15. Fair Value of Financial Instruments.
The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:
Cash and Cash Equivalents. Due to the relatively short period of time between the origination of these instruments and their expected realization, the carrying value of cash equivalents is a reasonable estimate of fair value.
Securities Available-for-Sale. Fair values of these financial instruments were estimated using quoted market prices, when available. If quoted market prices were not available, fair value was estimated using quoted market prices for similar securities (note 2).
Finance Receivables and Notes Receivable - Affiliates. The interest rates on the receivables outstanding at December 31, 2000 and 1999, are consistent with the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. As a result, the carrying value is a reasonable estimate of fair value.
Accrued Interest Receivable. The carrying amounts of accrued interest receivable approximate their fair values.
Loans Payable - Short-term and Accrued Interest Payable. Carrying value is a reasonable estimate of fair value. The carrying amount approximates fair value due to the short maturity of these instruments.
Other Payables to Affiliates. Due to the relatively short period of time between the origination of these instruments and the expected realization, the carrying value of other payables to affiliates is a reasonable estimate of fair value.
Long-term Debt. Based on quoted market rates for the same or similar issues of debt or on current rates offered to the Company for similar debt of the same remaining maturities, the fair value of long-term debt is $7,262,791,000 as of December 31, 2000 and $5,806,027,000 as of December 31, 1999.
16. Related Parties.
Notes receivable - affiliates were $505,386,000 and $487,822,000 at December 31, 2000 and 1999, respectively. Notes receivable - affiliates include a combination of short-term and long-term notes receivable. At December 31, 2000, Wells Fargo Financial, Inc. had loans of $381 million to an affiliate, Island Finance Puerto Rico, Inc. The loans have a weighted average interest rate of 9.00% and mature in 2002 and 2006. The remainder of notes outstanding at December 31, 2000 and 1999, earn interest at rates that approximate the cost of borrowings of the Company.
Income from affiliates was $45,328,000; $48,783,000; and $63,228,000 for the years ended December 31, 2000, 1999, and 1998, respectively.
Wells Fargo Financial Information Services, Inc. (“WFFISI”) provides information services to the Company. On December 15, 1999 the business of WFFISI was transferred from the Company to the Parent at net book value for cash. Fees paid to WFFISI in 2000 were $37,381,000.
Management fees paid to Wells Fargo were $10,154,000; $6,027,000; and $7,143,000 for the years ended December 31, 2000, 1999, and 1998, respectively.
WELLS FARGO FINANCIAL, INC.
Notes to Consolidated Financial Statements, Concluded
17. Legal Actions.
Wells Fargo Financial is a defendant in various matters of litigation generally incidental to its business. Although it is difficult to predict the ultimate outcome of these cases, management believes, based on discussions with counsel, that any ultimate liability will not materially affect the financial position and results of operations of the Company and its subsidiaries.
18. Selected Quarterly Financial Data (Unaudited).
Selected quarterly financial data for 2000 and 1999 were as follows:
| Net | Interest | Provision | |
| Total | and Debt | for Credit | |
(In Thousands) | Income
| Expense
| Losses
| Income
|
March 31, 2000 | 525,113 | 143,545 | 77,359 | 54,137 |
June 30, 2000 | 527,051 | 152,254 | 72,584 | 57,130 |
September 30, 2000 | 582,945 | 170,268 | 102,154 | 62,235 |
December 31, 2000 | 598,375 | 173,377 | 106,211 | 67,552 |
| | | | |
March 31, 1999 | 485,595 | 124,863 | 68,082 | 59,763 |
June 30, 1999 | 581,923 | 125,745 | 58,801 | 71,664 |
September 30, 1999 | 580,518 | 131,012 | 69,728 | 69,627 |
December 31, 1999 | 536,228 | 138,443 | 75,525 | 64,307 |
19. Subsequent Event (Unaudited).
In December 2000, the Company announced an agreement to acquire substantially all of the assets and assume certain liabilities of Conseco Finance Vendor Services Corporation, a leasing company based in Paramus, New Jersey. The acquisition is to be accounted for as a purchase and closed on January 31, 2001. Conseco Finance Vendor Services Corporation had lease receivables outstanding of approximately $825 million and had another $135 million of lease receivables under management at the acquisition date.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
On March 5, 1999, upon the recommendation of the management of Wells Fargo, the Board of Directors of the Company dismissed the Company’s auditors, Deloitte & Touche LLP (“Deloitte”), subject to completion of the Company’s and related entities’ audits for the year ended December 31, 1998, and approved the selection of KPMG LLP, as the Company’s independent accountants for the year ending December 31, 1999.
Deloitte served as the Company’s independent accountants for the years ended December 31, 1996, 1997 and 1998. Deloitte issued an unqualified opinion on the Company’s consolidated financial statements as of and for the years ended December 31, 1996, 1997 and 1998. Prior to the November 2, 1998 merger of the former Wells Fargo & Company into a wholly-owned subsidiary of Norwest Corporation, KPMG LLP audited the financial statements of both Norwest Corporation and the former Wells Fargo & Company and since consummation of the merger has been the auditor of Wells Fargo. For additional information on the Company’s changes in auditors, please see the Company’s Current Report on Form 8-K dated March 9, 1999.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Omitted in accordance with General Instruction I (2) (c).
Item 11. Executive Compensation.
Omitted in accordance with General Instruction I (2) (c).
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Omitted in accordance with General Instruction I (2) (c).
Item 13. Certain Relationships and Related Transactions.
Omitted in accordance with General Instruction I (2) (c).
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) The following documents are filed as part of this report:
(1) Financial Statements:
| a. | Consolidated balance sheets as of December 31, 2000 and 1999.
|
| b. | Consolidated statements of income for the years ended December 31, 2000, 1999, and 1998.
|
| c. | Consolidated statements of comprehensive income for the years ended December 31, 2000, 1999, and 1998.
|
| d. | Consolidated statements of cash flows for the years ended December 31, 2000, 1999, and 1998.
|
| e. | Consolidated statements of stockholder’s equity for the years ended December 31, 2000, 1999 and 1998. |
(2) Financial Statement Schedules:
All schedules are omitted because they are not applicable or the information is given in consolidated financial statements or notes thereto.
(3) Exhibits:
| 3(a) | Articles of Incorporation of the Company (Exhibit 3(a) of the Company’s Form 10-K Annual Report for 1983, which is hereby incorporated by reference).
|
| 3(b) | By-laws of the Company (Exhibit 3(b) of the Company’s Form 10-K Annual Report for 1983, which is hereby incorporated by reference).
|
| 4(a) | Conformed copy of Indenture dated as of May 1, 1986, between the Company and The Chase Manhattan Bank (National Association), Trustee (Exhibit 4(o) of the Company’s Form 10-K Annual Report for 1986, which is hereby incorporated by reference).
|
| 4(b) | Conformed copy of Indenture dated as of May 1, 1986, between the Company and Harris Trust and Savings Bank, Trustee (Exhibit 4(p) of the Company’s Form 10-K Annual Report for 1986, which is hereby incorporated by reference).
|
| 4(c) | Copy of Norwest Financial, Inc. Standard Multiple-Series Indenture Provisions dated May 1, 1986, (Exhibit 4(q) of the Company’s Form 10-K Annual Report for 1986, which is hereby incorporated by reference).
|
| 4(d) | Conformed copy of First Supplemental Indenture dated as of February 15, 1991, between the Company and The Chase Manhattan Bank (National Association), Trustee (Exhibit 4.3 of the Company’s Form 8-K Current Report dated February 25, 1991, which is hereby incorporated by reference).
|
| 4(e) | Conformed copy of First Supplemental Indenture dated as of February 15, 1991, between the Company and Harris Trust and Savings Bank, Trustee (Exhibit 4.4 of the Company’s Form 8-K Current Report dated February 25, 1991, which is hereby incorporated by reference).
|
| 4(f) | Conformed copy of Indenture dated as of November 1, 1991, between the Company and The First National Bank of Chicago, Trustee (Exhibit 2(a) of the Company’s Form 8-A Registration Statement dated May 24, 1993, which is hereby incorporated by reference).
|
| *(12) | Computation of ratios of earnings to fixed charges for the years ended December 31, 2000, 1999, 1998, 1997, and 1996.
|
| *(23.1) | Consent of KPMG LLP.
|
| *(23.2) | Consent of Deloitte & Touche LLP |
Certain instruments with respect to long-term debt publicly issued, privately placed or borrowed from banks are not filed herewith as exhibits as the total amount of securities or indebtedness authorized under any of such instruments does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis. In accordance with subsection (4)(iii) of paragraph (b) of Item 601 of Regulation S-K, the Company hereby agrees to furnish a copy of any such instrument to the Securities and Exchange Commission upon request. The list of subsidiaries exhibit required by Item 601 of Regulation S-K has been omitted in accordance with General Instruction I(2)(b).
* Filed herewithin
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by the Company during the last quarter of the period covered by this report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 15th day of March, 2001.
| WELLS FARGO FINANCIAL, INC. |
| |
| By \s\ Dennis E. Young
|
| Executive Vice President and |
| Chief Financial Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons, on behalf of the registrant and in the capacities indicated, on the 15th day of March, 2001.
\s\ Daniel W. Porter
|
Daniel W. Porter |
Chairman of the Board and Chief Executive Officer |
(Principal Executive Officer) |
\s\ Thomas P. Shippee
|
Thomas P. Shippee |
President and Chief Operating |
Officer, and Director |
\s\ Patricia J. McFarland
|
Patricia J. McFarland |
Senior Vice President, General Counsel and |
Secretary, and Director |
|
Stanley S. Stroup |
Director |
\s\ Dennis E. Young
|
Dennis E. Young |
Executive Vice President and Chief Financial |
Officer, and Director |
(Principal Financial Officer) |
\s\ Eric Torkelson
|
Eric Torkelson |
Senior Vice President and Controller |
(Principal Accounting Officer) |
INDEX TO EXHIBITS
EXHIBIT NO. | DESCRIPTION OF EXHIBIT | PAGE NO. |
12 | Computation of ratios of earnings | Electronic |
| to fixed charges for the years ended | Transmission |
| December 31, 2000, 1999, 1998, | |
| 1997 and 1996.
| |
23.1 | Consent of KPMG LLP. | Electronic |
| | Transmission |
23.2 | Consent of Deloitte & Touche LLP. | Electronic |
| | Transmission |