Zions Bancorporation Announces Exchange Ratio Series A Preferred Stock Exchange Offer
December 21, 2009 (FinancialWire) — Zions Bancorporation (NASDAQ: ZION) said the exchange ratio for its offer to exchange Zions’ common stock for any and all of its Depositary Shares representing its series A preferred stock.
The Exchange Offer will expire at 11: 59 p.m., New York City time, on December 21, 2009, unless Zions extends it or terminates it early (such date and time, as the same may be extended, the Expiration Date). As described in the Offer to Exchange, dated November 23, 2009, as amended and supplemented on December 3, 2009, the exchange ratio was calculated based on the average Volume Weighted Average Price, or “Average VWAP,” of the common stock for each of the five consecutive trading days ended December 17, 2009, which was $13.2056 per share.
The “Depositary Shares” each represent a 1/40th ownership interest in a share of series A Floating-Rate Non-Cumulative Perpetual preferred stock (the “series A preferred stock) with a liquidation preference of $25.00 per Depositary Share (equivalent to $1,000 per share of series A preferred stock).
The total number of shares of common stock issuable for each Depositary Share accepted will be 0.9844 (or $13.00 divided by $13.2056 with cash in lieu of any fractional share). Each tendering holder of Depositary Shares who would otherwise be entitled to receive a fraction of a share of common stock will receive cash, without interest, in an amount equal to the fractional share to which such holder would otherwise be entitled multiplied by $13.2056. In addition, Zions will also pay cash for any accrued and unpaid dividends to but excluding the settlement date on any Depositary Shares accepted in the Exchange Offer. In addition, You may withdraw Depositary Shares that you tender at any time before the Expiration Date. In addition, you may withdraw any tendered Depositary Shares if we have not accepted them for exchange within 40 business days from the commencement of the Exchange Offer on November 23, 2009.
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