Valley National Bancorp Announces Pricing of Common Stock Offering

Rhea-AI Summary

Valley National Bancorp (NASDAQ: VLY) has announced the pricing of a public offering of 42,780,748 shares of common stock at $9.35 per share, targeting aggregate gross proceeds of $400 million. The company granted the underwriter a 30-day option to purchase up to an additional 6,417,112 shares. The offering is expected to close on November 12, 2024. Valley plans to use the proceeds for general corporate purposes and investments in Valley National Bank as regulatory capital. J.P. Morgan is serving as the sole book-running manager for the offering.

Positive

• Successful pricing of $400 million common stock offering
• Additional capital strengthening through regulatory capital investments

Negative

• Potential shareholder dilution from issuance of 42.8 million new shares
• Further dilution possible if 30-day option for additional 6.4 million shares is exercised

Insights

Financial Analyst

Valley National's $400 million stock offering at $9.35 per share represents significant capital raising activity that will dilute existing shareholders by approximately 10% based on current shares outstanding. The pricing reflects a slight discount to recent trading levels, which is typical for secondary offerings of this size. The stated use of proceeds for "general corporate purposes and regulatory capital" suggests potential defensive positioning, possibly to strengthen the bank's balance sheet amid challenging market conditions.

The timing and size of this capital raise warrant attention, as it comes during a period of heightened scrutiny of regional banks. While bolstering capital ratios is prudent, the dilutive impact and the need for additional capital could signal underlying concerns about asset quality or regulatory requirements. The selection of J.P. Morgan as sole book-runner indicates strong institutional support for the offering.

NEW YORK, Nov. 07, 2024 (GLOBE NEWSWIRE) -- Valley National Bancorp (“Valley”) (NASDAQ: VLY), the holding company for Valley National Bank, today announced the pricing of a public offering of 42,780,748 shares of its common stock, no par value (the “Common Stock”), at a public offering price of $9.35 per share, for aggregate gross proceeds of $400 million.

In addition, Valley has granted the underwriter a 30-day option to purchase up to an additional 6,417,112 shares of its Common Stock at the public offering price, less underwriting discounts and commissions. The offering is expected to close on November 12, 2024, subject to the satisfaction of customary closing conditions.

Valley intends to use the net proceeds from this offering for general corporate purposes and for investments in Valley National Bank as regulatory capital.

J.P. Morgan is acting as sole book-running manager for the offering. Wachtell, Lipton, Rosen & Katz is serving as legal counsel to Valley.

The Common Stock will be issued pursuant to an effective shelf registration statement (File No. 333-278527) (including base prospectus) and a preliminary prospectus supplement filed with the Securities and Exchange Commission (the “SEC”), and a final prospectus supplement to be filed with the SEC.

Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Common Stock offering can be obtained without charge by visiting the SEC’s website at www.sec.gov, or may be obtained from: Valley National Bancorp, 70 Speedwell Avenue, Morristown, New Jersey 07960, Attention: Tina Zarkadas, (973) 305-3380, or by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Common Stock in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. Any offering of the Common Stock is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

About Valley

As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with over $62 billion in assets. Valley is committed to giving people and businesses the power to succeed. Valley operates many convenient branch locations and commercial banking offices across New Jersey, New York, Florida, Alabama, California and Illinois, 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.

Forward Looking Statements

This news release and other statements made by Valley in connection with it may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include statements regarding the completion of the offering, 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. These statements may be identified by such forward-looking terminology as “intend,” “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “would,” “could,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “project” 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. A detailed discussion of factors that could affect our results is included in Valley’s SEC filings, including Item 1A. “Risk Factors” of its Annual Report on Form 10-K for the year ended December 31, 2023. Valley undertakes no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. Although Valley believes that the expectations reflected in the forward-looking statements are reasonable, Valley cannot guarantee future results, levels of activity, performance or achievements.

Contact:		Travis Lan
		Executive Vice President and
		Deputy Chief Financial Officer
		973-686-5007

FAQ

What is the price per share for Valley National Bancorp's (VLY) stock offering?

Valley National Bancorp priced its common stock offering at $9.35 per share.

How many shares is Valley National Bancorp (VLY) offering in November 2024?

Valley National Bancorp is offering 42,780,748 shares, with an additional 30-day option for 6,417,112 shares.

What are the expected proceeds from Valley National Bancorp's (VLY) stock offering?

The stock offering is expected to generate aggregate gross proceeds of $400 million.

When will Valley National Bancorp's (VLY) stock offering close?

The stock offering is expected to close on November 12, 2024.