Zions Bancorporation Announces Commencement Of Consent Solicitation

SALT LAKE CITY, Sept. 17, 2018 /PRNewswire/ -- Zions Bancorporation ("Zions" or "the Company" and NASDAQ: ZION) announced today that it has commenced the solicitation of consent (the "Consent Solicitation") of holders ("Holders") of its 4.50% Senior Notes due June 13, 2023 (CUSIP No.: 989701 BE6; ISIN US989701 BE66) (the "Notes") to obtain a one-time waiver (the "Waiver") in relation to certain covenants in the indenture governing the Notes (specifically, the covenants set forth in Sections 1009 and 1010 of the indenture dated September 10, 2002, as supplemented by the first supplemental indenture, dated April 21, 2014), upon the terms and subject to the conditions set forth in the Consent Solicitation Statement (the "Solicitation Statement"), dated September 17, 2018.

The consents are being solicited to obtain a one-time waiver with respect to Zions' previously announced merger, and related transactions, whereby Zions will merge with and into its wholly-owned subsidiary, ZB, N.A. (the "Bank"), with the Bank continuing as the surviving entity.

The Consent Solicitation will expire at 5:00 p.m., New York City time, on September 25, 2018 (the "Expiration Date"). Zions is offering each consenting Holder a payment of $2.50 per $1,000 principal amount of Notes held by such consenting Holder.

If the consent of Holders of not less than 66 2/3% in aggregate principal amount of the Notes outstanding (disregarding Notes that are held by the Company) are received and not validly revoked, and all of the conditions described in the Solicitation Statement are satisfied or waived by Zions, on or prior to the Expiration Date, the Waiver will become effective immediately upon payment of the consent fee. Once the Waiver is effective, consents may not be revoked.

Zions has engaged TD Securities (USA) LLC to act as solicitation agent in connection with the Consent Solicitation. Questions regarding the Consent Solicitation may be directed to TD Securities (USA) LLC by calling (212) 827-2833 or by email at Mark.T.Watkins@tdsecurities.com.

Zions has engaged Global Bondholder Services Corporation as information and tabulation agent in connection with the Consent Solicitation. Requests for documentation may be directed to Global Bondholder Services Corporation by calling (212) 430-3774 (collect) or (866) 794-2200 (toll free) or by email at contact@gbsc-usa.com.

This press release does not set forth all of the terms and conditions of the Consent Solicitation. Holders should carefully read the Solicitation Statement and the accompanying materials for a complete description of all terms and conditions before making any decision with respect to the Consent Solicitation. None of Zions, the solicitation agent, the information and tabulation agent or any of their respective affiliates makes any recommendation as to whether or not any Holder should consent to the Waiver.

Zions Bancorporation is one of the nation's premier financial services companies with total assets exceeding $65 billion. Zions operates under local management teams and distinct brands in 11 western states: Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah, Washington and Wyoming. The company is a national leader in Small Business Administration lending and public finance advisory services, and is a consistent top recipient of Greenwich Excellence awards in banking. In addition, Zions is included in the S&P 500 and NASDAQ Financial 100 indices.