Zions Bancorporation Announces Early Tender Results of Waterfall Tender Offer

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Sep 29, 2014, 06:57 ET

SALT LAKE CITY, Sept. 29, 2014 /PRNewswire/ -- Zions Bancorporation ("Zions" or the "Company") (Nasdaq: ZION) announced today that, pursuant to its previously announced tender offer (the "Waterfall Tender Offer") to purchase for cash up to $263,857,000 aggregate principal amount (the "Tender Cap") of its outstanding 4.00% Senior Notes due June 20, 2016 (the "2016 Notes") and its 4.50% Senior Notes due June 13, 2023 (the "2023 Notes," and together with the 2016 Notes, the "Waterfall Notes"), $276,056,000 in aggregate principal amount of Waterfall Notes were validly tendered and not validly withdrawn prior to 5:00 p.m., New York City time, today, September 29, 2014 (the "Early Tender Time"), according to information provided by Global Bondholder Services Corporation, the depositary and information agent for the Waterfall Tender Offer, as more fully set forth below. Zions expects to make payment for the accepted Waterfall Notes tomorrow, September 30, 2014.

Zions refers investors to the offer to purchase dated September 15, 2014 and the related letter of transmittal (the "Offer Documents") for the complete terms of the Waterfall Tender Offer.

CUSIP Number	Title of Security	Principal Amount Outstanding	Acceptance Priority Level	Early Tender Premium (1)	Total Consideration (1)	Principal Amount Tendered	Proration Factor (2)
989701BC0	4.00% Senior Notes due June 20, 2016	$198,448,000	1	$30	$1,051.98	$109,088,000	N/A

989701BE6	4.50% Senior Notes due June 13, 2023	$300,000,000	2	$30	$1,075.20	$166,968,000	92.76%

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(1)

Per $1,000 principal amount of Waterfall Notes accepted for purchase. As set forth below, an early tender premium will be paid to Holders of Waterfall Notes who tendered, and did not validly withdraw, their Waterfall Notes at or before the Early Tender Time; this early tender premium is included in the total consideration for those Waterfall Notes tendered at or prior to the Early Tender Time and accepted for purchase.

(2)

The proration factor has been rounded to the nearest hundredth of a percentage point.

Because the Tender Cap has been achieved, acceptance of Waterfall Notes will be subject to the Acceptance Priority Levels set forth in the table above, with 1 being the highest Acceptance Priority Level and 2 being the lowest Acceptance Priority Level. The Company will accept all of the 2016 Notes validly tendered and not validly withdrawn at or prior to the Early Tender Time, and will accept the 2023 Notes for purchase on a pro rata basis based on the proration factor set forth in the table above. In addition, the Company will not accept any Waterfall Notes tendered after the Early Tender Time.

Holders of Waterfall Notes that validly tendered and did not validly withdraw Waterfall Notes at or prior to the Early Tender Time will receive the applicable Total Consideration set forth in the table above.

The deadline to validly withdraw tenders was 5:00 p.m., New York City time, today, September 29, 2014, and no withdrawal rights shall exist for tenders submitted after the Early Tender Time, except in certain limited circumstances where additional withdrawal rights are required by law.

Deutsche Bank Securities Inc. and Goldman, Sachs & Co. are acting as dealer managers for the Waterfall Tender Offer. For additional information regarding the terms of the Waterfall Tender Offer, please contact: Deutsche Bank Securities at (866) 627-0391 (toll-free) or (212) 250-2955 (collect) or Goldman, Sachs & Co. at (800) 828-3182 (toll-free) or (212) 902-5183 (collect). Requests for the Offer Documents may be directed to Global Bondholder Services Corporation, which is acting as the Depositary and Information Agent for the Waterfall Tender Offer, at (866) 470-3800 (toll- free).

THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT AN OFFER OR SOLICITATION TO PURCHASE NOTES. THE WATERFALL TENDER OFFER IS BEING MADE SOLELY PURSUANT TO THE OFFER DOCUMENTS, WHICH SET FORTH THE COMPLETE TERMS OF THE WATERFALL TENDER OFFER THAT HOLDERS OF THE NOTES SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.

THE OFFER DOCUMENTS DO NOT CONSTITUTE AN OFFER OR SOLICITATION TO PURCHASE NOTES IN ANY JURISDICTION IN WHICH, OR TO OR FROM ANY PERSON TO OR FROM WHOM, IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION UNDER APPLICABLE SECURITIES OR BLUE SKY LAWS. IN ANY JURISDICTION IN WHICH THE SECURITIES, BLUE SKY OR OTHER LAWS REQUIRE THE OFFER TO BE MADE BY A LICENSED BROKER OR DEALER, THE WATERFALL TENDER OFFER WILL BE DEEMED TO BE MADE ON BEHALF OF ZIONS BY THE DEALER MANAGERS, IF ANY OF THE DEALER MANAGERS ARE LICENSED BROKERS OR DEALERS UNDER THE LAWS OF SUCH JURISDICTION, OR BY ONE OR MORE REGISTERED BROKERS OR DEALERS THAT ARE LICENSED UNDER THE LAWS OF SUCH JURISDICTION.

About Zions Bancorporation

Zions is one of the nation's premier financial services companies, consisting of a collection of great banks in select Western U.S. markets. Zions operates its banking businesses under local management teams and community identities in 11 Western and Southwestern states: Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah, Washington and Wyoming.