| Free Writing Prospectus (To the Prospectus dated April 4, 2011, as supplemented by the Preliminary Prospectus Supplement dated April 30, 2012) |
Filed Pursuant to Rule 433 Registration Statement No. 333-173299 May 1, 2012 |
Zions Direct Auctions - View Auction 5/1/12 2:23 PM https://beta.auctions.zionsdirect.com/auction/5399/summary Page 1 of 2 HOME :: AUCTION #5399 View Auction ISSUE INFORMATION CUSIP Number: 989701867 Units Offered: 5,750,000 Min. Price: $ 23.50 Max. Price: $ 25.00 About the Issuer BIDDING INFORMATION Number of Bidders: Number of Bids: Current Market-Clearing Price: $ 23.50 Current Market-Clearing Yield: 8.404% Before submitting bids in this auction you must Register or Sign In. Auction Status: ACCEPTING BIDS Auction Start: 5/1/2012 3:00 PM EDT Auction End: 5/2/2012 3:00 PM EDT Last Update: 5/1/2012 4:22:56 PM EDT Security Type: Preferred Stock Coupon: 7.900% Offering Documents Series F Fixed-Rate Non-Cumulative Perpetual Preferred Stock | S&P BB | Fitch B | DBRS B(low). Auction Details Zions Bancorporation / Preferred Stock Note: This page will check for updates every minute. Zions Bancorporation has filed a registration statement (Registration Statement No. 333-173299, including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus dated April 4, 2011 contained in that registration statement, the preliminary prospectus supplement dated April 30, 2012 and other documents Zions Bancorporation has filed with the SEC for more complete information about Zions Bancorporation and this offering. You may get these documents and other documents Zions Bancorporation has filed for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, you may request these documents by calling Deutsche Bank Securities Inc. toll-free at 1-800-503- 4611. Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGIN 1.800.524.8875 ENTRUST ZIONS DIRECT GRANT STREET GROUP SOFTWARE THAT WORKS
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Zions Direct Auctions - Bidding Qualification 5/1/12 2:09 PM https://beta.auctions.zionsdirect.com/auction/5399/sign_in Page 1 of 1 ZDTEST :: HOME :: AUCTION #5399 Bidding Qualification Series F Preferred Stock Please confirm your agreement with each of the following by checking the box next to each statement. I agree that the following contact information is correct: NAME: Test For Zions Direct E-MAIL: auctions@zionsdirect.com TELEPHONE: 800-524-8875 I have accessed or received the Offering Documents. I understand that the depositary shares and underlying shares of Series F Preferred Stock available through Zions Direct Auctions are securities and are not insured by the FDIC, are not deposits of any bank or the issuer and may lose value. All securities are subject to investment risk, including possible loss of your investment. By participating in this auction, I declare that my investment objective(s), time horizon and risk tolerance allow for the purchase of the securities being offered. Furthermore, I authorize Zions Direct to update my investor profile, if needed, to align my profile with this purchase. I understand that, while application will be made to list the depositary shares on the New York Stock Exchange, no assurance can be given that the depositary shares will be approved for listing. If the depositary shares are approved for listing, I understand that trading is expected to commence within 30 days of the intial delivery date of the depositary shares. I understand that Zions Direct is committed to conducting fair, open, and transparent auctions for the benefit of all participants. Zions Direct will not tolerate or conduct business with anyone who attempts to disrupt or manipulate the process for any auction. I agree that by participating in this auction I will not be engaging in any such attempt. I Agree I DO NOT Agree Zions Bancorporation / Preferred Stock Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS MY ACCOUNT ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGOUT 1.800.524.8875
Zions Direct Auctions - Bidding Qualification 5/1/12 2:09 PM https://beta.auctions.zionsdirect.com/auction/5399/sign_in Page 1 of 1 ZDTEST :: HOME :: AUCTION #5399 Bidding Qualification Series F Preferred Stock Please confirm your agreement with each of the following by checking the box next to each statement. I agree that the following bidder identification is correct: Customer Username: ZDTest I have accessed or received the Offering Documents. I understand that the depositary shares and underlying shares of Series F Preferred Stock available through Zions Direct Auctions are securities and are not insured by the FDIC, are not deposits of any bank or the issuer and may lose value. All securities are subject to investment risk, including possible loss of your investment. I understand that, while application will be made to list the depositary shares on the New York Stock Exchange, no assurance can be given that the depositary shares will be approved for listing. If the depositary shares are approved for listing, I understand that trading is expected to commence within 30 days of the intial delivery date of the depositary shares. I understand that Zions Direct is committed to conducting fair, open, and transparent auctions for the benefit of all participants. Zions Direct will not tolerate or conduct business with anyone who attempts to disrupt or manipulate the process for any auction. I agree that by participating in this auction I will not be engaging in any such attempt. I Agree I DO NOT Agree Zions Bancorporation / Preferred Stock Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS MY ACCOUNT ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGOUT 1.800.524.8875
Zions Direct Auctions - Bid Page 5/1/12 2:22 PM https://beta.auctions.zionsdirect.com/auction/5399/sign_in Page 1 of 2 ZDTEST :: HOME :: AUCTION #5399 Bid Page ISSUE INFORMATION CUSIP Number: 989701867 Units Offered: 5,750,000 Min. Price: $ 23.50 Max. Price: $ 25.00 About the Issuer BIDDING INFORMATION Number of Bidders: Number of Bids: Current Market-Clearing Price: $ 23.50 Current Market-Clearing Yield: 8.404% Auction Status: ACCEPTING BIDS Auction Start: 5/1/2012 3:00 PM EDT Auction End: 5/2/2012 3:00 PM EDT Last Update: 5/1/2012 4:22:05 PM EDT Security Type: Preferred Stock Coupon: 7.900% Offering Documents Bid Limit: $ 250,000.00 Calculate/Refresh Submit Series F Fixed-Rate Non-Cumulative Perpetual Preferred Stock | S&P BB | Fitch B | DBRS B(low). Auction Details ZDTEST Current Market-Clearing Yield: 8.404% Current Market-Clearing Price: $ 23.50 AUCTION BIDS Units Price Submitted “In the Money” Amount Due Bid Limit Utilized 1 2 3 4 5 Auction Activity Current Market-Clearing Yield: 8.404% Current Market-Clearing Price: $ 23.50 Bidder Units Bid Price Timestamp Potential Award Potential Amount Due No bids have been submitted. Bid Limit - Your bid limit is allocated first to the highest price per unit bid multiplied by the “in-the-money” units at that price. Any remaining bid limit is then allocated to the next highest price per unit bid multiplied by the “in-the-money” units at that price, and so on until your assigned bid limit has been reached. If you have submitted bids that equal or exceed your bid limit, you may not be able to improve any of your bids until the market clearing price exceeds one or more of your “in-the-money” bids. Zions Bancorporation / Preferred Stock Note: This page will check for updates every minute. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS MY ACCOUNT ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGOUT 1.800.524.8875 ENTRUST ZIONS DIRECT GRANT STREET GROUP SOFTWARE THAT WORKS
Zions Direct Auctions - Bid Page 5/1/12 2:22 PM https://beta.auctions.zionsdirect.com/auction/5399/sign_in Page 2 of 2 Zions Bancorporation has filed a registration statement (Registration Statement No. 333-173299, including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus dated April 4, 2011 contained in that registration statement, the preliminary prospectus supplement dated April 30, 2012 and other documents Zions Bancorporation has filed with the SEC for more complete information about Zions Bancorporation and this offering. You may get these documents and other documents Zions Bancorporation has filed for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, you may request these documents by calling Deutsche Bank Securities Inc. toll-free at 1-800-503- 4611. Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time. ENTRUST ZIONS DIRECT GRANT STREET GROUP SOFTWARE THAT WORKS
Zions Direct Auctions - Review & Confirm Bid Submission 5/1/12 2:22 PM https://beta.auctions.zionsdirect.com/auction/5399/bid Page 1 of 1 ZDTEST :: HOME :: AUCTION #5399 Review & Confirm Bid Submission Bid Limit: $ 250,000.00 I confirm the bids shown in the table above. Cancel Confirm Series F Fixed-Rate Non-Cumulative Perpetual Preferred Stock | S&P BB | Fitch B | DBRS B(low). Bidder Bid # Units @ Price Max. Award Max. Amt. Due Status ZDTEST 1 1 @ 25.00 1 Units $ 25.00 NEW I understand that I could be responsible for up to $ 25.00 on my award. Bid Limit - Your bid limit is allocated first to the highest price per unit bid multiplied by the “in-the-money” units at that price. Any remaining bid limit is then allocated to the next highest price per unit bid multiplied by the “in-the-money” units at that price, and so on until your assigned bid limit has been reached. If you have submitted bids that equal or exceed your bid limit, you may not be able to improve any of your bids until the market clearing price exceeds one or more of your “in-the-money” bids. Zions Bancorporation / Preferred Stock Zions Bancorporation has filed a registration statement (Registration Statement No. 333-173299, including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus dated April 4, 2011 contained in that registration statement, the preliminary prospectus supplement dated April 30, 2012 and other documents Zions Bancorporation has filed with the SEC for more complete information about Zions Bancorporation and this offering. You may get these documents and other documents Zions Bancorporation has filed for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, you may request these documents by calling Deutsche Bank Securities Inc. toll-free at 1-800-503- 4611. Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS MY ACCOUNT ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGOUT 1.800.524.8875 ENTRUST ZIONS DIRECT GRANT STREET GROUP SOFTWARE THAT WORKS
Zions Direct Auctions - Results 5/1/12 2:01 PM https://www.auctions.zionsdirect.com/auction/5677/results Page 1 of 3 HOME :: AUCTION #5677 Results ISSUE INFORMATION CUSIP Number: 989701867 Units Offered: 5,750,000 Min. Price: $ 23.50 Max. Price: $ 25.00 About the Issuer BIDDING INFORMATION Number of Bidders: 47 Number of Bids: 71 Units Bid: 7,702,535 Coverage: 133.96% Highest Bid: $ 25.00 Lowest Bid: $ 23.50 Bid Spread: $ 1.50 Num. Bids Accepted: 14 Num. Bidders with Bids Accepted: 13 Highest Bid Accepted: $ 25.00 Lowest Bid Accepted: $ 25.00 Auction Status: CLOSED Auction Start: 5/1/2012 3:00 PM EDT Auction End: 5/1/2012 3:30 PM EDT Last Update: 5/1/2012 4:00:55 PM EDT Security Type: Preferred Stock Coupon: 7.900% Offering Documents Series F Fixed-Rate Non-Cumulative Perpetual Preferred Stock | S&P BB | Fitch B | DBRS B(low). Auction Details Bids Final Market-Clearing Yield: 7.900% Final Market-Clearing Price: $ 25.00 Bidder Units Price Timestamp Awarded Amount Due #30399 1,120,000 $ 25.00 5/1/2012 3:00:29 PM 1,120,000 units $ 28,000,000.00 #30768 2,000,000 $ 25.00 5/1/2012 3:00:35 PM 2,000,000 units $ 50,000,000.00 #7816 5 $ 25.00 5/1/2012 3:00:58 PM 5 units $ 125.00 #30707 3,040 $ 25.00 5/1/2012 3:00:59 PM 3,040 units $ 76,000.00 #30391 287,500 $ 25.00 5/1/2012 3:01:11 PM 287,500 units $ 7,187,500.00 #30376 1,335,000 $ 25.00 5/1/2012 3:01:17 PM 1,335,000 units $ 33,375,000.00 #30766 80,000 $ 25.00 5/1/2012 3:01:21 PM 80,000 units $ 2,000,000.00 #29975 1,400 $ 25.00 5/1/2012 3:01:25 PM 1,400 units $ 35,000.00 #30761 150,000 $ 25.00 5/1/2012 3:01:35 PM 150,000 units $ 3,750,000.00 #30297 55,000 $ 25.00 5/1/2012 3:01:42 PM 55,000 units $ 1,375,000.00 Zions Bancorporation / Preferred Stock Due to full subscription, the auction will close at 3:30 PM ET. AUCTIONS DIRECTORY ISSUERS AUCTIONS UNIVERSITY DEMOS ABOUT PRODUCTS & SERVICES AUCTIONS BOND STORE TRADING UNIVERSITY THINK CUSTOMER SERVICE OPEN ACCOUNT LOGIN 1.800.524.8875
Zions Direct Auctions - Results 5/1/12 2:01 PM https://www.auctions.zionsdirect.com/auction/5677/results Page 2 of 3 #30387 500,000 $ 25.00 5/1/2012 3:01:44 PM 500,000 units $ 12,500,000.00 #30822 3,400 $ 25.00 5/1/2012 3:01:45 PM 3,400 units $ 85,000.00 #7816 195 $ 25.00 5/1/2012 3:02:00 PM 195 units $ 4,875.00 #30403 277,400 $ 25.00 5/1/2012 3:02:10 PM 214,460 units $ 5,361,500.00 #30405 280,000 $ 25.00 5/1/2012 3:02:11 PM Rejected: Timestamp #30706 1,000 $ 25.00 5/1/2012 3:02:33 PM Rejected: Timestamp #30698 800 $ 25.00 5/1/2012 3:02:34 PM Rejected: Timestamp #30815 400 $ 25.00 5/1/2012 3:02:42 PM Rejected: Timestamp #30405 280,000 $ 25.00 5/1/2012 3:02:46 PM Rejected: Timestamp #30748 2,000 $ 25.00 5/1/2012 3:02:56 PM Rejected: Timestamp #30713 2,000 $ 25.00 5/1/2012 3:03:23 PM Rejected: Timestamp #22719 20 $ 25.00 5/1/2012 3:03:27 PM Rejected: Timestamp #29836 10,000 $ 25.00 5/1/2012 3:03:30 PM Rejected: Timestamp #30817 600 $ 25.00 5/1/2012 3:03:39 PM Rejected: Timestamp #19920 50 $ 25.00 5/1/2012 3:03:47 PM Rejected: Timestamp #30297 40,000 $ 25.00 5/1/2012 3:03:48 PM Rejected: Timestamp #30387 25,000 $ 25.00 5/1/2012 3:04:03 PM Rejected: Timestamp #25433 10,000 $ 25.00 5/1/2012 3:04:26 PM Rejected: Timestamp #30824 5,000 $ 25.00 5/1/2012 3:04:26 PM Rejected: Timestamp #30376 165,000 $ 25.00 5/1/2012 3:04:31 PM Rejected: Timestamp #30784 8,000 $ 25.00 5/1/2012 3:04:40 PM Rejected: Timestamp #30764 5,000 $ 25.00 5/1/2012 3:05:31 PM Rejected: Timestamp #18907 100 $ 25.00 5/1/2012 3:05:33 PM Rejected: Timestamp #30785 6,000 $ 25.00 5/1/2012 3:06:27 PM Rejected: Timestamp #30756 35,000 $ 25.00 5/1/2012 3:06:45 PM Rejected: Timestamp #13278 8,000 $ 25.00 5/1/2012 3:07:04 PM Rejected: Timestamp #30753 57,200 $ 25.00 5/1/2012 3:07:18 PM Rejected: Timestamp #30393 20,000 $ 25.00 5/1/2012 3:07:45 PM Rejected: Timestamp #21127 1,500 $ 25.00 5/1/2012 3:08:41 PM Rejected: Timestamp #13193 8,600 $ 25.00 5/1/2012 3:10:07 PM Rejected: Timestamp #30240 100,000 $ 25.00 5/1/2012 3:10:52 PM Rejected: Timestamp #19253 1,000 $ 25.00 5/1/2012 3:11:48 PM Rejected: Timestamp #21446 350 $ 25.00 5/1/2012 3:16:07 PM Rejected: Timestamp
Zions Direct Auctions - Results 5/1/12 2:01 PM https://www.auctions.zionsdirect.com/auction/5677/results Page 3 of 3 Page 1 of 2 #29094 25 $ 25.00 5/1/2012 3:16:23 PM Rejected: Timestamp #30757 28,600 $ 25.00 5/1/2012 3:16:34 PM Rejected: Timestamp #9610 500 $ 25.00 5/1/2012 3:16:52 PM Rejected: Timestamp #22552 200 $ 25.00 5/1/2012 3:16:55 PM Rejected: Timestamp #29094 50 $ 25.00 5/1/2012 3:17:33 PM Rejected: Timestamp #18363 400 $ 25.00 5/1/2012 3:26:27 PM Rejected: Timestamp #30824 5,000 $ 24.90 5/1/2012 3:04:26 PM Rejected: Price Auction Totals: 5,750,000 units $ 143,750,000.00 Zions Bancorporation has filed a registration statement (Registration Statement No. 333-173299, including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus dated April 4, 2011 contained in that registration statement, the preliminary prospectus supplement dated April 30, 2012 and other documents Zions Bancorporation has filed with the SEC for more complete information about Zions Bancorporation and this offering. You may get these documents and other documents Zions Bancorporation has filed for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, you may request these documents by calling Deutsche Bank Securities Inc. toll-free at 1-800-503- 4611. Our Affiliates: Investment Products: Not FDIC Insured No Bank Guarantee May Lose Value Bank Deposits and Certificates of Deposit (CDs) are FDIC Insured up to Applicable Limits Securities products and services offered by Zions Direct, Member FINRA / SIPC, a non-bank subsidiary of Zions Bank. Affiliates of Zions Bank or other issuers may purchase CDs or securities through the auction process. The market clearing yield may be lower due to the participation of an affiliate in the auction which may benefit the affiliated issuer. NEWSLETTER Get market information, auction updates, new-issue alerts, and more. It’s weekly and it’s free! Email Address OTHER PRODUCTS CONTACT US ABOUT US SITE MAP PRIVACY POLICY TERMS AND CONDITIONS Please direct questions regarding the website or bidding procedures to the Auction Administrator. You may also call our Investment Center at 800-524-8875 from 8am to Midnight Eastern Time.