Zions Bancorporation Free Writing Prospectus
Free
Writing Prospectus
Filed
Pursuant to Rule 433
Relating
to Preliminary Prospectus Supplement Filed April 24, 2007
Registration
Statement No. 333-132868
Zions
Bancorporation
Free
Writing Prospectus Dated April 26, 2007
The
information in this free writing prospectus supplements the information
contained in, and should be read together with, the preliminary prospectus
supplement of Zions Bancorporation (“Zions”) filed with the Securities Exchange
Commission (the “SEC”) on April 24, 2007 (including the base prospectus filed
with the SEC on March 31, 2006, as well as the documents incorporated by
reference therein).
***FOR
IMMEDIATE RELEASE***
| FOR: ZIONS BANCORPORATION |
Contact:
Clark
Hinckley
|
| One South Main, Suite 1500 |
Tel:
(801)
524-4787
|
| Salt Lake City, Utah |
April
26,
2007
|
| Harris H. Simmons |
|
| Chairman/Chief Executive
Officer |
|
ZIONS
BANCORPORATION TO ISSUE NEW
EMPLOYEE
STOCK OPTION APPRECIATION
RIGHTS
SECURITIES (ESOARS™)
SALT
LAKE
CITY, April 26, 2007 — Zions Bancorporation (NASDAQ: ZION) announced today that
it will conduct an auction of Employee Stock Option Appreciation Rights
Securities (ESOARS™) in conjunction with the granting of new employee stock
options. ESOARS were developed by Zions to establish a market-based method
for
valuing employee stock option grants that complies with Statement of Financial
Accounting Standards (FAS) No. 123R.
In
January, the SEC Office of the Chief Accountant informed Zions that the
instrument is sufficiently designed for FAS 123R purposes.
“This
valuation method uses an auction of a tracking security - ESOARS - that we
believe will prove to be the best way to obtain the fair market value of
employee stock options,” said W. David Hemingway, executive vice president at
Zions. “The SEC’s support for the method further validates its use in
determining the expense recognized for these options.”
The
Zions
board of directors is expected to approve a grant of employee stock options
on
May 4, 2007. Zions plans to offer approximately 98,770 ESOARS in connection
with
the anticipated grant. The offering is designed to establish an estimate of
the
value of these options. Zions plans to use this value to determine the
compensation expense of the employee stock options. The auction will be
held from 5:00 p.m. EDT, on May 4, 2007 until 3:30 p.m. EDT on May 7,
2007. It will automatically be extended if any bid that would change the
allocation of ESOARS is received in the final two minutes of the auction.
There is no limit to the number of two-minute periods by which the auction
may
be extended.
Additional
information about ESOARS can be found at www.esoars.com,
by
calling 1-800-554-1688 or by sending an e-mail to ESOARS@zionsdirect.com The
reference options will vest ratably over three years, have an exercise price
equal to the market closing price of our shares of common stock on May 4, 2007
and will expire on May 3, 2014.
Zions
Bancorporation is one of the nation’s premier financial services companies,
consisting of a collection of great banks in select high growth markets. Zions
operates its banking businesses under local management teams and community
identities through over 500 offices and approximately 600 ATMs in 10 Western
and
Southwestern states: Arizona, California, Colorado, Idaho, Nevada, New Mexico,
Oregon, Texas, Utah and Washington. The company is a national leader in Small
Business Administration lending and public finance advisory services. In
addition, Zions is included in the S&P 500 and NASDAQ Financial 100 indices.
Investor information and links to subsidiary banks can be accessed at
www.zionsbancorporation.com.
# # # # # # # # # # # #
Forward-Looking
Statements
In
addition to historical information, this free writing prospectus contains
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements include
statements regarding the timing and benefits of the proposed auction. Such
statements encompass Zions’ beliefs, expectations, hopes or intentions regarding
future events. Words such as “expects,” “intends,” “believes,” “anticipates,”
“should,” “likely” and similar expressions identify forward-looking statements.
All forward-looking statements included in this communication are made as of
the
date hereof and are based on information available to Zions as of such date.
Zions assumes no obligation to update any forward-looking statement. Risk
factors, cautionary statements and other conditions which could cause actual
results to differ from management’s current expectations are contained in Zions’
filings with the SEC, including the section of Zions’ preliminary prospectus
supplement dated April 24, 2007, entitled “Risk Factors.”
The
issuer has filed a registration statement (including a prospectus) with the
SEC
(File no. 333-132868) for the offering to which this communication relates.
Before you invest, you should read the prospectus in that registration statement
and other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents
for
free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the
issuer, any underwriter or any dealer participating in the offering will arrange
to send you the prospectus if you request it by calling toll-free 1
(800) 524-8875.