount Outstanding: $200,000,000 -- CUSIP Number / (ISIN Number): 66938FJU9 / (US66938FJU93) -- Fixed Spread (bp): 58 -- UST Reference Security: 5.375% due 02/15/2031 -- Bloomberg Reference Page: BBT8 -- Maximum Purchase Price Per $1,000 Principal Amount: $1,122.10 ---------------- * Originally issued by First Security Corporation. After expiration of the offers, the Company anticipates that it will cause Servus Financial Corporation to be merged into one of the Company's wholly-owned subsidiaries. ** Originally issued under the name Norwest Financial, Inc., now known as Wells Fargo Financial, Inc. *** Originally issued under the name Norwest Corporation, now known as Wells Fargo & Company. (1) Listed on the Luxembourg Stock Exchange.
DATASOURCE: Wells Fargo & Company
CONTACT: media, Janis Smith, +1-415-396-7711, or investors, Emily Janowsky, +1-415-396-4496, both of Wells Fargo & Company
Web site: http://www.wellsfargo.com/ |