Valley National Bancorp Announces the Receipt of Required Regulatory Approvals for the Acquisition of the Westchester Bank Holding Corporation
October 27 2021 - 2:58PM
Valley National Bancorp (NASDAQ:VLY), the holding
company for Valley National Bank, (“Valley”) announced that
regulatory approvals for the previously announced acquisition of
The Westchester Bank Holding Corporation (“Westchester”), and its
banking subsidiary The Westchester Bank has been received from the
Office of the Comptroller of the Currency, the Board of Governors
of the Federal Reserve System and the New York State Department of
Financial Services. No further regulatory approvals are required to
complete the acquisition and merger of Westchester into Valley.
Westchester stockholders had previously approved the merger on
October 5, 2021.
The acquisition is anticipated to close on
December 1, 2021, pending the satisfaction of customary closing
conditions. Upon closing, Valley will provide
Westchester customers with comprehensive information relating
to the anticipated conversion of their accounts.
About Valley
As the principal subsidiary of Valley National
Bancorp, Valley National Bank is a regional bank with approximately
$41 billion in assets as of June 30, 2021. Valley is committed
to giving people and businesses the power to succeed. Valley
operates many convenient branch locations across 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 meeting customer needs. Helping
communities grow and prosper is the heart of Valley’s corporate
citizenship philosophy. To learn more about Valley, go to
www.valley.com or call our Customer Care Center
at 800-522-4100.
Forward Looking Statements
The foregoing contains forward-looking
statements within the meaning of the Private SecuritiesLitigation
Reform Act of 1995. Such statements are not historical facts and
include expressions about management’s confidence and strategies
and management’s expectations about our business, new and
existing programs and products, acquisitions,
relationships, opportunities, taxation, technology, market
conditions and economic expectations, including the potential
effects of the COVID-19 pandemic on our businesses and financial
results and conditions. These statements may be identified by such
forward-looking terminology as “should,” “expect,” “believe,”
“view,” “opportunity,” “allow,” “continues,” “reflects,”
“typically,” “usually,” “anticipate,” or similar statements or
variations of such terms. Such forward-looking statements involve
certain risks and uncertainties. Actual results may differ
materially from such forward-looking statements. Factors that may
cause actual results to differ materially from those contemplated
by such forward-looking statements include, but are not limited
to:
- failure to obtain shareholder or regulatory approval for the
acquisition of Bank Leumi USA (Bank Leumi) on the anticipated terms
and within the anticipated timeframe;
- the inability to realize expected cost savings and synergies
from the Westchester and Bank Leumi acquisitions in amounts or in
the timeframe anticipated;
- costs or difficulties relating to Westchester and Bank Leumi
integration matters might be greater than expected;
- the inability to retain customers and qualified employees of
the Westchester and Bank Leumi;
- changes in estimates of non-recurring charges related to
Westchester and Bank Leumi acquisitions;
- the continued impact of COVID-19 on the U.S. and global
economies, including business disruptions, reductions in employment
and an increase in business failures, specifically among our
clients;
- the continued impact of COVID-19 on our employees and our
ability to provide services to our customers and respond to their
needs as more cases of COVID-19 may arise in our primary
markets;
- the impact of forbearances or deferrals we are required or
agree to 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;
- the risks related to the discontinuation of the London
Interbank Offered Rate and other reference rates, including
increased expenses and litigation and the effectiveness of hedging
strategies;
- damage verdicts or settlements or restrictions related to
existing or potential class action
- litigation or individual litigation arising from claims of
violations of laws or regulations,
- contractual claims, breach of fiduciary responsibility,
negligence, fraud, environmental laws, patent or trademark
infringement, employment related claims, and other matters;
- a prolonged downturn in the economy, mainly in New Jersey, New
York, Florida and Alabama, as well as an unexpected decline in
commercial real estate values within our market areas;
- higher or lower than expected income 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 grow customer deposits to keep pace with loan
growth;
- a material change in our allowance for credit losses under CECL
due to forecasted economic conditions and/or unexpected credit
deterioration in our loan and investment portfolios;
- the need to supplement debt or equity capital to maintain or
exceed internal capital thresholds;
- greater than expected technology related costs due to, among
other factors, prolonged or failed implementations, additional
project staffing and obsolescence caused by continuous and rapid
market innovations;
- the loss of or decrease in lower-cost funding sources within
our deposit base, including our inability to achieve deposit
retention targets under Valley's branch transformation
strategy;
- cyber-attacks, ransomware attacks, computer viruses or other
malware that may breach the security of our websites or other
systems to obtain unauthorized access to confidential information,
destroy data, disable or degrade service, or sabotage our
systems;
- results of examinations by the Office of the Comptroller of the
Currency (OCC), the Federal Reserve Bank (FRB), the Consumer
Financial Protection Bureau (CFPB) and other regulatory
authorities, including the possibility that any such 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, because of inadequate earnings, regulatory
restrictions or limitations, changes in our capital requirements or
a decision to increase capital by retaining more earnings;
- unanticipated loan delinquencies, loss of collateral, decreased
service revenues, and other potential negative effects on our
business caused by severe weather, the COVID-19 pandemic or other
external events; and
- unexpected significant declines in the loan portfolio due to
the lack of economic expansion, increased competition, large
prepayments, changes in regulatory lending guidance or other
factors.
A detailed discussion of factors that could
affect our results is included in our SEC filings, including the
“Risk Factors” section of our Annual Report on Form 10-K for the
year ended December 31, 2020 and our Quarterly Report on Form 10-Q
for the three months ended June 30, 2021.
We undertake no duty to update any
forward-looking statement to conform the statement to actual
results or changes in our expectations. Although we believe that
the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity,
performance or achievements.
Contact: |
Michael Hagedorn, SEVP |
|
Chief Financial Officer |
|
973-872-4885 |
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