Preferred Stock IPO by Wells Fargo Real Estate Investment Corporation

Cleary Gottlieb represented the underwriters, led by Wells Fargo Securities, in the initial public offering of 11 million shares of 6.375% Cumulative Perpetual Preferred Stock, Series A (Liquidation preference $25 per share) of Wells Fargo Real Estate Investment Corporation. The offering (which included the exercise in full of the underwriters’ option to purchase additional shares) closed on December 11, 2014.

Wells Fargo Real Estate Investment Corporation’s principal business is to acquire, hold and manage interests in predominantly domestic mortgage loan assets and other authorized investments. The Company operates as a real estate investment trust for U.S. federal income tax purposes and is an indirect subsidiary of Wells Fargo Bank, National Association and Wells Fargo & Company.