Wells Fargo’s $8.625 Billion Common Stock Offering

On May 8, 2009, Wells Fargo & Company priced a $8.625 billion offering of its common stock for sale to the public in response to the results of the U.S. Department of the Treasury’s recently concluded Supervisory Capital Assessment Program. Wells Fargo is one of the first financial institutions to access the capital markets in response to the government’s new liquidity requirements. The underwriters will have a 30-day option to purchase up to an additional 51.150 million shares of common stock from the company to cover over-allotments, if any.

Cravath is representing J.P. Morgan Securities Inc. as joint book-runner for the transaction. The lawyers involved in this matter include partner William V. Fogg, senior attorney Daniel A. O’Shea and associates Brandon R. DeFrehn, Meir Dominitz and Charles Stern on corporate matters; and associate Jonathan J. Katz on tax matters. Ariane B. Vinograd also worked on corporate matters.