BBVA Compass Announces Tender Offer Results

BIRMINGHAM, Ala., May 1, 2013 /PRNewswire/ -- BBVA Compass announced today the results of its previously announced tender offer to purchase for cash (the "Tender Offer") up to $140 million in aggregate principal amount of its 5.90% Subordinated Notes due 2026 (the "2026 Notes") and its 5.50% Subordinated Notes due 2020 (the "2020 Notes" and, together with the 2026 Notes, the "Securities"). As of 5:00 p.m., New York City time, on April 30, 2013, it had received Securities, validly tendered and not validly withdrawn, in the amounts set out in the table below:





Total

Percentage



Principal


Principal

of Principal

Title of

CUSIP

Amount

Acceptance

Amount

Amount

Security

Number

Outstanding

Priority

Tendered

Tendered







5.90%






Subordinated






Notes due






2026

20449EEE2

$125,000,000

1

$53,914,000

43.13%







5.50%






Subordinated






Notes due






2020

20449EBT2

$300,000,000

2

$72,236,000

24.08%

The settlement date for the Tender Offer is May 1, 2013. In addition to any consideration received, Holders who tendered the Securities will be paid any accrued and unpaid interest up to but not including that date.

Citigroup acted as sole Dealer Manager for the Tender Offer. The Depositary and the Information Agent was Global Bondholder Services Corporation.

This news release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. The Tender Offer was made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law.

About BBVA Group

BBVA Compass is a subsidiary of BBVA Compass Bancshares Inc., a wholly owned subsidiary of BBVA (NYSE: BBVA) (MAD: BBVA). BBVA is a customer-centric global financial services group founded in 1857. The Group has a solid position in Spain, is the largest financial institution in Mexico, and has leading franchises in South America and the Sunbelt region of the United States. Its diversified business is geared toward high-growth markets and relies on technology as a key sustainable competitive advantage. Corporate responsibility is at the core of its business model. BBVA fosters financial education and inclusion, and supports scientific research and culture. It operates with the highest integrity, a long-term vision and applies best practices. More information about the BBVA Group can be found at www.bbva.com.

About BBVA Compass

BBVA Compass is a Sunbelt-based financial institution that operates 708 branches, including 367 in Texas, 93 in Alabama, 79 in Arizona, 65 in California, 45 in Florida, 38 in Colorado and 21 in New Mexico. BBVA Compass ranks among the top 20 largest U.S. commercial banks based on deposit market share and ranks among the largest banks in Alabama (2nd), Texas (4th) and Arizona (5th). BBVA Compass has been recognized as one of the leading Small Business Administration lenders and ranked third in American Banker's 2012 reputation study of the leading 30 banks in the U.S. Additional information about BBVA Compass can be found at www.bbvacompass.com.

Editor's Note:
BBVA Compass is a trade name of Compass Bank.

Forward-Looking Statements

Certain statements in this release, including statements regarding our business, financial condition, results of operation, cash flows, strategies and prospects, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of BBVA Compass to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. A variety of factors may affect the operations, performance, business strategy, and results of BBVA Compass including, but not limited to: (1) financial market volatility, including the level of interest rates and effects of such interest rates on derivative contracts; (2) the strength of the U.S. economy in general and the strength of the local economies in which BBVA Compass operates may be different than expected resulting in deteriorating credit quality, a reduced demand for credit or a weakened ability to generate deposits; (3) disruptions in the liquidity and other functioning of financial markets, including disruptions in the markets for real estate and other assets commonly securing financial products; (4) access to adequate funding sources to support BBVA Compass' balance sheet and to continue funding loan growth; (5) the impact of changes in laws and regulations governing the financial services industry; (6) the failure of assumptions underlying the establishment of reserves for loan losses; (7) capital market conditions, including the impact on asset valuations; (8) the effects of, and changes in, trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve; (9) technological changes; (10) unfavorable judicial or regulatory proceedings or rulings; (11) the impact of changes in accounting principles and practices; (12) actions and initiatives by current and potential competitors; (13) the ability to retain key personnel; (14) changes in BBVA Compass' markets resulting from consolidations of clients and competitors; (15) new legal obligations or pending litigation; (16) capital requirements imposed by federal bank regulators; (17) effects of natural disasters, terrorist activities and similar events; and (18) significant delay in or inability to execute strategic initiatives designed to grow revenues and/or control expenses. If BBVA Compass' assumptions and estimates are incorrect, or if BBVA Compass becomes subject to significant limitations as the result of litigation or regulatory action, then BBVA Compass' actual results could vary materially from the forward-looking statements made in this release. BBVA Compass assumes no obligation to update any forward-looking statement except as required by law.

SOURCE BBVA Compass



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