SALT LAKE CITY, Nov. 17, 2015 /PRNewswire/ -- Zions
Bancorporation ("Zions" or the "Company") (Nasdaq: ZION) announced
today the expiration and results, as shown in the table below, for
its previously announced tender offer to purchase for cash the
securities listed in the table below (collectively, the
"Securities") in an amount such that the aggregate purchase price,
plus Accrued Dividends (as defined below) for such Securities,
would not exceed $180,000,000 (the
"Maximum Aggregate Purchase Amount").
Acceptance Priority
Level
|
Series of
Securities
|
CUSIP
No(s).
|
Liquidation
Preference Per Share (1)
|
Total Consideration
Per Share (2)
|
Aggregate Liquidation
Preference Tendered as of Expiration Date
|
Proration Factor
(3)
|
Aggregate Liquidation
Preference Accepted for Purchase
|
Aggregate Liquidation
Preference Outstanding Following the Offer
|
Aggregate Total
Consideration Accepted for Purchase
|
1
|
Series I
Fixed/Floating Rate Non-Cumulative Perpetual Preferred Stock
("Series I Shares")
|
989701BD8
|
$ 1,000.00
|
$1,024.65
|
$212,409,000.00
|
82.7%
|
$175,669,000.00
|
$125,224,000.00
|
$179,999,240.85
|
2
|
Series J
Fixed/Floating Rate Non-Cumulative Perpetual Preferred Stock
("Series J Shares")
|
989701BF3
|
$ 1,000.00
|
$1,102.60
|
$81,417,000.00
|
0.0%
|
$–
|
$195,152,000.00
|
$–
|
3
|
Depositary Shares,
each representing a 1/40th ownership interest in a share of Series
G Fixed/Floating Rate Non-Cumulative Perpetual Preferred Stock
("Series G Depositary Shares")
|
989701859
|
$ 25.00
|
$26.38
|
$60,910,775.00
|
0.0%
|
$–
|
$171,826,775.00
|
$–
|
|
(1) Each $1,000
liquidation preference of the Series I Shares and Series J Shares
is equal to one Series I Share and one Series J Share,
respectively.
|
|
(2) Calculated based
on settlement date of November 18, 2015. Includes Accrued
Dividends of $24.65 per Series I Share, $12.60 per Series J Share,
and $0.28 per Series G Depositary Share.
|
|
(3) The proration
factor for the Series I Shares has been rounded to the nearest
hundredth of a percentage point.
|
The offer expired at 11:59 p.m.,
New York City time, on
November 16, 2015 (the "Expiration
Date"). As of the Expiration Date, holders of the Securities
had validly tendered and not validly withdrawn the liquidation
preference amounts set forth in the table above. The Company
has accepted the aggregate liquidation preference amounts for each
series of Securities set forth in the table above. Because
the total consideration required to purchase all Securities validly
tendered and not validly withdrawn would exceed the Maximum
Aggregate Purchase Amount, the Company has accepted for purchase
that number of Securities that would not result in the aggregate
purchase price, plus Accrued Dividends for such Securities,
exceeding the Maximum Aggregate Purchase Amount. The
Securities were accepted for purchase in accordance with the
acceptance priority levels specified in the table above (in
numerical priority order), which resulted in no Series J Shares or
Series G Depositary Shares being accepted. The Series I
Shares were prorated based on the proration factor set forth in the
table above.
The total consideration for each Series I Share tendered and
accepted for purchase pursuant to the offer, including Accrued
Dividends, will equal $1,024.65 per
$1,000 liquidation preference.
The aggregate total consideration, including Accrued Dividends,
payable by the Company for the Securities accepted for purchase is
$179,999,240.85. "Accrued
Dividends" means, for each Security, accrued and unpaid dividends
from the last dividend payment date with respect to such Security
up to, but not including, the settlement date of the offer.
The Company expects that the settlement date for the offer will be
November 18, 2015.
Deutsche Bank Securities Inc. and Goldman, Sachs & Co. acted
as dealer managers for the offer. For additional information
regarding the terms of the offer, please contact: Deutsche Bank
Securities Inc. at (866) 627-0391 (toll-free) or (212) 250-2955
(collect) or Goldman, Sachs & Co. at (800) 828-3182 (toll-free)
or (212) 357-1039 (collect). Requests for the Offer to
Purchase, dated October 19, 2015, and
the accompanying Letter of Transmittal, dated October 19, 2015 (as amended, the "Offer
Materials") may be directed to Global Bondholder Services
Corporation, which is acting as the tender agent and information
agent for the offer, at (866) 470-4500 (toll-free). Holders
may also obtain copies of the Offer Materials online at the
Securities and Exchange Commission's ("SEC's") website at
www.sec.gov as exhibits to the Tender Offer Statement on Schedule
TO filed by Zions with the SEC on October
19, 2015, as amended by Amendment No. 1 to Schedule TO filed
by Zions with the SEC on October 30,
2015, and by Amendment No. 2 to Schedule TO filed by Zions
with the SEC on the date hereof.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT
AN OFFER OR SOLICITATION TO PURCHASE SECURITIES. THE OFFER IS
BEING MADE SOLELY PURSUANT TO THE OFFER MATERIALS, WHICH SET FORTH
THE COMPLETE TERMS OF THE OFFER THAT HOLDERS OF THE SECURITIES
SHOULD CAREFULLY READ PRIOR TO MAKING ANY DECISION.
THE OFFER MATERIALS DO NOT CONSTITUTE AN OFFER OR SOLICITATION
TO PURCHASE SECURITIES 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
OFFER WILL BE DEEMED TO BE MADE ON BEHALF OF ZIONS BY ONE OR MORE
REGISTERED BROKERS OR DEALERS THAT ARE LICENSED UNDER THE LAWS OF
SUCH JURISDICTION.
About Zions Bancorporation
Zions Bancorporation 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.
Forward-Looking Statement
Statements in this press
release that are based on other than historical data or that
express the Company's expectations regarding future events or
determinations are forward-looking statements.
Forward-looking statements provide current expectations or
forecasts of future events or determinations. These
forward-looking statements are not guarantees of future performance
or determinations, nor should they be relied upon as representing
management's views as of any subsequent date. Forward-looking
statements involve significant risks and uncertainties and actual
results may differ materially from those presented, either
expressed or implied, in this press release. Factors that
could cause actual results to differ materially from those
expressed in the forward-looking statements are discussed in the
Company's most recent Annual Report on Form 10-K and Quarterly
Report on Form 10-Q, filed with the SEC and available at the SEC's
website (www.sec.gov).
Except as required by law, the Company specifically disclaims
any obligation to update any factors or to publicly announce the
result of revisions to any of the forward-looking statements
included herein to reflect future events or developments.
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SOURCE Zions Bancorporation