Wells Fargo prices tender offer for $2 billion of notes in nine series

By Angela McDaniels

Tacoma, Wash., June 12 - Wells Fargo & Co. and Wells Fargo Bank, NA determined the prices they will pay in their tender offer for up to $2 billion of nine series of subordinated notes, according to a news release.

In order of their acceptance priority levels, the notes eligible for the offer are

• Wells Fargo Bank's $750 million of 5.6% subordinated notes due 2016. The maximum tender amount is $300 million, and the full tender offer consideration is $1,122.97 per $1,000 principal amount of notes. These notes were originally issued by Wachovia Bank, NA and later assumed by Wells Fargo Bank;

• Wells Fargo Bank's $1 billion of 5.75% subordinated notes due 2016. The maximum tender amount is $350 million, and the full tender offer consideration is $1,131.93;

• Wells Fargo Bank's $669,988,000 of floating-rate subordinated notes due 2016. The maximum tender amount is $225 million, and the full tender offer consideration is $962.50;

• Wells Fargo Bank's $500 million of 5% subordinated notes due 2015. The maximum tender amount is $150 million, and the full tender offer consideration is $1,095.43;

• Wells Fargo Bank's $1.5 billion of 4.75% subordinated notes due 2015. The maximum tender amount is $375 million, and the full tender offer consideration is $1,076.36;

• Wells Fargo Bank's $1.2 billion of 4.875% subordinated notes due 2015. The maximum tender amount is $240 million, and the full tender offer consideration is $1,078.88;

• Wells Fargo Bank's $706 million of floating-rate subordinated notes due 2014. The maximum tender amount is $75 million, and the full tender offer consideration is $985.71;

• Wells Fargo Bank's $750 million of 4.8% subordinated notes due 2014. The maximum tender amount is $75 million, and the full tender offer consideration is $1,072.28; and

• Wells Fargo's $1 billion of 4.95% subordinated notes due 2013. The maximum tender amount is $400 million, and the full tender offer consideration is $1,049.68.

In each case, the full tender offer consideration includes an early tender payment of $30.00 for each note tendered by the early deadline, 5 p.m. ET on June 12.

The price for each series is based on the yield of a reference Treasury security plus a spread. When the offer began on May 30, Wells Fargo announced hypothetical full tender offer considerations for the notes based on the yields of the reference Treasuries as of 2 p.m. ET on May 29. The actual full tender offer considerations were determined using the bid-side price of the reference Treasuries at 2 p.m. ET on June 12.

The tender offer expires at midnight ET on June 26. Wells Fargo will also pay accrued interest up to but excluding the settlement date, which is expected to be June 28.

The offers are not conditioned on a minimum amount of notes being tendered nor on one another. The amounts of each note series accepted for purchase may be prorated.

The dealer manager is Wells Fargo Securities, LLC (866 309-6316 or 704 715-8341). The information agent is D.F. King & Co., Inc. (800 949-2583 or 212 269-5550).

Wells Fargo is a financial services company based in San Francisco.

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