Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 22, 2010

 

 

ZIONS BANCORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Utah   001-12307   87-0227400
(State of Incorporation)  

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

One South Main Street, 15th Floor,

Salt Lake City, Utah

  84133
(Address of Principal Executive Office)   (Zip Code)

(801) 524-4787

(Registrant’s telephone number, including area code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01 Other Events

On September 22, 2010, Zions Bancorporation (the “Company”) issued a press release announcing the pricing of its public offering of warrants to purchase common stock (the “Warrants”). A copy of the press release is attached hereto as Exhibit 99.1.

Additional exhibits are filed in connection with the offering, issuance and sale of the Warrants under the Company’s Registration Statement on Form S-3 (No. 333-158319) previously filed with the Securities and Exchange Commission.

 

Item 9.01.  Financial Statements and Exhibits

(d) Exhibits

 

Exhibit
No.

  

Description

  1.1

   Underwriting Agreement, dated September 22, 2010, between Zions Bancorporation and Goldman, Sachs & Co., as sole underwriter.

  4.1

   Form of Warrant Agreement, between Zions Bancorporation and Zions First National Bank, incorporated by reference to Exhibit 4.1 of Form 8-A filed May 20, 2010.

  4.2

   Form of Warrant Certificate, incorporated by reference to Exhibit 4.2 of Form 8-A filed May 20, 2010.

  5.1

   Opinion of Sullivan & Cromwell LLP.

  5.2

   Opinion of Callister Nebeker & McCullough.

23.1

   Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1).

23.2

   Consent of Callister Nebeker & McCullough (included in Exhibit 5.2).

99.1

   Zions Bancorporation Press Release dated September 22, 2010.

99.2

   Information relating to Item 14 of the Registration Statement on Form S-3 (No. 333-158319).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Zions Bancorporation
Date: September 28, 2010     By    /s/    THOMAS E. LAURSEN        
    Name:   Thomas E. Laursen
    Title:  

Executive Vice President and

General Counsel


Exhibit
No.

  

Description

  1.1

   Underwriting Agreement, dated September 22, 2010, between Zions Bancorporation and Goldman, Sachs & Co. as sole underwriter.

  4.1

   Form of Warrant Agreement, between Zions Bancorporation and Zions First National Bank, incorporated by reference to Exhibit 4.1 of Form 8-A filed May 20, 2010.

  4.2

   Form of Warrant Certificate, incorporated by reference to Exhibit 4.2 of Form 8-A filed May 20, 2010.

  5.1

   Opinion of Sullivan & Cromwell LLP.

  5.2

   Opinion of Callister Nebeker & McCullough.

23.1

   Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1).

23.2

   Consent of Callister Nebeker & McCullough (included in Exhibit 5.2).

99.1

   Zions Bancorporation Press Release dated September 22, 2010.

99.2

   Information relating to Item 14 of the Registration Statement on Form S-3 (No. 333-158319).