Regions launches tender offer for $350 million of 7.75%, 5.75% notes

By Marisa Wong

Madison, Wis., April 26 - Regions Financial Corp. said it began a cash tender offer to repurchase up to $350 million combined total principal amount of its $700 million of outstanding 7.75% senior notes due 2014 and $500 million of 5.75% senior notes due 2015.

The maximum amount of 5.75% notes to be accepted for purchase under the offer is $150 million.

Tendered 7.75% notes will be accepted with priority over tendered 5.75% notes.

The offer began on April 25 and will expire at 11:59 p.m. ET on May 24.

Holders who tender their notes by 5 p.m. ET on May 10, the early tender date, will be eligible to receive the total consideration, which includes an early tender premium of $30.00 per $1,000 principal amount of notes. The total consideration for each $1,000 of notes is $1,108.75 for the 7.75% notes and $1,100 for the 5.75% notes.

Holders who tender after the early tender date and before the expiration of the offer will receive the tender offer consideration, or the total consideration less the early tender premium. The tender offer consideration per $1,000 of notes is $1,078.75 for the 7.75% notes and $1,070 for the 5.75% notes.

The company will also pay accrued interest to the applicable settlement date. Settlement for the early tender notes, if Regions chooses to settle those notes on an early date, is expected to occur on May 13. Final settlement is slated for May 28.

Holders may withdraw tenders at any time before 5 p.m. ET on May 10 but not after.

The tender offer is conditioned upon funding, but not on any minimum amount of notes being tendered.

Goldman, Sachs & Co. (212 357-0215 or 800 828-3182, attn.: liability management) and Morgan Stanley & Co., LLC (212 761-1057 or 800 624-1808, attn.: liability management) are the dealer managers. Global Bondholder Services Corp. (212 430-3774 for banks and brokers or 888 873-7700 for all others) is the depositary and information agent.

Regions is a financial holding company based in Birmingham, Ala.

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