Obligation Wells Fargo & Company 4.1% ( US94974BFY11 ) en USD

Wells Fargo & Company

100 % ▲

Etas-Unis

US94974BFY11 ( en USD )

4.1% par an ( paiement semestriel )

03/06/2026

Prospectus brochure de l'obligation Wells Fargo US94974BFY11 en USD 4.1%, échéance 03/06/2026

1 000 USD

2 500 000 000 USD

94974BFY1

BBB ( Qualité moyenne inférieure )

A3 ( Qualité moyenne supérieure )

03/06/2026 ( Dans 59 jours )

Wells Fargo est une société financière américaine offrant des services bancaires, d'investissement et de gestion de patrimoine à des particuliers et des entreprises.

L'Obligation émise par Wells Fargo & Company ( Etas-Unis ) , en USD, avec le code ISIN US94974BFY11, paye un coupon de 4.1% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 03/06/2026

L'Obligation émise par Wells Fargo & Company ( Etas-Unis ) , en USD, avec le code ISIN US94974BFY11, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Wells Fargo & Company ( Etas-Unis ) , en USD, avec le code ISIN US94974BFY11, a été notée BBB ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

Definitive Pricing Supplement No. 18
http://www.sec.gov/Archives/edgar/data/72971/000119312514214509/d...
424B2 1 d734078d424b2.htm DEFINITIVE PRICING SUPPLEMENT NO. 18
Filed Pursuant to Rule 424(b)(2)
File No. 333-180989

Amount of
Title of Each Class of Securities
Amount to be
Maximum Offering
Maximum Aggregate
Registration
Offered

Registered

Price Per Security
Offering Price

Fee(1)
Subordinated Medium Term Notes,
Series M, Fixed Rate Notes

$2,500,000,000
99.897%

$2,497,425,000

$321,668.34

(1) The total filing fee of $321,668.34 is calculated in accordance with Rule 457(r) of the Securities Act of 1933 (the

"Securities Act") and will be paid by wire transfer within the time required by Rule 456(b) of the Securities Act.
1 of 5
5/28/2014 2:50 PM

Definitive Pricing Supplement No. 18
http://www.sec.gov/Archives/edgar/data/72971/000119312514214509/d...
Pricing Supplement No. 18 dated May 27, 2014
(to Prospectus Supplement dated May 25, 2012
and Prospectus dated April 27, 2012)
WELLS FARGO & COMPANY
Subordinated Medium-Term Notes, Series M
Fixed Rate Notes

Aggregate Principal Amount
Offered:

$2,500,000,000
Trade Date:

May 27, 2014
Original Issue Date (T+5):

June 3, 2014
Stated Maturity Date:

June 3, 2026
Interest Rate:

4.10%
Interest Payment Dates:
Each June 3 and December 3, commencing December 3, 2014,

and at maturity
Price to Public (Issue Price):

99.897%, plus accrued interest, if any, from June 3, 2014
Agent Discount (Gross Spread):

0.45%
All-in Price (Net of Agent Discount):

99.447%, plus accrued interest, if any, from June 3, 2014
Net Proceeds:

$2,486,175,000
Benchmark:

UST 2.50% due May 15, 2024
Benchmark Yield:

2.511%
Spread to Benchmark:

+160 basis points
Re-Offer Yield:

4.111%
Redemption:
The notes are not redeemable at the option of Wells Fargo &

Company
Listing:

None
Risk Factors:

See below
Subordination:
The notes will rank equally with all of our other subordinated
notes and, together with such other subordinated notes, will be

subordinated to all of our existing and future Senior Debt, as
2 of 5
5/28/2014 2:50 PM

Definitive Pricing Supplement No. 18
http://www.sec.gov/Archives/edgar/data/72971/000119312514214509/d...
defined under "Description of Debt Securities
--Subordination" in the accompanying prospectus. In
addition, holders of the notes may be fully subordinated to
interests held by the U.S. government in the event we enter
into a receivership, insolvency, liquidation or similar
proceeding. As of March 31, 2014, on a non-consolidated
basis, Wells Fargo & Company had approximately
$62.3 billion of Senior Debt outstanding, excluding obligations
under letters of credit, guarantees, foreign exchange contracts
and interest rate swap contracts. In addition, Wells Fargo &
Company was obligated on such date under letters of credit,
guarantees, foreign exchange contracts and interest rate swap
contracts to which the notes will be subordinated pursuant to

the terms of the subordinated indenture.

See "Description of the Notes" in the accompanying
prospectus supplement and "Description of the Debt Securities
--Subordination" in the accompanying prospectus for

additional information regarding subordination.

Principal Amount
Agent (Sole Bookrunner):

Wells Fargo Securities, LLC

$2,000,000,000

Agents (Senior Co-Managers):

ABN AMRO Securities (USA) LLC

75,000,000

ANZ Securities, Inc.

75,000,000

Danske Markets, Inc.

75,000,000

nabSecurities, LLC

75,000,000

National Bank of Canada Financial Inc. 75,000,000

UniCredit Capital Markets LLC

75,000,000

Agents (Junior Co-Managers):

CastleOak Securities, L.P.

12,500,000

Loop Capital Markets LLC

12,500,000

Samuel A. Ramirez & Company, Inc.

12,500,000

The Williams Capital Group, L.P.

12,500,000

Total

$2,500,000,000

Plan of Distribution:
On May 27, 2014, Wells Fargo & Company agreed to sell to
the Agents, and the Agents agreed to purchase, the notes at a
purchase price of 99.447%, plus accrued interest, if any, from
June 3, 2014. The purchase price equals the issue price of
99.897% less a discount of 0.45% of the principal amount of

the notes.

Market Making:
Unless otherwise indicated, this pricing supplement is being
delivered in connection with the initial sale of the notes. Wells
Fargo Advisors, LLC and Wells Fargo Securities, LLC, or
another of our affiliates, may use this pricing supplement in a
market-making transaction in the notes after the initial sale.
None of the agents named in this pricing supplement is

obligated to make a market for the notes.

2
3 of 5
5/28/2014 2:50 PM

Definitive Pricing Supplement No. 18
http://www.sec.gov/Archives/edgar/data/72971/000119312514214509/d...
Certain U.S. Federal

Income Tax Consequences:
As discussed in the accompanying prospectus under "Certain
U.S. Federal Income Tax Considerations," legislation was enacted
in 2010, contained in Sections 1471 through 1474 of the Internal
Revenue Code of 1986, as amended, that will impose a 30%
withholding tax on withholdable payments (as defined below)
made to a foreign financial institution, unless such institution
enters into an agreement with the U.S. Department of the Treasury
("Treasury") to, among other things, collect and provide to it
substantial information regarding such institution's United States
financial account holders, including certain account holders that
are foreign entities with United States owners. The legislation
also generally imposes a 30% withholding tax on withholdable
payments to a non-financial foreign entity unless such entity
provides the paying agent with a certification that it does not have
any substantial United States owners or a certification identifying
the direct and indirect substantial United States owners of the
entity. "Withholdable payments" include payments of interest with
respect to notes from sources within the United States, as well as
gross proceeds from the sale of any property of a type which can
produce interest from sources within the United States, unless the
payments of interest or gross proceeds are effectively connected
with the conduct of a United States trade or business and taxed as
such. As enacted, these withholding and reporting obligations
generally apply to payments made with respect to the notes.
Under final Treasury regulations effective January 28, 2013 and
other administrative guidance, these withholding and reporting
requirements with respect to interest will be delayed until July 1,
2014, and withholding on gross proceeds will be delayed until
January 1, 2017. Further, withholding will not apply to notes
outstanding on July 1, 2014, unless such notes undergo a
significant modification after that date. Investors are urged to
consult their own tax advisors regarding the application of the

legislation and proposed regulations to the notes.
Additional tax considerations are discussed under "Certain U.S.
Federal Income Tax Considerations" in the accompanying

prospectus.
CUSIP:

94974BFY1
Risk Factors
Your investment in the notes involves risks. This pricing supplement and the documents incorporated by
reference do not describe all of those risks. Before purchasing any notes, you should carefully consider the following
risk factors and the risk factors contained in the documents incorporated by reference in this pricing supplement,
including the risk factors contained in our annual and quarterly reports. You should consult your financial, legal, tax and
other professional advisors as to the risks associated with an investment in the notes and the suitability of the
investment for you.

3
4 of 5
5/28/2014 2:50 PM

Definitive Pricing Supplement No. 18
http://www.sec.gov/Archives/edgar/data/72971/000119312514214509/d...
If We Become Insolvent, Holders Of Our Senior Notes May Receive More Than Holders Of The Notes.
Any notes we issue pursuant to this pricing supplement are unsecured and rank junior to our Senior Debt, as
defined in the accompanying prospectus under "Description of Debt Securities--Subordination." If certain events in
bankruptcy, insolvency or reorganization occur, we will first pay all Senior Debt, including any interest accrued after the
events occur, in full before we make any payment or distribution on account of principal of or interest on the notes, and
there is no limitation on our ability to incur additional debt senior to or on parity with the notes. If we become insolvent,
holders of the Senior Debt may receive more, ratably, and holders of the notes having a claim pursuant to those notes
may receive less, ratably, than our other creditors. In addition, holders of the notes may be fully subordinated to
interests held by the U.S. government in the event that we enter into a receivership, insolvency, liquidation or
similar proceeding.
The Notes Are Subject To Limited Rights of Acceleration.
Payment of principal on the notes may be accelerated only in the case of certain events of bankruptcy or
insolvency, whether voluntary or involuntary. If you purchase the notes, you will have no right to accelerate the payment
of principal on the notes if we fail to pay interest on the notes or if we fail in the performance of any of our other
obligations under the notes.

4
5 of 5
5/28/2014 2:50 PM