Valley National Bancorp Announces Subordinate Pricing

NEW YORK, May 25, 2021 (GLOBE NEWSWIRE) – Valley National Bancorp (NASDAQ: VLY) (“Valley”) today announced that it is pricing $ 300 million of its fixed rate floating rate notes from 3.00% due 2031 (the “Notes”). Interest on the Notes will accrue at a rate equal to (i) 3.00% per annum from the date of original issue until June 15, 2026, but excluding thereof, payable semi-annually in term. matured, and (ii) at a floating rate per year equal to the reference rate, which should be the three-month SOFR (as defined in the Notes), plus a spread of 236 basis points from June 15 2026 inclusive, payable quarterly in arrears. The Notes are intended to be treated as Tier 2 capital for regulatory purposes.

Valley intends to use the net proceeds of the general corporate purpose Notes and the Valley National Bank offerings as regulatory capital. The offering is expected to close on May 28, 2021, subject to customary closing conditions.

Piper Sandler & Co. and BofA Securities, Inc. are acting as joint bookkeepers for the offering of the Notes.

The offering of the Notes is being made in accordance with an effective pre-registration statement (File No. 333-254696) (including the base prospectus), a preliminary prospectus supplement filed with the Securities and Exchange Commission ( the “SEC”) and a prospectus supplement to be filed with the SEC. This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of the Notes in any state or jurisdiction in which such an offer, solicitation or sale would be illegal before registration or qualification under the securities laws of those states or jurisdictions.

Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the offering of the Notes can be obtained free of charge by visiting the SEC website at www.sec.gov or by emailing Piper Sandler & Co. at fsg-dcm @ psc. com or by calling BofA Securities, Inc. toll free at (800) 294-1322.

About Valley

As the main subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $ 41 billion in assets. Valley is committed to empowering people and businesses to succeed. Valley operates numerous convenient branches throughout New Jersey, New York, Florida and Alabama, and is committed to providing the most convenient service, the latest innovations, and an experienced and knowledgeable team dedicated to serving customer needs. . Helping communities grow and prosper is at the heart of Valley’s corporate citizenship philosophy.

Forward-looking statements

The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations regarding the opportunities , market conditions and economic expectations. These statements may be identified by forward-looking terminology such as “should”, “expect”, “believe”, “see”, “opportunity”, “allow”, “continue”, “reflect”, “generally”, “generally”. “,” Anticipating “or similar statements or variations of these terms. These forward-looking statements involve certain risks and uncertainties. Actual results may differ materially from these forward-looking statements. Factors that may cause actual results to differ materially from those contemplated by these forward-looking statements include, but are not limited to:

  • the continued impact of COVID-19 on the US and global economies, including trade disruptions, job cuts and an increase in business bankruptcies, especially among our customers;
  • the continued impact of COVID-19 on our employees and our ability to provide services to our customers and meet their needs, as more cases of COVID-19 may arise in our core markets;
  • potential judgments, claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory and government actions, including as a result of our participation and execution of government programs related to the pandemic COVID-19 or as a result of our action or failure to effectively enforce or enforce federal, state and local laws, rules or decrees requiring us to grant forbearances or take no action to collect our loans;
  • the impact of any abstentions or postponements that we are required or accept as a result of customer requests and / or government actions, including, but not limited to, our potential inability to recover fully deferred payments from the borrower or the collateral;
  • risks associated with the discontinuation of the London Interbank Offered Rate and other benchmark rates, including increased expenses and litigation and the effectiveness of hedging strategies;
  • verdicts of damages, settlements or restrictions relating to an existing or potential class action or individual litigation arising from claims for violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent or trademark infringement, employment claims, and other matters;
  • a prolonged downturn in the economy, primarily in New Jersey, New York, Florida and Alabama, as well as an unexpected drop in commercial real estate values ​​in our market areas;
  • higher or lower than expected tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations and case law;
  • the inability to increase customer deposits to keep pace with loan growth;
  • a material change in our allowance for credit losses under CECL due to expected economic conditions and / or unforeseen credit deterioration in our loan and investment portfolios;
  • the need to supplement debt or equity to maintain or exceed internal equity thresholds;
  • higher than expected technology costs due to, among other factors, protracted or failed implementations, additional staff for projects and obsolescence caused by continuous and rapid market innovations;
  • loss or decrease in sources of lower cost funding within our deposit base, including our inability to meet deposit retention goals as part of Valley’s branch transformation strategy;
  • cyber attacks, computer viruses or other malware that may violate the security of our websites or other systems to gain unauthorized access to confidential information, destroy data, disable or degrade the service, or sabotage our systems;
  • the results of reviews by the Office of the Comptroller of the Currency, Federal Reserve Bank, Consumer Financial Protection Bureau and other regulatory authorities, including the possibility that such a regulatory authority may, among other things, require us to increase our allowance for credit losses, write down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities;
  • our inability or determination not to pay dividends at current levels, or at all, due to inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements, or a decision to increase capital keeping more profits;
  • unforeseen defaults, loss of guarantees, decreased service revenues and other potential negative effects on our business caused by extreme weather conditions, the COVID-19 pandemic or other external events;
  • unanticipated large declines in the loan portfolio due to lack of economic expansion, increased competition, large prepayments, changes in lending regulatory guidelines or other factors; and
  • the failure of other financial institutions with which we have trading, clearing, counterparty and other financial relationships.

A detailed analysis of the factors that could affect our results is included in our filings with the SEC, including the “Risk Factors” sections of our Annual Report on Form 10-K for the year ended December 31, 2020.

We assume no obligation to update any forward-looking statement to conform it to actual results or to changes in our expectations. Although we believe that the expectations reflected in forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

Contact: Valley National Bancorp
Michael Hagedorn
Senior Executive Vice President and
Financial director

973-872-4885


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