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Rating Action - Servicer:

Moody's may cut Wells Fargo's ratings (snr at Aa1)

10 Oct 2008
Moody's may cut Wells Fargo's ratings (snr at Aa1)

New York, October 10, 2008 -- Moody's Investors Service placed its ratings on Wells Fargo & Company (senior at Aa1) and subsidiaries including Wells Fargo Bank N.A. (financial strength rating of A and deposits at Aaa) under review for possible downgrade. All Prime-1 short-term ratings were affirmed.

The review follows the announcement by Wells Fargo that it has terminated discussions with Citigroup, Inc. concerning a possible sale of certain banking assets of Wachovia Corporation and reaffirmed that it is proceeding with its merger with Wachovia Corporation as a whole company transaction. That is, Wells Fargo will acquire all of Wachovia Corporation and all its businesses and obligations, including its preferred equity and indebtedness, and all its banking deposits.

Moody's said the credit challenges of the transaction center on integration risk and the potential for an increase in Wells Fargo's risk profile. However, the proposed acquisition will substantially broaden Wells Fargo's banking business. The credit benefits stemming from this acquisition could be improved franchise value. In addition, the acquisition could lead Moody's to believe that the enlarged company is more systemically important, which could support its bank ratings. The review will broadly weigh these challenges and benefits.

More specifically, Moody's said that the review will focus on six broad considerations.

The first is the potential credit costs Wells Fargo faces in its own portfolios and in those acquired from Wachovia. These portfolios face rising pressures as a result of a weaker economic environment. The portfolios include residential mortgages, commercial real estate and auto financing. Moody's will revisit the level of stress that should be applied to its expected loss assumptions regarding residential and commercial real estate mortgages. Also, Moody's expects the commercial loan portfolio to come under more strain due to the economic weakness in the US.

The second consideration is the impact that these potential losses could have on Wells Fargo's capital. Moody's noted that although Wells Fargo intends to raise $20 billion of additional capital, on a pro forma basis after purchase accounting adjustments, Wells Fargo's capital ratios would still fall. In the past Wells Fargo's higher capital ratios supported its ratings. The lower pro forma capital ratios provide less cushion against additional credit costs in Wells Fargo's own portfolio or in Wachovia's portfolio beyond those incorporated into purchase accounting adjustments.

The third consideration will be the impact of any changes to Moody's assumptions on the systemic importance of Wells Fargo. Currently, Moody's believes Wells Fargo enjoys a high probability of systemic support. In the United States, Moody's assumes a very high probability of systemic support for banks with similar deposit market share to that of the enlarged Wells Fargo should it complete the Wachovia transaction. If Moody's increases its probability of systemic support assumption on Wells Fargo to very high from high, it could result in no change to Wells Fargo Bank N.A.'s deposit and debt ratings even if the A financial strength rating was lowered two notches to B+. Moody's also noted that even if it concludes that Wells Fargo would enjoy a very high probability of systemic support, any downgrade of the bank financial strength rating would result in a downgrade of the holding company's (Wells Fargo & Company) ratings. Moody's added that it will also consider the evolving nature of the actions taken by regulators in the United States and the rating implications of those actions on the firm's various classes of creditors.

The fourth consideration is the potential franchise enhancement that the Wachovia acquisition presents to Wells Fargo. Wachovia has a very strong position in direct banking on the East Coast of the United States, which provides a long-term opportunity for Wells Fargo to execute more sales from its wider menu of retail and small business products. Wachovia Corporation also noticeably enhances Wells Fargo's asset management business, in addition to giving Wells Fargo a number three position in retail brokerage in the United States.

The fifth consideration is Wells Fargo's ability to realize the potential of the Wachovia franchise by successfully integrating the two companies. Wells Fargo's integration challenges are increased because Wachovia's banking operations are as large as Wells Fargo's. Also, Wells Fargo needs to restore confidence with Wachovia's customers. Another challenge for Wells Fargo is the management of Wachovia's retail brokerage operations given that it is substantially larger than Wells Fargo's own brokerage business. Moody's acknowledged that the Wells Fargo acquisition should help to restore confidence in Wachovia's brokerage force, which is key to maintaining the value of that business line. Also, Wells Fargo needs to decide what commitment, if any, it wants to make to Wachovia's investment banking platform. Finally, the integration challenges will be complicated because it will be done at a time when Wells Fargo is facing a very challenging credit market.

Finally, the review will consider potential litigation liabilities related to this transaction. Citigroup stated on October 9, 2008 that it will seek compensatory and punitive damages against Wachovia and Wells Fargo.

Ratings under review are:

On Review for Possible Downgrade:

..Issuer: First Security Capital I

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Greater Bay Bancorp

....Senior Unsecured Conv./Exch. Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

....Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

..Issuer: WFC Holdings Corporation

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa3

..Issuer: Wells Fargo & Company

....Issuer Rating, Placed on Review for Possible Downgrade, currently Aa1

....Multiple Seniority Medium-Term Note Program, Placed on Review for Possible Downgrade, currently Aa2

....Multiple Seniority Shelf, Placed on Review for Possible Downgrade, currently (P)Aa3

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa3

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa3

....Subordinate Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa2

....Senior Unsecured Conv./Exch. Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

....Senior Unsecured Medium-Term Note Program, Placed on Review for Possible Downgrade, currently Aa1

....Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

..Issuer: Wells Fargo Bank Northwest, N.A.

....Bank Financial Strength Rating, Placed on Review for Possible Downgrade, currently A

....Issuer Rating, Placed on Review for Possible Downgrade, currently Aaa

....OSO Senior Unsecured OSO Rating, Placed on Review for Possible Downgrade, currently Aaa

....Senior Unsecured Bank Note Program, Placed on Review for Possible Downgrade, currently Aaa

....Senior Unsecured Deposit Rating, Placed on Review for Possible Downgrade, currently Aaa

..Issuer: Wells Fargo Bank, N.A.

....Bank Financial Strength Rating, Placed on Review for Possible Downgrade, currently A

....Issuer Rating, Placed on Review for Possible Downgrade, currently Aaa

....OSO Senior Unsecured OSO Rating, Placed on Review for Possible Downgrade, currently Aaa

....Multiple Seniority Bank Note Program, Placed on Review for Possible Downgrade, currently Aa1

....Subordinate Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

....Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aaa

....Senior Unsecured Deposit Rating, Placed on Review for Possible Downgrade, currently Aaa

..Issuer: Wells Fargo Capital A

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Capital B

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Capital C

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Capital I

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Capital II

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Capital III

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital IV

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital IX

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital V

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital VI

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital VII

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital VIII

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital X

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital XI

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa3

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital XII

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital XIII

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

....Preferred Stock Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

..Issuer: Wells Fargo Capital XIV

....Preferred Stock Preferred Stock, Placed on Review for Possible Downgrade, currently Aa2

..Issuer: Wells Fargo Financial Canada Corporation

....Senior Unsecured Medium-Term Note Program, Placed on Review for Possible Downgrade, currently Aa1

....Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

..Issuer: Wells Fargo Financial, Inc.

....Issuer Rating, Placed on Review for Possible Downgrade, currently Aa1

....Multiple Seniority Medium-Term Note Program, Placed on Review for Possible Downgrade, currently Aa2

....Multiple Seniority Shelf, Placed on Review for Possible Downgrade, currently (P)Aa2

....Senior Unsecured Regular Bond/Debenture, Placed on Review for Possible Downgrade, currently Aa1

..Issuer: Wells Fargo Funds Trust Trsry Plus MMkt Fd

....Mutual Fund, Placed on Review for Possible Downgrade, currently Aaa

Outlook Actions:

..Issuer: First Security Capital I

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Greater Bay Bancorp

....Outlook, Changed To Rating Under Review From Negative

..Issuer: WFC Holdings Corporation

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo & Company

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Bank Northwest, N.A.

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Bank, N.A.

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital A

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital B

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital C

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital I

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital II

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital III

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital IV

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital IX

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital V

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital VI

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital VII

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital VIII

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital X

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital XI

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital XII

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital XIII

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Capital XIV

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Financial Canada Corporation

....Outlook, Changed To Rating Under Review From Negative

..Issuer: Wells Fargo Financial, Inc.

....Outlook, Changed To Rating Under Review From Negative

Wells Fargo is headquartered in San Francisco, CA. Its reported assets were $609 billion as of June 30, 2008.

New York
Robert Young
Managing Director
Financial Institutions Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

New York
Sean Jones
Senior Vice President
Financial Institutions Group
Moody's Investors Service
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

No Related Data.
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