8-K
VALLEY NATIONAL BANCORP (VLY)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) January 27, 2022
Valley National Bancorp
(Exact Name of Registrant as Specified in Charter)
| New Jersey | 1-11277 | 22-2477875 | |||||
|---|---|---|---|---|---|---|---|
| (State or Other Jurisdiction<br><br>of Incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification Number) | One Penn Plaza, | New York, | New York | 10119 | |
| --- | --- | --- | --- | ||||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code (973) 305-8800
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- || ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of exchange on which registered |
|---|---|---|
| Common Stock, no par value | VLY | The Nasdaq Stock Market LLC |
| Non-Cumulative Perpetual Preferred Stock, Series A, no par value | VLYPP | The Nasdaq Stock Market LLC |
| Non-Cumulative Perpetual Preferred Stock, Series B, no par value | VLYPO | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition. |
|---|
On January 27, 2022, Valley National Bancorp (“Valley”) issued a press release reporting fourth quarter 2021 results of operations.
A copy of the press release is attached to this Current Report Form 8-K as Exhibit 99.1.
The information disclosed in this Item 2.02 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended.
Valley’s fourth quarter 2021 press release contains certain supplemental financial information, described in the Notes to Selected Financial Data included in Exhibit 99.1, which has been determined by methods other than U.S. Generally Accepted Accounting Principles (“GAAP”). Management internally reviews each of these non-GAAP financial measures to evaluate performance on a comparative period to period basis. Management believes these non-GAAP financial measures provide information useful to investors in understanding Valley’s financial results, the impact of such non-GAAP financial measures on Valley’s operating results and financial condition.
| Item 7.01 | Regulation FD Disclosure. |
|---|
Valley is furnishing presentation materials included as Exhibit 99.2 to this report pursuant to Item 7.01 of Form 8-K. Valley is not undertaking to update this presentation. The information in this report (including Exhibit 99.2) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information herein (including Exhibit 99.2).
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| Exhibit No. | Description |
| (d) | Exhibits. |
| 99.1 | Press Release dated January 27, 2022. |
| The Press Release disclosed in this Item 9.01 as Exhibit 99.1 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended. | |
| 99.2 | Valley National Bancorp Presentation materials used in connection with fourth quarter 2021 conference. |
| The presentation materials disclosed in this Item 9.01 as Exhibit 99.2 shall be considered “furnished” but not “filed” for purposes of the Securities Exchange Act of 1934, as amended. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: January 27, 2022 | VALLEY NATIONAL BANCORP | |
|---|---|---|
| By: | /s/ Michael D. Hagedorn | |
| Michael D. Hagedorn | ||
| Senior Executive Vice President and | ||
| Chief Financial Officer<br><br>(Principal Financial Officer) |
Document
Exhibit 99.1
| News Release | ||
|---|---|---|
| FOR IMMEDIATE RELEASE | Contact: | Michael D. Hagedorn |
| --- | --- | --- |
| Senior Executive Vice President and | ||
| Chief Financial Officer | ||
| 973-872-4885 |
VALLEY NATIONAL BANCORP REPORTS INCREASED FOURTH QUARTER NET INCOME, STRONG ORGANIC LOAN GROWTH AND NET INTEREST MARGIN
New York, NY – January 27, 2022 -- Valley National Bancorp (NASDAQ:VLY), the holding company for Valley National Bank, today reported net income for the fourth quarter 2021 of $115.0 million, or $0.27 per diluted common share, as compared to the fourth quarter 2020 earnings of $105.4 million, or $0.25 per diluted common share, and net income of $122.6 million, or $0.29 per diluted common share, for the third quarter 2021. Our fourth quarter 2021 core earnings included provision expense of $6.2 million ($0.01 per common share) recorded for purchased non-credit deteriorated (non-PCD) loans and unfunded credit commitments acquired during the quarter. Excluding all non-core charges, our adjusted net income (a non-GAAP measure) was $120.5 million, or $0.28 per diluted common share, for the fourth quarter 2021, $113.4 million, or $0.27 per diluted common share, for the fourth quarter 2020, and $124.7 million, or $0.30 per diluted common share, for the third quarter 2021. See further details below, including a reconciliation of our adjusted net income in the "Consolidated Financial Highlights" tables.
Key financial highlights for the fourth quarter:
•Acquisition of The Westchester Bank Holding Corp.: On December 1, 2021, Valley completed its acquisition of The Westchester Bank Holding Corporation (Westchester) and its wholly-owned subsidiary, The Westchester Bank. Westchester had approximately $1.4 billion in assets, $915 million in loans, $1.2 billion in deposits, after purchase accounting adjustments, and a branch network of seven locations in Westchester County, New York. The common shareholders of Westchester received 229.645 shares of Valley common stock for each Westchester share that they owned. The total consideration for the acquisition was $211.1 million and the transaction resulted in $63.5 million of goodwill and $8.1 million of core deposit intangible assets subject to amortization.
•Loan Portfolio: Total loans increased $1.5 billion to $34.2 billion at December 31, 2021 from September 30, 2021 largely due to $915 million in acquired loans from Westchester and strong organic loan growth, partially offset by a $438 million decline in SBA Paycheck Protection Program (PPP) loans. Excluding the Westchester and PPP loans, our non-PPP loan portfolio increased approximately $1.1 billion, or 13 percent on an annualized basis, during the fourth quarter 2021. See the "Loans, Deposits and Other Borrowings" section below for additional information.
•Net Interest Income and Margin: Net interest income on a tax equivalent basis of $316.0 million for the fourth quarter 2021 increased $14.3 million and $27.2 million as compared to the third quarter 2021 and fourth quarter 2020, respectively. Our net interest margin on a tax equivalent basis increased 8 basis points to 3.23 percent in the fourth quarter 2021 as compared to 3.15 percent for the third quarter 2021. The increases were largely due to higher loan yields
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
partially driven by increased PPP and other periodic loan fees, and both acquired and organic loan growth. Our costs of average interest bearing liabilities also decreased 5 basis points from the third quarter 2021 due to repricing of deposits, continued run-off of maturing higher cost time deposits and repayments of borrowings. See the "Net Interest Income and Margin" section below for more details.
•Allowance and Provision for Credit Losses for Loans: The allowance for credit losses for loans totaled $375.7 million and $356.9 million at December 31, 2021 and September 30, 2021, respectively, representing 1.10 percent and 1.09 percent of total loans at each respective date. During the fourth quarter 2021, the provision for credit losses for loans was $11.6 million as compared to $3.5 million and $19.0 million for the third quarter 2021 and fourth quarter 2020, respectively. The increased fourth quarter 2021 provision as compared to the third quarter 2021 was largely due to the $6.2 million of provision related to the non-PCD loans and unfunded credit commitments acquired from Westchester.
•Credit Quality: We recorded net recoveries of loan charge-offs totaling $624 thousand for the fourth quarter 2021, as compared to net loan charge-offs of $293 thousand and $3.0 million for the third quarter 2021 and fourth quarter 2020, respectively. Non-accrual loans represented 0.70 percent and 0.77 percent of total loans at December 31, 2021 and September 30, 2021, respectively. See the "Credit Quality" Section below for more details.
•Non-Interest Income: Non-interest income decreased $4.2 million to $38.2 million for the fourth quarter 2021 from $42.4 million for the third quarter 2021 primarily due to a $4.5 million decrease in swap fee income derived from certain new commercial loan transactions.
•Non-Interest Expense: Non-interest expense increased $9.6 million to $184.5 million for the fourth quarter 2021 as compared to the third quarter 2021 mainly due to $7.6 million of merger expenses (primarily consisting of change in control and severance expense related to the Westchester acquisition), higher cash incentive compensation expense and incremental additions to operating expenses related to new infrastructure and the Westchester acquisition, partially offset by a $2.3 million decrease in professional and legal fees.
•Efficiency Ratio: Our efficiency ratio was 52.19 percent for the fourth quarter 2021 as compared to 50.93 percent and 51.61 percent for the third quarter 2021 and fourth quarter 2020, respectively. Our adjusted efficiency ratio was 49.44 percent for the fourth quarter 2021 as compared to 49.16 percent and 46.99 percent for the third quarter 2021 and fourth quarter 2020, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.
•Performance Ratios: Annualized return on average assets (ROA), shareholders’ equity (ROE) and tangible ROE were 1.08 percent, 9.38 percent, and 13.44 percent for the fourth quarter 2021, respectively. Annualized ROA, ROE and tangible ROE, adjusted for non-core charges, were 1.14 percent, 9.83 percent, and 14.08 percent for the fourth quarter 2021, respectively. See the "Consolidated Financial Highlights" tables below for additional information regarding our non-GAAP measures.
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
Ira Robbins, CEO commented, "Valley’s strong fourth quarter 2021 core results demonstrate the significant earnings power of our evolving franchise. In 2021, we generated net income of approximately $474 million, which represents a 21 percent increase from the prior year. We continue to build out low-cost funding channels in support of our strong and diverse organic loan production which was robust throughout the year. These efforts resulted in strong net interest margin performance and an adjusted efficiency ratio below 49 percent for the second consecutive year." Mr. Robbins continued, "In December 2021, we also completed the Westchester acquisition and welcomed their customers and knowledgeable staff to Valley. Prior to and after the merger, our dedicated employees have been hard at work to ensure the acquisition is a complete success. Due to these efforts, we expect the full systems integration of the Westchester operations to be completed in the latter part of the first quarter 2022."
Mr. Robbins added, "2021 was an exciting and transformative year for our organization. We identified a pair of value-enhancing bank partners which we believe will accelerate our future organic growth capabilities and further diversify our business offerings. We simultaneously invested in our fee income capabilities through the acquisition of Dudley Ventures. These partnerships complement the significant progress that we have made to innovate with new products, services, and technologies to add value for our clients and stakeholders. I am extremely excited about the growth opportunities that exist for Valley as we remain well-positioned for success in the ever-changing banking landscape."
Net Interest Income and Margin
Net interest income on a tax equivalent basis totaling $316.0 million for the fourth quarter 2021 increased $14.3 million and $27.2 million as compared to the third quarter 2021 and fourth quarter 2020, respectively. Interest income on a tax equivalent basis increased $11.2 million to $340.7 million for the fourth quarter 2021 as compared to the third quarter 2021 due to (i) increases of $639.7 million and $248.7 million in average loans and investment securities, respectively, (ii) a $2.4 million increase in periodic non-PPP loan fees and interest recovery income, and (iii) an $877 thousand increase in PPP loan related interest and fees caused by loan forgiveness in the fourth quarter 2021. Interest expense of $24.7 million for the fourth quarter 2021 decreased $3.1 million as compared to the third quarter 2021 as we continue to reduce our cost of funding from both deposits and the repayment of other borrowings, primarily FHLB advances.
The net interest margin on a tax equivalent basis of 3.23 percent for the fourth quarter 2021 increased 8 basis points as compared to 3.15 percent for the third quarter 2021, and increased 17 basis points from 3.06 percent for the fourth quarter 2020. The yield on average interest earning assets increased by 4 basis points on a linked quarter basis mostly due to the higher yield on average loans. The yield on average loans increased to 3.83 percent for the fourth quarter 2021 from 3.79 percent for the third quarter 2021 largely due to the increases in non-PPP loan fees, interest recovery income, and PPP interest and fees combined with a $493 million decline in average PPP loans during the fourth quarter 2021. The overall cost of average interest-bearing liabilities decreased by 5 basis points to 0.39 percent for the fourth quarter 2021 as compared to the linked third quarter 2021 due to the continued customer shift to lower cost deposits, as well as lower average short and long-term borrowings caused by normal repayments funded by excess liquidity. Our cost of total average deposits was 0.15 percent for the fourth quarter 2021 as compared to 0.18 percent for the third quarter 2021.
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
Loans, Deposits and Other Borrowings
Loans. Loans increased $1.5 billion to $34.2 billion at December 31, 2021 from September 30, 2021 largely due to a combination of $915 million in acquired loans from Westchester and strong organic loan growth, partially offset by a decline in PPP loans. The PPP loans included within the commercial and industrial loan category decreased $438.1 million to $436.0 million (net of $12.1 million in unearned fees) at December 31, 2021 from September 30, 2021 mainly driven by SBA loan forgiveness activity. Excluding the Westchester acquired loans and PPP loans, commercial and industrial, residential mortgage, commercial real estate loans increased 30 percent, 17 percent, and 10 percent on an annualized basis, respectively, during the fourth quarter 2021. New and refinanced loan originations also included approximately $229 million of residential mortgage loans originated for sale rather than investment. Loans held for sale totaled $139.5 million and $157.1 million at December 31, 2021 and September 30, 2021. Net gains on sales of residential loans were $6.7 million and $6.4 million in the fourth quarter 2021 and third quarter 2021, respectively.
Deposits. Total deposits increased $2.0 billion, or 5.9 percent, to approximately $35.6 billion at December 31, 2021 from September 30, 2021 driven by $1.2 billion of assumed deposits from Westchester and continued organic non-maturity deposit growth from both commercial and retail customers. Time deposits decreased $273.2 million to $3.7 billion at December 31, 2021 from September 30, 2021 largely due to normal run-off of maturing retail CDs with some continued migration to the more liquid deposit product categories. Total brokered deposits (mainly consisting of money market deposit accounts) were $1.4 billion at December 31, 2021 as compared to $1.7 billion at September 30, 2021. Non-interest bearing deposits; savings, NOW, money market deposits; and time deposits represented approximately 33 percent, 57 percent and 10 percent of total deposits as of December 31, 2021, respectively.
Other Borrowings. Short-term borrowings decreased $127.6 million to approximately $655.7 million at December 31, 2021 as compared to September 30, 2021 largely due to the maturity and repayment of an FHLB advance during the fourth quarter 2021. Long-term borrowings of $1.4 billion remained relatively unchanged at December 31, 2021 as compared to September 30, 2021.
Credit Quality
Non-Performing Assets (NPAs). Total NPAs, consisting of non-accrual loans, other real estate owned (OREO), other repossessed assets and non-accrual debt securities decreased $12.3 million to $245.4 million at December 31, 2021 compared to $257.7 million at September 30, 2021. The decrease in NPAs was mostly due to a $12.3 million decline in non-accrual commercial real estate loans mainly caused by the full repayment of three non-performing loans totaling $11.4 million during the fourth quarter 2021. Non-accrual loans represented 0.70 percent of total loans at December 31, 2021 as compared to 0.77 percent of total loans at September 30, 2021.
Non-performing Taxi Medallion Loan Portfolio. We continue to closely monitor our non-performing New York City and Chicago taxi medallion loans totaling $85.4 million and $576 thousand, respectively, within the commercial and industrial loan portfolio at December 31, 2021. At December 31, 2021, all taxi medallion loans were on non-accrual status and had related reserves of $58.5 million, or 68.0 percent of such loans, within the allowance for loan losses.
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
Accruing Past Due Loans. Total accruing past due loans (i.e., loans past due 30 days or more and still accruing interest) increased $650 thousand to $55.9 million, or 0.16 percent of total loans, at December 31, 2021 as compared to $55.2 million, or 0.17 percent of total loans, at September 30, 2021. Commercial and industrial and residential mortgage loans 60 to 89 days past due increased $6.9 million and $2.3 million, respectively, at December 31, 2021 as compared to September 30, 2021. Partially offsetting these increases, commercial real estate loans 60 to 89 days past due decreased $5.9 million mostly due to the payoff of one performing matured loan previously included in this delinquency category at September 30, 2021. Loans 90 or more days past due also decreased $2.6 million largely due to lower delinquencies reported in the commercial loan categories at December 31, 2021.
Forbearance. In response to the COVID-19 pandemic and its economic impact to certain customers, Valley implemented short-term loan modifications such as payment deferrals, fee waivers, extensions of repayment terms, or delays in payment that are insignificant, when requested by customers. Generally, the modification terms allow for a deferral of payments for up to 90 days, which Valley may extend for an additional 90 days. Any extensions beyond this period were done in accordance with applicable regulatory guidance. As of December 31, 2021, Valley had approximately $33 million of outstanding loans remaining in their payment deferral period under short-term modifications as compared to $99 million of loans in deferral at September 30, 2021.
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
Allowance for Credit Losses for Loans and Unfunded Commitments. The following table summarizes the allocation of the allowance for credit losses to loan categories and the allocation as a percentage of each loan category at December 31, 2021, September 30, 2021, and December 31, 2020:
| December 31, 2021 | September 30, 2021 | December 31, 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Allocation | Allocation | Allocation | ||||||||||
| as a % of | as a % of | as a % of | ||||||||||
| Allowance | Loan | Allowance | Loan | Allowance | Loan | |||||||
| Allocation | Category | Allocation | Category | Allocation | Category | |||||||
| ( in thousands) | ||||||||||||
| Loan Category: | ||||||||||||
| Commercial and industrial loans | 1.76 | % | $ | 103,877 | 1.84 | % | $ | 131,070 | 1.91 | % | ||
| Commercial real estate loans: | ||||||||||||
| Commercial real estate | 193,258 | 1.02 | % | 178,206 | 0.99 | % | 146,009 | 0.87 | % | |||
| Construction | 24,232 | 1.31 | % | 21,515 | 1.19 | % | 18,104 | 1.04 | % | |||
| Total commercial real estate loans | 217,490 | 1.05 | % | 199,721 | 1.01 | % | 164,113 | 0.89 | % | |||
| Residential mortgage loans | 25,120 | 0.55 | % | 24,732 | 0.57 | % | 28,873 | 0.69 | % | |||
| Consumer loans: | ||||||||||||
| Home equity | 3,889 | 0.97 | % | 4,110 | 1.02 | % | 4,675 | 1.08 | % | |||
| Auto and other consumer | 9,613 | 0.37 | % | 10,087 | 0.40 | % | 11,512 | 0.51 | % | |||
| Total consumer loans | 13,502 | 0.45 | % | 14,197 | 0.49 | % | 16,187 | 0.60 | % | |||
| Allowance for loan losses | 359,202 | 1.05 | % | 342,527 | 1.05 | % | 340,243 | 1.06 | % | |||
| Allowance for unfunded credit commitments | 16,500 | 14,400 | 11,111 | |||||||||
| Total allowance for credit losses for loans | $ | 356,927 | $ | 351,354 | ||||||||
| Allowance for credit losses for | ||||||||||||
| loans as a % loans | 1.10 | % | 1.09 | % | 1.09 | % |
All values are in US Dollars.
Our loan portfolio, totaling $34.2 billion at December 31, 2021, had net recoveries of loan charge-offs totaling $624 thousand for the fourth quarter 2021 as compared to net loan charge-offs of $293 thousand and $3.0 million for the third quarter 2021 and the fourth quarter 2020, respectively.
During the fourth quarter 2021, we recorded a provision for credit losses for loans totaling $11.6 million as compared to $3.5 million for the third quarter 2021 and $19.0 million for the fourth quarter 2020. The increase in the fourth quarter 2021 provision as compared to the third quarter 2021 was largely due to a $6.2 million provision recorded for non-PCD loans and unfunded credit commitments acquired from Westchester.
The allowance for credit losses for loans, comprised of our allowance for loan losses and unfunded credit commitments, as a percentage of total loans was 1.10 percent, 1.09 percent and 1.09 percent at December 31, 2021, September 30, 2021 and December 31, 2020, respectively. The allowance for credit losses at December 31, 2021 was impacted by (i) the total provision for credit losses for loans during the fourth quarter 2021, (ii) a $6.5 million allowance for credit losses for loans recorded for PCD loans acquired from Westchester at the acquisition date, and (iii) the net recoveries of loan charge-offs during the fourth quarter 2021.
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
Capital Adequacy
Valley's regulatory capital ratios continue to reflect its well capitalized position. Valley's total risk-based capital, Tier 1 capital, common equity Tier 1 capital and Tier 1 leverage capital ratios were 13.10 percent, 10.69 percent, 10.06 percent and 8.88 percent, respectively, at December 31, 2021.
Investor Conference Call
Valley will host a conference call with investors and the financial community at 11:00 AM Eastern Standard Time, today to discuss the fourth quarter 2021 earnings. Those wishing to participate in the call may dial toll-free (866) 354-0432 (Conference ID: 2858424). The teleconference will also be webcast live: https://edge.media-server.com/mmc/p/x7tpu9r2 and archived on Valley’s website through Monday, February 28, 2022. Investor presentation materials will be made available prior to the conference call at www.valley.com.
About Valley
As the principal subsidiary of Valley National Bancorp, Valley National Bank is a regional bank with approximately $43 billion in assets. 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 Securities Litigation 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. 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:
•the inability to realize expected cost savings and synergies from the Westchester and Bank Leumi USA (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 Westchester and Bank Leumi;
•changes in estimates of non-recurring charges related to the Westchester and Bank Leumi acquisitions;
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
•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
Valley National Bancorp (NASDAQ: VLY)
Fourth Quarter 2021 Earnings
January 27, 2022
•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 in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended September 30, 2021.
Final 2021 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2021, and may differ materially from the results and disclosures in this document due to, among other things, the completion of final review procedures, the occurrence of subsequent events, or the discovery of additional information.
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.
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-Tables to Follow-
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
SELECTED FINANCIAL DATA
| Three Months Ended | Years Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | ||||||||||||
| ($ in thousands, except for share data) | 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||
| FINANCIAL DATA: | |||||||||||||||
| Net interest income - FTE (1) | $ | 316,000 | $ | 301,744 | $ | 288,833 | $ | 1,213,115 | $ | 1,122,875 | |||||
| Net interest income | 315,301 | 301,026 | 287,920 | 1,209,901 | 1,118,904 | ||||||||||
| Non-interest income | 38,223 | 42,431 | 47,533 | 155,013 | 183,032 | ||||||||||
| Total revenue | 353,524 | 343,457 | 335,453 | 1,364,914 | 1,301,936 | ||||||||||
| Non-interest expense | 184,514 | 174,922 | 173,141 | 691,542 | 646,148 | ||||||||||
| Pre-provision net revenue | 169,010 | 168,535 | 162,312 | 673,372 | 655,788 | ||||||||||
| Provision for credit losses | 11,699 | 3,531 | 18,975 | 32,633 | 125,722 | ||||||||||
| Income tax expense | 42,273 | 42,424 | 37,974 | 166,899 | 139,460 | ||||||||||
| Net income | 115,038 | 122,580 | 105,363 | 473,840 | 390,606 | ||||||||||
| Dividends on preferred stock | 3,172 | 3,172 | 3,172 | 12,688 | 12,688 | ||||||||||
| Net income available to common stockholders | $ | 111,866 | $ | 119,408 | $ | 102,191 | $ | 461,152 | $ | 377,918 | |||||
| Weighted average number of common shares outstanding: | |||||||||||||||
| Basic | 411,775,590 | 406,824,160 | 403,872,459 | 407,445,379 | 403,754,356 | ||||||||||
| Diluted | 414,472,820 | 409,238,001 | 405,799,507 | 410,018,328 | 405,046,207 | ||||||||||
| Per common share data: | |||||||||||||||
| Basic earnings | $ | 0.27 | $ | 0.29 | $ | 0.25 | $ | 1.13 | $ | 0.94 | |||||
| Diluted earnings | 0.27 | 0.29 | 0.25 | 1.12 | 0.93 | ||||||||||
| Cash dividends declared | 0.11 | 0.11 | 0.11 | 0.44 | 0.44 | ||||||||||
| Closing stock price - high | 14.82 | 13.61 | 10.09 | 14.82 | 11.46 | ||||||||||
| Closing stock price - low | 13.04 | 11.80 | 6.90 | 9.74 | 6.29 | ||||||||||
| CORE ADJUSTED FINANCIAL DATA: (2) | |||||||||||||||
| Net income available to common shareholders, as adjusted | $ | 117,366 | $ | 121,555 | $ | 110,266 | $ | 474,989 | $ | 389,050 | |||||
| Basic earnings per share, as adjusted | 0.29 | 0.30 | 0.27 | 1.17 | 0.96 | ||||||||||
| Diluted earnings per share, as adjusted | 0.28 | 0.30 | 0.27 | 1.16 | 0.96 | ||||||||||
| FINANCIAL RATIOS: | |||||||||||||||
| Net interest margin | 3.22 | % | 3.14 | % | 3.05 | % | 3.16 | % | 3.02 | % | |||||
| Net interest margin - FTE (1) | 3.23 | 3.15 | 3.06 | 3.17 | 3.03 | ||||||||||
| Annualized return on average assets | 1.08 | 1.18 | 1.02 | 1.14 | 0.96 | ||||||||||
| Annualized return on avg. shareholders' equity | 9.38 | 10.23 | 9.20 | 9.98 | 8.68 | ||||||||||
| Annualized return on avg. tangible shareholders' equity (2) | 13.44 | 14.64 | 13.45 | 14.40 | 12.82 | ||||||||||
| Efficiency ratio (3) | 52.19 | 50.93 | 51.61 | 50.67 | 49.63 | ||||||||||
| CORE ADJUSTED FINANCIAL RATIOS: (2) | |||||||||||||||
| Annualized return on average assets, as adjusted | 1.14 | % | 1.20 | % | 1.10 | % | 1.18 | % | 0.99 | % | |||||
| Annualized return on average shareholders' equity, as adjusted | 9.83 | 10.41 | 9.90 | 10.27 | 8.93 | ||||||||||
| Annualized return on average tangible shareholders' equity, as adjusted | 14.08 | 14.90 | 14.48 | 14.82 | 13.19 | ||||||||||
| Efficiency ratio, as adjusted | 49.44 | 49.16 | 46.99 | 48.46 | 47.39 |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
| Three Months Ended | Years Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | ||||||||||||
| ($ in thousands, except for share data) | 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||
| AVERAGE BALANCE SHEET ITEMS: | |||||||||||||||
| Assets | $ | 42,473,828 | $ | 41,543,930 | $ | 41,308,943 | $ | 41,475,682 | $ | 40,557,326 | |||||
| Interest earning assets | 39,193,014 | 38,332,874 | 37,806,500 | 38,227,815 | 37,010,933 | ||||||||||
| Loans | 33,338,128 | 32,698,382 | 32,570,902 | 32,816,985 | 31,785,859 | ||||||||||
| Interest bearing liabilities | 25,582,956 | 25,354,160 | 26,708,223 | 25,586,867 | 26,877,800 | ||||||||||
| Deposits | 34,746,786 | 33,599,820 | 31,755,838 | 33,239,432 | 30,690,382 | ||||||||||
| Shareholders' equity | 4,905,343 | 4,794,843 | 4,582,329 | 4,747,745 | 4,500,067 | ||||||||||
| As of | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| BALANCE SHEET ITEMS: | December 31, | September 30, | June 30, | March 31, | December 31, | ||||||||||
| (In thousands) | 2021 | 2021 | 2021 | 2021 | 2020 | ||||||||||
| Assets | $ | 43,446,443 | $ | 41,278,007 | $ | 41,274,228 | $ | 41,178,011 | $ | 40,686,076 | |||||
| Total loans | 34,153,657 | 32,606,814 | 32,457,454 | 32,686,416 | 32,217,112 | ||||||||||
| Deposits | 35,632,412 | 33,632,605 | 33,194,774 | 32,585,209 | 31,935,602 | ||||||||||
| Shareholders' equity | 5,084,066 | 4,822,498 | 4,737,807 | 4,659,670 | 4,592,120 | ||||||||||
| LOANS: | |||||||||||||||
| (In thousands) | |||||||||||||||
| Commercial and industrial loans: | |||||||||||||||
| Commercial and industrial | $ | 5,411,601 | $ | 4,761,227 | $ | 4,733,771 | $ | 4,784,017 | $ | 4,709,569 | |||||
| Commercial and industrial PPP loans | 435,950 | 874,033 | 1,350,684 | 2,364,627 | 2,152,139 | ||||||||||
| Total commercial and industrial | 5,847,551 | 5,635,260 | 6,084,455 | 7,148,644 | 6,861,708 | ||||||||||
| Commercial real estate: | |||||||||||||||
| Commercial real estate | 18,935,486 | 17,912,070 | 17,512,142 | 16,923,627 | 16,724,998 | ||||||||||
| Construction | 1,854,580 | 1,804,580 | 1,752,838 | 1,786,331 | 1,745,825 | ||||||||||
| Total commercial real estate | 20,790,066 | 19,716,650 | 19,264,980 | 18,709,958 | 18,470,823 | ||||||||||
| Residential mortgage | 4,545,064 | 4,332,422 | 4,226,975 | 4,060,492 | 4,183,743 | ||||||||||
| Consumer: | |||||||||||||||
| Home equity | 400,779 | 402,658 | 410,856 | 409,576 | 431,553 | ||||||||||
| Automobile | 1,570,036 | 1,563,698 | 1,531,262 | 1,444,883 | 1,355,955 | ||||||||||
| Other consumer | 1,000,161 | 956,126 | 938,926 | 912,863 | 913,330 | ||||||||||
| Total consumer loans | 2,970,976 | 2,922,482 | 2,881,044 | 2,767,322 | 2,700,838 | ||||||||||
| Total loans | $ | 34,153,657 | $ | 32,606,814 | $ | 32,457,454 | $ | 32,686,416 | $ | 32,217,112 | |||||
| CAPITAL RATIOS: | |||||||||||||||
| Book value per common share | $ | 11.57 | $ | 11.32 | $ | 11.15 | $ | 10.97 | $ | 10.85 | |||||
| Tangible book value per common share (2) | 7.94 | 7.78 | 7.59 | 7.39 | 7.25 | ||||||||||
| Tangible common equity to tangible assets (2) | 7.98 | % | 7.95 | % | 7.73 | % | 7.55 | % | 7.47 | % | |||||
| Tier 1 leverage capital | 8.88 | 8.63 | 8.49 | 8.37 | 8.06 | ||||||||||
| Common equity tier 1 capital | 10.06 | 10.06 | 10.04 | 10.08 | 9.94 | ||||||||||
| Tier 1 risk-based capital | 10.69 | 10.73 | 10.73 | 10.79 | 10.66 | ||||||||||
| Total risk-based capital | 13.10 | 13.24 | 13.36 | 12.76 | 12.64 |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
| Three Months Ended | Years Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ALLOWANCE FOR CREDIT LOSSES: | December 31, | September 30, | December 31, | December 31, | |||||||||||
| ($ in thousands) | 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||
| Allowance for credit losses for loans | |||||||||||||||
| Beginning balance | $ | 356,927 | $ | 353,724 | $ | 335,328 | $ | 351,354 | $ | 164,604 | |||||
| Impact of the adoption of ASU 2016-13 (4) | — | — | — | — | 37,989 | ||||||||||
| Allowance for purchased credit deteriorated (PCD) loans | 6,542 | — | — | 6,542 | 61,643 | ||||||||||
| Beginning balance, adjusted | 363,469 | 353,724 | 335,328 | 357,896 | 264,236 | ||||||||||
| Loans charged-off: | |||||||||||||||
| Commercial and industrial | (2,224) | (1,248) | (3,281) | (21,507) | (34,630) | ||||||||||
| Commercial real estate | — | — | (1) | (382) | (767) | ||||||||||
| Residential mortgage | (1) | — | (250) | (140) | (598) | ||||||||||
| Total consumer | (914) | (771) | (1,670) | (4,303) | (9,294) | ||||||||||
| Total loans charged-off | (3,139) | (2,019) | (5,202) | (26,332) | (45,289) | ||||||||||
| Charged-off loans recovered: | |||||||||||||||
| Commercial and industrial | 1,153 | 514 | 160 | 3,934 | 1,956 | ||||||||||
| Commercial real estate | 1,794 | 29 | 890 | 2,553 | 1,054 | ||||||||||
| Construction | — | — | 372 | 4 | 452 | ||||||||||
| Residential mortgage | 100 | 228 | 44 | 676 | 670 | ||||||||||
| Total consumer | 716 | 955 | 734 | 4,075 | 3,188 | ||||||||||
| Total loans recovered | 3,763 | 1,726 | 2,200 | 11,242 | 7,320 | ||||||||||
| Net recoveries (charge-offs) | 624 | (293) | (3,002) | (15,090) | (37,969) | ||||||||||
| Provision for credit losses for loans | 11,609 | 3,496 | 19,028 | 32,896 | 125,087 | ||||||||||
| Ending balance | $ | 375,702 | $ | 356,927 | $ | 351,354 | $ | 375,702 | $ | 351,354 | |||||
| Components of allowance for credit losses for loans: | |||||||||||||||
| Allowance for loan losses | $ | 359,202 | $ | 342,527 | $ | 340,243 | $ | 359,202 | $ | 340,243 | |||||
| Allowance for unfunded credit commitments | 16,500 | 14,400 | 11,111 | 16,500 | 11,111 | ||||||||||
| Allowance for credit losses for loans | $ | 375,702 | $ | 356,927 | $ | 351,354 | $ | 375,702 | $ | 351,354 | |||||
| Components of provision for credit losses for loans: | |||||||||||||||
| Provision for credit losses for loans | $ | 9,509 | $ | 3,496 | $ | 18,213 | $ | 27,507 | $ | 123,922 | |||||
| Provision for unfunded credit commitments | 2,100 | — | 815 | 5,389 | 1,165 | ||||||||||
| Total provision for credit losses for loans | $ | 11,609 | $ | 3,496 | $ | 19,028 | $ | 32,896 | $ | 125,087 | |||||
| Annualized ratio of total net (recoveries) charge-offs to average loans | (0.01) | % | 0.00 | % | 0.04 | % | 0.05 | % | 0.12 | % | |||||
| Allowance for credit losses as a % of total loans | 1.10 | % | 1.09 | % | 1.09 | % | 1.10 | % | 1.09 | % |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
| As of | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| ASSET QUALITY: | December 31, | September 30, | June 30, | March 31, | December 31, | ||||||||||
| ($ in thousands) | 2021 | 2021 | 2021 | 2021 | 2020 | ||||||||||
| Accruing past due loans: | |||||||||||||||
| 30 to 59 days past due: | |||||||||||||||
| Commercial and industrial | $ | 6,717 | $ | 2,677 | $ | 3,867 | $ | 3,763 | $ | 6,393 | |||||
| Commercial real estate | 14,421 | 22,956 | 40,524 | 11,655 | 35,030 | ||||||||||
| Construction | 1,941 | — | — | — | 315 | ||||||||||
| Residential mortgage | 10,999 | 9,293 | 8,479 | 16,004 | 17,717 | ||||||||||
| Total consumer | 6,811 | 5,463 | 6,242 | 5,480 | 10,257 | ||||||||||
| Total 30 to 59 days past due | 40,889 | 40,389 | 59,112 | 36,902 | 69,712 | ||||||||||
| 60 to 89 days past due: | |||||||||||||||
| Commercial and industrial | 7,870 | 985 | 1,361 | 1,768 | 2,252 | ||||||||||
| Commercial real estate | — | 5,897 | 11,451 | 5,455 | 1,326 | ||||||||||
| Residential mortgage | 3,314 | 974 | 1,608 | 2,233 | 10,351 | ||||||||||
| Total consumer | 1,020 | 1,617 | 985 | 1,021 | 1,823 | ||||||||||
| Total 60 to 89 days past due | 12,204 | 9,473 | 15,405 | 10,477 | 15,752 | ||||||||||
| 90 or more days past due: | |||||||||||||||
| Commercial and industrial | 1,273 | 2,083 | 2,351 | 2,515 | 9,107 | ||||||||||
| Commercial real estate | 32 | 1,942 | 1,948 | — | 993 | ||||||||||
| Residential mortgage | 677 | 1,002 | 956 | 2,472 | 3,170 | ||||||||||
| Total consumer | 789 | 325 | 463 | 417 | 271 | ||||||||||
| Total 90 or more days past due | 2,771 | 5,352 | 5,718 | 5,404 | 13,541 | ||||||||||
| Total accruing past due loans | $ | 55,864 | $ | 55,214 | $ | 80,235 | $ | 52,783 | $ | 99,005 | |||||
| Non-accrual loans: | |||||||||||||||
| Commercial and industrial | $ | 99,918 | $ | 100,614 | $ | 102,594 | $ | 108,988 | $ | 106,693 | |||||
| Commercial real estate | 83,592 | 95,843 | 58,893 | 54,004 | 46,879 | ||||||||||
| Construction | 17,641 | 17,653 | 17,660 | 71 | 84 | ||||||||||
| Residential mortgage | 35,207 | 33,648 | 35,941 | 33,655 | 25,817 | ||||||||||
| Total consumer | 3,858 | 4,073 | 4,924 | 7,292 | 5,809 | ||||||||||
| Total non-accrual loans | 240,216 | 251,831 | 220,012 | 204,010 | 185,282 | ||||||||||
| Other real estate owned (OREO) | 2,259 | 3,967 | 4,523 | 4,521 | 5,118 | ||||||||||
| Other repossessed assets | 2,931 | 1,896 | 2,060 | 1,857 | 3,342 | ||||||||||
| Non-accrual debt securities | — | — | — | 129 | 815 | ||||||||||
| Total non-performing assets | $ | 245,406 | $ | 257,694 | $ | 226,595 | $ | 210,517 | $ | 194,557 | |||||
| Performing troubled debt restructured loans | $ | 71,330 | $ | 64,832 | $ | 64,080 | $ | 67,102 | $ | 57,367 | |||||
| Total non-accrual loans as a % of loans | 0.70 | % | 0.77 | % | 0.68 | % | 0.62 | % | 0.58 | % | |||||
| Total accruing past due and non-accrual loans as a % of loans | 0.87 | % | 0.94 | % | 0.93 | % | 0.79 | % | 0.88 | % | |||||
| Allowance for losses on loans as a % of non-accrual loans | 149.53 | % | 136.01 | % | 154.23 | % | 168.07 | % | 183.64 | % |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
NOTES TO SELECTED FINANCIAL DATA
| (1) | Net interest income and net interest margin are presented on a tax equivalent basis using a 21 percent federal tax rate. Valley believes that this presentation provides comparability of net interest income and net interest margin arising from both taxable and tax-exempt sources and is consistent with industry practice and SEC rules. | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (2) | This press release contains certain supplemental financial information, described in the Notes below, which has been determined by methods other than U.S. Generally Accepted Accounting Principles ("GAAP") that management uses in its analysis of Valley's performance. Management believes these non-GAAP financial measures provide information useful to investors in understanding Valley's financial results. Specifically, Valley provides measures based on what it believes are its operating earnings on a consistent basis and excludes material non-core operating items which affect the GAAP reporting of results of operations. Management utilizes these measures for internal planning and forecasting purposes. Management believes that Valley's presentation and discussion, together with the accompanying reconciliations, provides a complete understanding of factors and trends affecting Valley's business and allows investors to view performance in a manner similar to management. These non-GAAP measures should not be considered a substitute for GAAP basis measures and results and Valley strongly encourages investors to review its consolidated financial statements in their entirety and not to rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. | Three Months Ended | Years Ended | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||
| December 31, | September 30, | December 31, | December 31, | ||||||||||
| ($ in thousands, except for share data) | 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||
| Adjusted net income available to common shareholders: | |||||||||||||
| Net income, as reported | $ | 115,038 | $ | 122,580 | $ | 105,363 | $ | 473,840 | $ | 390,606 | |||
| Add: Losses on extinguishment of debt (net of tax) | — | — | 6,958 | 6,024 | 8,649 | ||||||||
| Add: Losses (gains) on available for sale and held to maturity securities transactions (net of tax)(a) | 9 | (565) | (468) | (390) | (377) | ||||||||
| Add: Severance expense (net of tax)(b) | — | — | 1,489 | — | 1,489 | ||||||||
| Add: Merger related expenses (net of tax)(c) | 5,491 | 1,207 | 96 | 6,698 | 1,371 | ||||||||
| Add: Litigation reserve (net of tax)(d) | — | 1,505 | — | 1,505 | — | ||||||||
| Net income, as adjusted | $ | 120,538 | $ | 124,727 | $ | 113,438 | $ | 487,677 | $ | 401,738 | |||
| Dividends on preferred stock | 3,172 | 3,172 | 3,172 | 12,688 | 12,688 | ||||||||
| Net income available to common shareholders, as adjusted | $ | 117,366 | $ | 121,555 | $ | 110,266 | $ | 474,989 | $ | 389,050 | |||
| _____________ | |||||||||||||
| (a) Included in gains on securities transactions, net. | |||||||||||||
| (b) Severance expenses are included in salary and employee benefits expense. | |||||||||||||
| (c) Merger related expenses are primarily within salary and employee benefits expense, professional and legal fees, and other expense. | |||||||||||||
| (d) Litigation reserve included in professional and legal fees. | |||||||||||||
| Adjusted per common share data: | |||||||||||||
| Net income available to common shareholders, as adjusted | $ | 117,366 | $ | 121,555 | $ | 110,266 | $ | 474,989 | $ | 389,050 | |||
| Average number of shares outstanding | 411,775,590 | 406,824,160 | 403,872,459 | 407,445,379 | 403,754,356 | ||||||||
| Basic earnings, as adjusted | $ | 0.29 | $ | 0.30 | $ | 0.27 | $ | 1.17 | $ | 0.96 | |||
| Average number of diluted shares outstanding | 414,472,820 | 409,238,001 | 405,799,507 | 410,018,328 | 405,046,207 | ||||||||
| Diluted earnings, as adjusted | $ | 0.28 | $ | 0.30 | $ | 0.27 | $ | 1.16 | $ | 0.96 |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
| Three Months Ended | Years Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | ||||||||||||
| ($ in thousands) | 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||
| Adjusted annualized return on average tangible shareholders' equity: | |||||||||||||||
| Net income, as adjusted | $ | 120,538 | $ | 124,727 | $ | 113,438 | $ | 487,677 | $ | 401,738 | |||||
| Average shareholders' equity | 4,905,343 | 4,794,843 | 4,582,329 | 4,747,745 | 4,500,067 | ||||||||||
| Less: Average goodwill and other intangible assets | 1,481,951 | 1,446,760 | 1,447,838 | 1,457,519 | 1,454,349 | ||||||||||
| Average tangible shareholders' equity | $ | 3,423,392 | $ | 3,348,083 | $ | 3,134,491 | $ | 3,290,226 | $ | 3,045,718 | |||||
| Annualized return on average tangible shareholders' equity, as adjusted | 14.08 | % | 14.90 | % | 14.48 | % | 14.82 | % | 13.19 | % | |||||
| Adjusted annualized return on average assets: | |||||||||||||||
| Net income, as adjusted | $ | 120,538 | $ | 124,727 | $ | 113,438 | $ | 487,677 | $ | 401,738 | |||||
| Average assets | $ | 42,473,828 | $ | 41,543,930 | $ | 41,308,943 | $ | 41,475,682 | $ | 40,557,326 | |||||
| Annualized return on average assets, as adjusted | 1.14 | % | 1.20 | % | 1.10 | % | 1.18 | % | 0.99 | % | |||||
| Adjusted annualized return on average shareholders' equity: | |||||||||||||||
| Net income, as adjusted | $ | 120,538 | $ | 124,727 | $ | 113,438 | $ | 487,677 | $ | 401,738 | |||||
| Average shareholders' equity | $ | 4,905,343 | $ | 4,794,843 | $ | 4,582,329 | $ | 4,747,745 | $ | 4,500,067 | |||||
| Annualized return on average shareholders' equity, as adjusted | 9.83 | % | 10.41 | % | 9.90 | % | 10.27 | % | 8.93 | % | |||||
| Annualized return on average tangible shareholders' equity: | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Net income, as reported | $ | 115,038 | $ | 122,580 | $ | 105,363 | $ | 473,840 | $ | 390,606 | |||||
| Average shareholders' equity | 4,905,343 | 4,794,843 | 4,582,329 | 4,747,745 | 4,500,067 | ||||||||||
| Less: Average goodwill and other intangible assets | 1,481,951 | 1,446,760 | 1,447,838 | 1,457,519 | 1,454,349 | ||||||||||
| Average tangible shareholders' equity | $ | 3,423,392 | $ | 3,348,083 | $ | 3,134,491 | $ | 3,290,226 | $ | 3,045,718 | |||||
| Annualized return on average tangible shareholders' equity | 13.44 | % | 14.64 | % | 13.45 | % | 14.40 | % | 12.82 | % | |||||
| Adjusted efficiency ratio: | |||||||||||||||
| Non-interest expense | $ | 184,514 | $ | 174,922 | $ | 173,141 | $ | 691,542 | $ | 646,148 | |||||
| Less: Loss on extinguishment of debt (pre-tax) | — | — | 9,683 | 8,406 | 12,036 | ||||||||||
| Less: Severance expense (pre-tax) | — | — | 2,072 | — | 2,072 | ||||||||||
| Less: Merger-related expenses (pre-tax) | 7,613 | 1,287 | 133 | 8,900 | 1,907 | ||||||||||
| Less: Amortization of tax credit investments (pre-tax) | 2,115 | 3,079 | 3,932 | 10,910 | 13,335 | ||||||||||
| Less: Litigation reserve (pre-tax) | — | 2,100 | — | 2,100 | — | ||||||||||
| Non-interest expense, as adjusted | 174,786 | 168,456 | 157,321 | 661,226 | 616,798 | ||||||||||
| Net interest income | 315,301 | 301,026 | 287,920 | 1,209,901 | 1,118,904 | ||||||||||
| Non-interest income, as reported | 38,223 | 42,431 | 47,533 | 155,013 | 183,032 | ||||||||||
| Add: Losses (gains) on available for sale and held to maturity securities transactions, net (pre-tax) | 12 | (788) | (651) | (545) | (524) | ||||||||||
| Non-interest income, as adjusted | $ | 38,235 | $ | 41,643 | $ | 46,882 | $ | 154,468 | $ | 182,508 | |||||
| Gross operating income, as adjusted | $ | 353,536 | $ | 342,669 | $ | 334,802 | $ | 1,364,369 | $ | 1,301,412 | |||||
| Efficiency ratio, as adjusted | 49.44 | % | 49.16 | % | 46.99 | % | 48.46 | % | 47.39 | % |
VALLEY NATIONAL BANCORP
CONSOLIDATED FINANCIAL HIGHLIGHTS
| As Of | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | June 30, | March 31, | December 31, | ||||||||||||||
| ($ in thousands, except for share data) | 2021 | 2021 | 2021 | 2021 | 2020 | |||||||||||||
| Tangible book value per common share: | ||||||||||||||||||
| Common shares outstanding | 421,437,068 | 407,313,664 | 406,083,790 | 405,797,538 | 403,858,998 | |||||||||||||
| Shareholders' equity | $ | 5,084,066 | $ | 4,822,498 | $ | 4,737,807 | $ | 4,659,670 | $ | 4,592,120 | ||||||||
| Less: Preferred Stock | 209,691 | 209,691 | 209,691 | 209,691 | 209,691 | |||||||||||||
| Less: Goodwill and other intangible assets | 1,529,394 | 1,444,967 | 1,447,965 | 1,450,414 | 1,452,891 | |||||||||||||
| Tangible common shareholders' equity | $ | 3,344,981 | $ | 3,167,840 | $ | 3,080,151 | $ | 2,999,565 | $ | 2,929,538 | ||||||||
| Tangible book value per common share | $ | 7.94 | $ | 7.78 | $ | 7.59 | $ | 7.39 | $ | 7.25 | ||||||||
| Tangible common equity to tangible assets: | ||||||||||||||||||
| Tangible common shareholders' equity | $ | 3,344,981 | $ | 3,167,840 | $ | 3,080,151 | $ | 2,999,565 | $ | 2,929,538 | ||||||||
| Total assets | $ | 43,446,443 | $ | 41,278,007 | $ | 41,274,228 | $ | 41,178,011 | $ | 40,686,076 | ||||||||
| Less: Goodwill and other intangible assets | 1,529,394 | 1,444,967 | 1,447,965 | 1,450,414 | 1,452,891 | |||||||||||||
| Tangible assets | $ | 41,917,049 | $ | 39,833,040 | $ | 39,826,263 | $ | 39,727,597 | $ | 39,233,185 | ||||||||
| Tangible common equity to tangible assets | 7.98 | % | 7.95 | % | 7.73 | % | 7.55 | % | 7.47 | % | (3) | The efficiency ratio measures Valley's total non-interest expense as a percentage of net interest income plus total non-interest income. | ||||||
| --- | --- | |||||||||||||||||
| (4) | The adjustment represents an increase in the allowance for credit losses for loans as a result of the adoption of ASU 2016-13 effective January 1, 2020. | |||||||||||||||||
| SHAREHOLDERS RELATIONS<br>Requests for copies of reports and/or other inquiries should be directed to Tina Zarkadas, Assistant Vice President, Shareholder Relations Specialist, Valley National Bancorp, 1455 Valley Road, Wayne, New Jersey, 07470, by telephone at (973) 305-3380, by fax at (973) 305-1364 or by e-mail at tzarkadas@valley.com. |
VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(in thousands, except for share data)
| December 31, | ||||
|---|---|---|---|---|
| 2021 | 2020 | |||
| (Unaudited) | ||||
| Assets | ||||
| Cash and due from banks | $ | 205,156 | $ | 257,845 |
| Interest bearing deposits with banks | 1,844,764 | 1,071,360 | ||
| Investment securities: | ||||
| Equity securities | 36,473 | 29,378 | ||
| Trading debt securities | 38,130 | — | ||
| Available for sale debt securities | 1,128,809 | 1,339,473 | ||
| Held to maturity debt securities (net of allowance for credit losses of $1,165 at December 31, 2021 and $1,428 at December 31, 2020) | 2,667,532 | 2,171,583 | ||
| Total investment securities | 3,870,944 | 3,540,434 | ||
| Loans held for sale, at fair value | 139,516 | 301,427 | ||
| Loans | 34,153,657 | 32,217,112 | ||
| Less: Allowance for loan losses | (359,202) | (340,243) | ||
| Net loans | 33,794,455 | 31,876,869 | ||
| Premises and equipment, net | 326,306 | 319,797 | ||
| Lease right of use assets | 259,117 | 252,053 | ||
| Bank owned life insurance | 566,770 | 535,209 | ||
| Accrued interest receivable | 96,882 | 106,230 | ||
| Goodwill | 1,459,008 | 1,382,442 | ||
| Other intangible assets, net | 70,386 | 70,449 | ||
| Other assets | 813,139 | 971,961 | ||
| Total Assets | $ | 43,446,443 | $ | 40,686,076 |
| Liabilities | ||||
| Deposits: | ||||
| Non-interest bearing | $ | 11,675,748 | $ | 9,205,266 |
| Interest bearing: | ||||
| Savings, NOW and money market | 20,269,620 | 16,015,658 | ||
| Time | 3,687,044 | 6,714,678 | ||
| Total deposits | 35,632,412 | 31,935,602 | ||
| Short-term borrowings | 655,726 | 1,147,958 | ||
| Long-term borrowings | 1,423,676 | 2,295,665 | ||
| Junior subordinated debentures issued to capital trusts | 56,413 | 56,065 | ||
| Lease liabilities | 283,106 | 276,675 | ||
| Accrued expenses and other liabilities | 311,044 | 381,991 | ||
| Total Liabilities | 38,362,377 | 36,093,956 | ||
| Shareholders’ Equity | ||||
| Preferred stock, no par value; 50,000,000 shares authorized: | ||||
| Series A (4,600,000 shares issued at December 31, 2021 and December 31, 2020) | 111,590 | 111,590 | ||
| Series B (4,000,000 shares issued at December 31, 2021 and December 31, 2020) | 98,101 | 98,101 | ||
| Common stock (no par value, authorized 650,000,000 shares; issued 423,034,027 shares at December 31, 2021 and 403,881,488 shares at December 31, 2020) | 148,482 | 141,746 | ||
| Surplus | 3,883,035 | 3,637,468 | ||
| Retained earnings | 883,645 | 611,158 | ||
| Accumulated other comprehensive loss | (17,932) | (7,718) | ||
| Treasury stock, at cost (1,596,959 common shares at December 31, 2021 and 22,490 common shares at December 31, 2020) | (22,855) | (225) | ||
| Total Shareholders’ Equity | 5,084,066 | 4,592,120 | ||
| Total Liabilities and Shareholders’ Equity | $ | 43,446,443 | $ | 40,686,076 |
VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(in thousands, except for share data)
| Three Months Ended | Years Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | |||||||
| 2021 | 2021 | 2020 | 2021 | 2020 | ||||||
| Interest Income | ||||||||||
| Interest and fees on loans | $ | 319,141 | $ | 309,753 | $ | 313,968 | $ | 1,257,389 | $ | 1,284,707 |
| Interest and dividends on investment securities: | ||||||||||
| Taxable | 15,852 | 14,292 | 14,024 | 56,026 | 70,249 | |||||
| Tax-exempt | 2,535 | 2,609 | 3,339 | 11,716 | 14,563 | |||||
| Dividends | 1,814 | 1,505 | 2,467 | 7,357 | 11,644 | |||||
| Interest on federal funds sold and other short-term investments | 637 | 642 | 260 | 1,738 | 2,556 | |||||
| Total interest income | 339,979 | 328,801 | 334,058 | 1,334,226 | 1,383,719 | |||||
| Interest Expense | ||||||||||
| Interest on deposits: | ||||||||||
| Savings, NOW and money market | 9,983 | 10,605 | 11,706 | 42,879 | 76,169 | |||||
| Time | 3,328 | 4,394 | 14,368 | 25,094 | 106,067 | |||||
| Interest on short-term borrowings | 984 | 1,464 | 2,097 | 5,374 | 11,372 | |||||
| Interest on long-term borrowings and junior subordinated debentures | 10,383 | 11,312 | 17,967 | 50,978 | 71,207 | |||||
| Total interest expense | 24,678 | 27,775 | 46,138 | 124,325 | 264,815 | |||||
| Net Interest Income | 315,301 | 301,026 | 287,920 | 1,209,901 | 1,118,904 | |||||
| Provision (credit) for credit losses for held to maturity securities | 90 | 35 | (53) | (263) | 635 | |||||
| Provision for credit losses for loans | 11,609 | 3,496 | 19,028 | 32,896 | 125,087 | |||||
| Net Interest Income After Provision for Credit Losses | 303,602 | 297,495 | 268,945 | 1,177,268 | 993,182 | |||||
| Non-Interest Income | ||||||||||
| Trust and investment services | 4,499 | 3,550 | 3,108 | 14,910 | 12,415 | |||||
| Insurance commissions | 2,005 | 1,610 | 1,972 | 7,810 | 7,398 | |||||
| Service charges on deposit accounts | 5,810 | 5,428 | 5,068 | 21,424 | 18,257 | |||||
| Gains on securities transactions, net | 495 | 787 | 651 | 1,758 | 524 | |||||
| Fees from loan servicing | 2,671 | 2,894 | 2,826 | 11,651 | 10,352 | |||||
| Gains on sales of loans, net | 6,653 | 6,442 | 15,998 | 26,669 | 42,251 | |||||
| Gains (losses) on sales of assets, net | 521 | 344 | (2,607) | 901 | (1,891) | |||||
| Bank owned life insurance | 1,993 | 2,018 | 2,422 | 8,817 | 10,083 | |||||
| Other | 13,576 | 19,358 | 18,095 | 61,073 | 83,643 | |||||
| Total non-interest income | 38,223 | 42,431 | 47,533 | 155,013 | 183,032 | |||||
| Non-Interest Expense | ||||||||||
| Salary and employee benefits expense | 102,675 | 93,992 | 85,335 | 375,865 | 333,221 | |||||
| Net occupancy and equipment expense | 34,986 | 32,402 | 32,228 | 132,098 | 129,002 | |||||
| FDIC insurance assessment | 3,889 | 3,644 | 4,091 | 14,183 | 18,949 | |||||
| Amortization of other intangible assets | 5,074 | 5,298 | 6,117 | 21,827 | 24,645 | |||||
| Professional and legal fees | 11,182 | 13,492 | 9,702 | 38,432 | 32,348 | |||||
| Loss on extinguishment of debt | — | — | 9,683 | 8,406 | 12,036 | |||||
| Amortization of tax credit investments | 2,115 | 3,079 | 3,932 | 10,910 | 13,335 | |||||
| Telecommunication expense | 2,902 | 2,615 | 3,490 | 11,409 | 10,737 | |||||
| Other | 21,691 | 20,400 | 18,563 | 78,412 | 71,875 | |||||
| Total non-interest expense | 184,514 | 174,922 | 173,141 | 691,542 | 646,148 | |||||
| Income Before Income Taxes | 157,311 | 165,004 | 143,337 | 640,739 | 530,066 | |||||
| Income tax expense | 42,273 | 42,424 | 37,974 | 166,899 | 139,460 | |||||
| Net Income | 115,038 | 122,580 | 105,363 | 473,840 | 390,606 | |||||
| Dividends on preferred stock | 3,172 | 3,172 | 3,172 | 12,688 | 12,688 | |||||
| Net Income Available to Common Shareholders | $ | 111,866 | $ | 119,408 | $ | 102,191 | $ | 461,152 | $ | 377,918 |
VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(in thousands, except for share data)
| Three Months Ended | Years Ended | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | |||||||||||||||
| 2021 | 2021 | 2020 | 2021 | 2020 | ||||||||||||||
| Earnings Per Common Share: | ||||||||||||||||||
| Basic | $ | 0.27 | $ | 0.29 | $ | 0.25 | $ | 1.13 | $ | 0.94 | ||||||||
| Diluted | 0.27 | 0.29 | 0.25 | 1.12 | 0.93 | |||||||||||||
| Cash Dividends Declared per Common Share | 0.11 | 0.11 | 0.11 | 0.44 | 0.44 | |||||||||||||
| Weighted Average Number of Common Shares Outstanding: | ||||||||||||||||||
| Basic | 411,775,590 | 406,824,160 | 403,872,459 | 407,445,379 | 403,754,356 | |||||||||||||
| Diluted | 414,472,820 | 409,238,001 | 405,799,507 | 410,018,328 | 405,046,207 | |||||||||||||
| VALLEY NATIONAL BANCORP | ||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Quarterly Analysis of Average Assets, Liabilities and Shareholders' Equity and | ||||||||||||||||||
| Net Interest Income on a Tax Equivalent Basis | ||||||||||||||||||
| Three Months Ended | ||||||||||||||||||
| December 31, 2021 | September 30, 2021 | December 31, 2020 | ||||||||||||||||
| Average | Avg. | Average | Avg. | Average | Avg. | |||||||||||||
| ($ in thousands) | Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | |||||||||
| Assets | ||||||||||||||||||
| Interest earning assets: | ||||||||||||||||||
| Loans (1)(2) | $ | 33,338,128 | $ | 319,165 | 3.83 | % | $ | 32,698,382 | $ | 309,778 | 3.79 | % | $ | 32,570,902 | $ | 313,993 | 3.86 | % |
| Taxable investments (3) | 3,563,329 | 17,667 | 1.98 | 3,302,803 | 15,797 | 1.91 | 3,204,974 | 16,491 | 2.06 | |||||||||
| Tax-exempt investments (1)(3) | 418,049 | 3,209 | 3.07 | 429,941 | 3,302 | 3.07 | 506,748 | 4,227 | 3.34 | |||||||||
| Interest bearing deposits with banks | 1,873,508 | 636 | 0.14 | 1,901,748 | 642 | 0.14 | 1,523,876 | 260 | 0.07 | |||||||||
| Total interest earning assets | 39,193,014 | 340,677 | 3.48 | 38,332,874 | 329,519 | 3.44 | 37,806,500 | 334,971 | 3.54 | |||||||||
| Other assets | 3,280,814 | 3,211,056 | 3,502,443 | |||||||||||||||
| Total assets | $ | 42,473,828 | $ | 41,543,930 | $ | 41,308,943 | ||||||||||||
| Liabilities and shareholders' equity | ||||||||||||||||||
| Interest bearing liabilities: | ||||||||||||||||||
| Savings, NOW and money market deposits | $ | 19,685,730 | $ | 9,983 | 0.20 | % | $ | 18,771,619 | $ | 10,605 | 0.23 | % | $ | 15,606,081 | $ | 11,706 | 0.30 | % |
| Time deposits | 3,744,792 | 3,328 | 0.36 | 4,126,253 | 4,394 | 0.43 | 7,005,804 | 14,368 | 0.82 | |||||||||
| Short-term borrowings | 670,433 | 983 | 0.59 | 860,474 | 1,464 | 0.68 | 1,316,706 | 2,097 | 0.64 | |||||||||
| Long-term borrowings (4) | 1,482,001 | 10,383 | 2.80 | 1,595,814 | 11,312 | 2.84 | 2,779,632 | 17,967 | 2.59 | |||||||||
| Total interest bearing liabilities | 25,582,956 | 24,677 | 0.39 | 25,354,160 | 27,775 | 0.44 | 26,708,223 | 46,138 | 0.69 | |||||||||
| Non-interest bearing deposits | 11,316,264 | 10,701,948 | 9,143,953 | |||||||||||||||
| Other liabilities | 669,265 | 692,979 | 874,438 | |||||||||||||||
| Shareholders' equity | 4,905,343 | 4,794,843 | 4,582,329 | |||||||||||||||
| Total liabilities and shareholders' equity | $ | 42,473,828 | $ | 41,543,930 | $ | 41,308,943 | ||||||||||||
| Net interest income/interest rate spread (5) | $ | 316,000 | 3.09 | % | $ | 301,744 | 3.00 | % | $ | 288,833 | 2.85 | % | ||||||
| Tax equivalent adjustment | (699) | (718) | (913) | |||||||||||||||
| Net interest income, as reported | $ | 315,301 | $ | 301,026 | $ | 287,920 | ||||||||||||
| Net interest margin (6) | 3.22 | % | 3.14 | % | 3.05 | % | ||||||||||||
| Tax equivalent effect | 0.01 | 0.01 | 0.01 | |||||||||||||||
| Net interest margin on a fully tax equivalent basis (6) | 3.23 | % | 3.15 | % | 3.06 | % |
(1) Interest income is presented on a tax equivalent basis using a 21 percent federal tax rate.
(2) Loans are stated net of unearned income and include non-accrual loans.
(3) The yield for securities that are classified as available for sale is based on the average historical amortized cost.
(4) Includes junior subordinated debentures issued to capital trusts which are presented separately on the consolidated statements of condition.
(5) Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities and is presented on a fully tax equivalent basis.
(6) Net interest income as a percentage of total average interest earning assets.
20
a4q21earningspresentatio
4 Q 2 1 E a r n i n g s P r e s e n t a t i o n J a n u a r y 2 7 , 2 0 2 2 Exhibit 99.2
Forward Looking Statements The foregoing contains forward-looking statements within the meaning of the Private Securities Litigation 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. 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: the inability to realize expected cost savings and synergies from The Westchester Bank (“Westchester” or “TWB”) 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 Westchester and Bank Leumi; changes in estimates of non-recurring charges related to the Westchester and Bank Leumi acquisitions; the continued impact of COVID-19 on the U.S. and global economies, including business disruptions, inflationary pressures, labor market volatility, reductions in employment, supply chain disruptions and any 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 in Item 1A of our Quarterly Report on Form 10-Q for the quarter ended September 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.
3 1 Please refer to the Non-GAAP Disclosure Reconciliation on page 6 Strong Financial Performance 0.93% 0.96% 1.14% 0.98% 0.99% 1.18% 2019 2020 2021 Return on Average Assets Reported Adjusted 898.0 1,075.3 1,125.0 $898 $1,119 $1,210 2019 2020 2021 Net Interest Income ($mm) Ex PPP Reported 56.8% 49.6% 50.7% 53.8% 47.4% 48.4% 2019 2020 2021 Efficiency Ratio Reported Adjusted 11.72% 12.64% 13.10% $6.73 $7.25 $7.94 2019 2020 2021 Growing Capital and Driving Shareholder Value Total Risk-Based Capital Ratio Tangible Book Value per Share 2 1 1 1 2019 2020 2021 NIM (FTE) 2.95% 3.03% 3.17% Diluted EPS 2019 2020 2021 Reported $0.87 $0.93 $1.12 Adjusted $0.92 $0.96 $1.16
4 Consistently Capitalizing on Growth Opportunities Since 2016: Total loans have increased by $16.9bn split approximately evenly between organic and acquired loans. Total loans have increased at a CAGR of 14.7%. Organic loans (ex PPP) have increased at a CAGR of 8.2%. 17.2 18.3 21.2 22.4 22.8 25.5 3.8 7.3 7.3 8.2 2.2 0.4 2016 2017 2018 2019 2020 2021 Total Loans ($bn, cumulative) Organic Acquired PPP Organic $8.3 49% Acquired $8.2 48% PPP $0.4 3% Loan Growth Since 2016 ($bn, % of Total) 1 1 Includes $3.8bn of loans acquired from USAB, $3.4bn from ORIT, and $0.9bn from The Westchester Bank
5 4Q21 3Q21 4Q20 4Q21 3Q21 4Q20 Net Income ($mm) $115.0 $122.6 $105.4 $120.5 $124.7 $113.4 Return on Average Assets Annualized 1.08% 1.18% 1.02% 1.14% 1.20% 1.10% Return on Average Assets, ex. PPP 1 Annualized 0.98% 1.09% 0.94% 1.03% 1.11% 1.03% Efficiency Ratio 52.2% 50.9% 51.6% 49.4% 49.2% 46.7% Diluted Earnings Per Share $0.27 $0.29 $0.25 $0.28 $0.30 $0.27 Pre-Provision Net Revenue 2 ($mm) $169.0 $168.5 $162.3 $178.8 $174.2 $177.5 PPNR / Average Assets 2 Annualized 1.59% 1.62% 1.57% 1.68% 1.68% 1.72% Reported Adjusted 1 1 Please refer to the Non-GAAP Disclosure Reconciliation on pages 16 - 20, does not adjust for approximately $4.5mm of after-tax provision expense associated with non-PCD loans acquired from The Westchester Bank 2 Pre-provision net revenue equals net interest income plus total non-interest income less total non-interest expense; PPNR / Avg. Assets is presented on an annualized basis; Please refer to the Non-GAAP Disclosure Reconciliation on pages 16 - 20 4Q 2021 Highlights 4Q21 includes $4.5 million (~$0.01 per share) of after-tax provision related to non-PCD loans acquired from Westchester Annualized organic non-PPP loan growth of approximately 13% (excluding Westchester) Funding Enhancements Support NIM Stability Despite Elevated Cash Balance
6 Reported Net Interest Income and Margin Recent loan growth and funding cost reduction efforts have contributed to strong net interest income and net interest margin performance TWB contributed approximately $3mm of NII in December PPP balances have declined to $436mm from a peak of $2.4bn in 1Q21 As of 4Q21, remaining unearned loan fees related to PPP were approximately $12mm Continued reduction in deposit costs and replacement of time deposits with lower-cost transaction balances Net Interest Margin and PPP Impact Net Interest Income and Margin Ex-PPP $288.8 $293.6 $301.8 $301.7 $316.0 3.06% 3.14% 3.18% 3.15% 3.23% 4Q20 1Q21 2Q21 3Q21 4Q21 NII ($mm) NIM $271.8 $267.9 $276.1 $285.5 $298.8 3.06% 3.05% 3.07% 3.07% 3.10% 4Q20 1Q21 2Q21 3Q21 4Q21 NII ($mm) NIM All metrics are represented on a full tax equivalent basis Net Interest Income Analysis 4Q20 1Q21 2Q21 3Q21 4Q21 Net Interest Income (FTE) 288.8 293.6 301.8 301.7 316.0 PPP Impact (17.0) (25.7) (25.7) (16.3) (17.2) NII ex PPP 271.8 267.9 276.1 285.5 298.8 Earning Asset Analysis 4Q20 1Q21 2Q21 3Q21 4Q21 Avg. Earning Assets 37,807 37,386 37,907 38,333 39,193 PPP Impact (2,250) (2,235) (1,986) (1,134) (642) Earning Assets ex PPP 35,557 35,152 35,922 37,198 38,551 NIM Analysis 4Q20 1Q21 2Q21 3Q21 4Q21 NII ex PPP (FTE) 271.8 267.9 276.1 285.5 298.8 Earning Assets ex PPP 35,557 35,152 35,922 37,198 38,551 NIM ex PPP (FTE) 3.06% 3.05% 3.07% 3.07% 3.10%
7 44% 14.2 12.0 7.3 7.9 9.5 12.8 9.7 12.9 16.2 0.7 0.9 1.5 4Q19 4Q20 4Q21 CDs & Wholesale Consumer Commercial Niche Deposit Initiatives Non-interest bearing $11.7 Savings, NOW & MMA $20.3 Time $3.7 Short-term borrowings $0.7 Long-term borrowings $1.5 Other $0.4 Avg. Deposit Balance ($MM) and Rate (%) Trends 4Q21 Funding Trends (Deposits & Borrowings, $bn) Total Liabilities 12/31/2021 Deposits, Funding & Liquidity $38.3BN 0.30% 0.27% 0.25% 0.23% 0.20% 0.82% 0.76% 0.54% 0.43% 0.36% $0 $4,000 $8,000 $12,000 $16,000 $20,000 4Q20 1Q21 2Q21 3Q21 4Q21 Savings, NOW & MMA Time Deposits W.Avg Savings, NOW & MMA Rate W.Avg Time Deposits Rate 1 Commercial includes government deposit balances 2 Includes junior subordinated debt within long-term borrowings. Totals may not sum due to rounding. 2 30% 34% Cost of total deposits declined 3bp to 0.15% from 0.18% in 3Q21 Over $1 billion of low-cost core deposits acquired from The Westchester Bank Well-funded balance sheet to support strong loan originations Continued transition from time deposits to non- interest and lower-cost transaction balances 19% 43% 24% 1 2% 4%
8 Multifamily 15% Non Owner-Occupied CRE 26% Healthcare CRE 4% Owner-Occupied CRE 11% C&I 16% C&I (PPP) 1% Consumer 9% Residential R.E. 13% Construction 5% CRE 45% C&I 28% Other 27% $1.4 $1.6 $2.6 $1.9 $2.5 3.35% 3.32% 3.32% 3.37% 3.23% 3.86% 3.85% 3.87% 3.79% 3.83% 4Q20 1Q21 2Q21 3Q21 4Q21 Origination Volume (Gross) New Origination Rate Avg. Portfolio Rate New Loan Originations ($bn) 1 Loan classifications according to call report schedule which may not correspond to classification outlined in earnings release Loans & Loan Growth 4Q21 Loan Composition 1 2021 Loan Growth 1 (7%) 0% 6% 8% 9% 10% 15% 16% 23% Home Equity Multifamily Construction Owner-Occupied CRE Res. Mortgage Other Consumer C&I (ex. PPP) Auto Non-Owner Occupied CRE +$1,935mm +$214mm +$702mm +$87mm +$361mm +$274mm +$109mm +$2mm ($31mm) 2021 4Q21 (ann.) Gross Loans +6.0% +19.0% Gross Loans ex PPP +12.1% +25.0% Gross Loans ex PPP & TWB +9.1% +13.3% CRE +14% / +$1.9bn C&I (ex-PPP) +12% / +$1.0bn Other +9% / +$0.7bn
9 4Q21 Non-Interest Income ($mm) Lower swap income weighed on fees while less volatile “other” non-interest income lines were stable Acquisition of Dudley Ventures during the quarter contributed to investment services revenue Fee Income Other 32% Trust, Investment & Insurance 17% Loan Servicing Fees 7% Service Charges 15% Gain-on-Sale of Loans, net 18% Swap Fees 11% $38.2mm Non-Interest Income ($mm) $20.6 $21.5 $25.4 $27.2 $27.2 $10.9 $6.2 $7.6 $8.8 $4.3 $16.0 $3.5 $10.1 $6.4 $6.7 4Q20 1Q21 2Q21 3Q21 4Q21 Other Non-Interest Income Swap Income Gain on Sale $42.4$43.1 $47.5 $31.2 $38.2
10 173.1 160.2 171.9 174.9 184.5 157.3 157.5 160.5 168.5 174.8 4Q20 1Q21 2Q21 3Q21 4Q21 Reported Expenses Adjusted 5 Quarter Operating Expense Trends ($ in millions) Efficiency Ratio (%) 1 1Refer to the appendix on pages 16 – 20 regarding non-GAAP financial measures. Sums may be inconsistent due to rounding. 2 Indexed to 100 as of 1Q18 4Q21 Operating Expenses ($, in millions) 1 Non-Interest Expense 1 $174.8 $2.1 $7.8 Adjusted Expenses Amortization of tax credits Merger Charges 51.6 50.9 52.2 47.0 49.2 49.4 4Q20 Reported 3Q21 Reported 4Q21 Reported 4Q20 Adjusted 3Q21 Adjusted 4Q21 Adjusted Positive Operating Leverage, as Adjusted 1, 2 +47% +39% +21% $2 TWB & Dudley Operations
11 0.58% 0.62% 0.68% 0.77% 0.70% 4Q20 1Q21 2Q21 3Q21 4Q21 Asset Quality Non-Accrual Loans / Total Loans Loan Loss Provision ($mm) Allowance for Credit Losses for Loans / Total Loans 0.99% 1.03% 1.09% 1.08% 1.09% 1.09% 1.10% 1.17% 1.17% 1.14% 1.12% 1.11% 4Q20 1Q21 2Q21 3Q21 4Q21 ACL / Loans ex. PPP Net Charge-offs ($mm) Sums may be inconsistent due to rounding. $3 $6 $9 $0 $(1) 0.04% 0.07% 0.11% 0.00% (0.01%) 4Q20 1Q21 2Q21 3Q21 4Q21 Net Charge-offs NCOs / Avg. Loans $19.0 $9.0 $8.8 $3.5 $5.4 $6.2 4Q20 1Q21 2Q21 3Q21 4Q21 Provision Non-PCD
12 Equity & Capitalization $7.25 $7.39 $7.59 $7.78 $7.94 $10.85 $10.97 $11.15 $11.32 $11.57 12/31/20 3/31/21 6/30/2021 9/30/2021 12/31/2021 TBV per share Book Value per share Book Value and Tangible Book Value per Share 1 Equity Capitalization Level 1 1 Please refer to the Non-GAAP Disclosure Reconciliation on pages 16 - 20 ~10% year-over-year tangible book value growth Holding Company Capital Ratios 12/31/20 9/30/21 12/30/21 Year-over-Year Change Tier 1 Leverage 8.06 8.63 8.88 +82 bp Common Equity Tier 1 9.94 10.06 10.06 +12 bp Tier 1 Risk-Based 10.66 10.73 10.69 +3 bp Total Risk-Based 12.64 13.24 13.10 +46 bp 7.47% 7.55% 7.73% 7.95% 7.98% 11.29% 11.32% 11.48% 11.68% 11.70% 12/31/20 3/31/2021 6/30/2021 9/30/2021 12/31/2021 Tangible Common Equity / Tangible Assets Equity / Assets
13 • Organic, non-PPP loan growth between 7% - 9%. (based on 2021 gross loans of $33.7 billion, ex-PPP) 2022 Organic Loan Growth (Excludes Leumi) • We anticipate net interest income growth between 5% - 7%. (from full-year 2021 of $1,210 million, includes PPP income) Net Interest Income (Excludes Leumi) • We expect to preserve adjusted efficiency at or below 50%. Adjusted Efficiency Ratio (Excludes Leumi) • We expect a tax rate between 26% - 28%.Tax Rate 2022 Targets & Outlook The Company is providing this outlook only on a non-GAAP basis because not all of the information necessary for a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measure is available without unreasonable effort, primarily due to uncertainties relating to the occurrence or amount of these adjustments that may arise in the future. Based on past reported results, any such excluded items could be material, individually or in the aggregate, to the reported results.
A p p e n d i x
15 CRE Detail as of 12/31/2021 Portfolio by Collateral Type Apartment & Residential 25% Retail 20% Mixed Use 12% Office 11% Industrial 11% Healthcare 10% Specialty & Other 11% Portfolio by Geography Florida 27.2% New Jersey 22.1% Other 14.7% Other NYC Boroughs 13.3% Manhattan (Multifamily) 6.0% Manhattan (Other) 4.3% New York (ex. NYC) 12.4% Geography Outstanding ($BN) % of Total Wtd. Avg. LTV Wtd. Avg. DSCR Florida $5.1 27.2% 62% 1.85x New Jersey $4.2 22.1% 60% 1.93x Other $2.8 14.7% 64% 1.77x Other NYC Boroughs $2.5 13.3% 54% 1.39x Manhattan $1.9 10.3% 34% (50% ex Co-Ops) 1.79x New York (ex. NYC) $2.4 12.4% 56% 1.67x Total $18.9 100.0% 57% 1.77x $18.9bn $18.9bn
16 Non-GAAP Disclosure Reconciliation December 31, September 30, December 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2021 2021 2020 2021 2020 2019 Adjusted net income available to common shareholders: Net income, as reported $115,038 $122,580 $105,363 $473,840 $390,606 $309,793 Less: Gain on sale leaseback transactions (net of tax) (a) — — — — — (56,414) Add: Losses on extinguishment of debt (net of tax) — — 6,958 6,024 8,649 22,992 Add: Net impairment losses on securities (net of tax) — — — — — 2,104 Add: Losses (gains) on available for sale and held to maturity securities transactions (net of tax) (b) 9 (565) (468) (390) (377) 108 Add: Severance expense (net of tax) (c) — — 1,489 1,489 1,489 3,477 Add: Tax credit investment impairment (net of tax) (d) — — — — — 1,746 Add: Litigation reserves (net of tax) (e) — 1,505 — 1,505 — — Add: Merger related expenses (net of tax) (f) 5,491 1,207 96 6,698 1,371 11,929 Add: Income tax expense (benefit) (g) — — — — — 31,123 Net income, as adjusted $120,538 $124,727 $113,438 $487,677 $401,738 $326,858 Dividends on preferred stock 3,172 3,172 3,172 12,688 12,688 12,688 Net income available to common shareholders, as adjusted $117,366 $121,555 $110,266 $474,989 $389,050 $314,170 (a) The gain on sale leaseback transactions is included in gains on the sales of assets within other non-interest income. (b) Included in gains on securities transactions, net within other non-interest income. (c) Severance expenses are included in salary and employee benefits expense. (d) Impairment is included in the amortization of tax credit investments. (e) Litigation reserve included in professional and legal fees. (f) Merger related expenses are primarily within salary and employee benefits expense, professional and legal fees, and other expense. (g) Income tax expense related to reserves for uncertain tax positions in 2019. Adjusted per common share data: Net income available to common shareholders, as adjusted $117,366 $121,555 $110,266 $474,989 $389,050 $314,170 Average number of shares outstanding 411,775,590 406,824,160 403,872,459 407,445,379 403,754,356 337,792,270 Basic earnings, as adjusted $0.29 $0.30 $0.27 $1.17 $0.96 $0.93 Average number of diluted shares outstanding 414,472,820 409,238,001 405,799,507 410,018,328 405,046,207 340,117,808 Diluted earnings, as adjusted $0.28 $0.30 $0.27 $1.16 $0.96 $0.92 Adjusted annualized return on average tangible shareholders' equity: Net income, as adjusted $120,538 $124,727 $113,438 $487,677 $401,738 $326,858 Average shareholders' equity 4,905,343 4,794,843 4,582,329 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 1,481,951 1,446,760 1,447,838 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 3,423,392 3,348,083 3,134,491 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity, as adjusted 14.08% 14.90% 14.48% 14.82% 13.19% 13.77% Adjusted annualized return on average assets: Net income, as adjusted $120,538 $124,727 $113,438 $487,677 $401,738 $326,858 Average assets $42,473,828 $41,543,930 $41,308,943 $41,475,682 $40,557,346 $33,442,738 Annualized return on average assets, as adjusted 1.14% 1.20% 1.10% 1.18% 0.99% 0.98% Adjusted annualized return on average shareholders' equity: Net income, as adjusted $120,538 $124,727 $113,438 $487,677 $401,738 $326,858 Average shareholders' equity 4,905,343 4,794,843 $4,582,329 4,747,745 $4,500,067 $3,555,483 Annualized return on average shareholders' equity, as adjusted 9.83% 10.41% 9.90% 10.27% 8.93% 9.19% Three Months Ended Years Ended
17 December 31, September 30, December 31, December 31, December 31, December 31, ($ in thousands) 2021 2021 2020 2021 2020 2019 Annualized return on average tangible shareholders' equity: Net income, as reported $115,038 $122,580 $105,363 $473,840 $390,606 $309,793 Average shareholders' equity 4,905,343 4,794,843 4,582,329 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 1,481,951 1,446,760 1,447,838 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 3,423,392 3,348,083 3,134,491 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity 13.44% 14.64% 13.45% 14.40% 12.82% 13.05% Adjusted efficiency ratio: Non-interest expense, as reported $184,514 $174,922 $173,141 $691,542 $646,148 $631,555 Less: Loss on extinguishment of debt (pre-tax) — — 9,683 8,406 12,036 31,995 Less: Severance expense (pre-tax) — — 2,072 — 2,072 4,838 Less: Litigation reserve (pre-tax) — 2,100 — 2,100 — — Less: Merger-related expenses (pre-tax) 7,613 1,287 133 8,900 1,907 16,579 Less: Amortization of tax credit investments (pre-tax) 2,115 3,079 3,932 10,910 13,335 20,392 Non-interest expense, as adjusted $174,786 $168,456 $157,321 $661,226 $616,798 $557,751 Net interest income 315,301 301,026 287,920 1,209,901 1,118,904 898,048 Non-interest income, as reported 38,223 42,431 47,533 155,013 183,032 214,520 Add: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) 12 (788) (651) (545) (524) 150 Non-interest income, as adjusted $38,235 $41,643 $46,882 $154,468 $182,508 $139,093 Gross operating income, as adjusted 353,536 $342,669 $334,802 1,364,369 $1,301,412 $1,037,141 Efficiency ratio, as adjusted 49.44% 49.16% 46.99% 48.46% 47.39% 53.78% Annualized pre-provision net revenue / average assets Net interest income $315,301 $301,026 $287,920 $1,209,901 $1,118,904 $898,048 Non-interest income, as reported 38,223 42,431 47,533 155,013 183,032 214,520 Less: Non-interest expense, as reported 184,514 174,922 173,141 691,542 646,148 631,555 Pre-provision net revenue $169,010 $168,535 $162,312 $673,372 $655,788 $481,013 Average assets $42,473,828 $41,543,930 $41,308,943 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets 1.59% 1.62% 1.57% 1.62% 1.62% 1.44% Annualized pre-provision net revenue / average assets, as adjusted Net interest income $315,301 $301,026 $287,920 $1,209,901 $1,118,904 $898,048 Non-interest income, as adjusted 38,235 41,643 46,882 154,468 182,508 139,093 Less: Non-interest expense, as adjusted 174,786 168,456 157,321 661,226 616,798 557,751 Pre-provision net revenue, as adjusted $178,750 $174,213 $177,481 $703,143 $684,614 $479,390 Average assets $42,473,828 $41,543,930 $41,308,943 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets, as adjusted 1.68% 1.68% 1.72% 1.70% 1.69% 1.43% Three Months Ended Years Ended Non-GAAP Disclosure Reconciliation
18 December 31, September 30, December 31, ($ in thousands) 2021 2021 2020 Annualized return on average assets, excluding Paycheck Protection Program ("PPP"): Net income, as reported $115,038 $122,580 $105,363 Less: PPP loan income (net of tax) 12,549 12,097 12,509 Net income, excluding PPP loan income 102,489 110,483 92,854 Average assets $42,473,828 $41,543,930 $41,308,943 Less: Average PPP loans 716,290 1,134,491 1,985,653 Average assets, excluding average PPP loans 41,757,538 40,409,439 39,323,290 Annualized return on average assets, excluding PPP 0.98% 1.09% 0.94% Adjusted annualized return on average assets, excluding Paycheck Protection Program ("PPP"): Net income, as adjusted $120,538 $124,727 $113,438 Less: PPP loan income (net of tax) 12,549 12,097 12,509 Net income, as adjusted, excluding PPP loan income 107,989 112,630 100,929 Average assets, excluding average PPP loans 41,757,538 40,409,439 39,323,290 Annualized return on average assets, as adjusted, excluding PPP 1.03% 1.11% 1.03% Three Months Ended Non-GAAP Disclosure Reconciliation
19 December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, ($ in thousands, except for share data) 2021 2021 2021 2021 2020 2020 2020 2020 Net interest income 315,301$ 301,026$ 300,907$ 292,667$ 287,920$ 283,086$ 282,559$ 265,339$ Non-interest income, as reported 38,223 42,431 43,126 31,233 47,533 49,272 44,830 41,397 Add: Net impairment losses on securities (pre-tax) - - - - - - - - Add: Branch related asset impairment (pre-tax) - - - - - - - - Add: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) 12 (788) 113 118 (651) 46 41 40 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - - - - - Less: Gain on sale leaseback transaction (pre-tax) - - - - - - - - Non-interest income, as adjusted 38,235 41,643 43,239 31,351 46,882 49,318 44,871 41,437 Gross revenue, as adjusted 353,536 342,669 344,146 324,018 334,802 332,404 327,430 306,776 Less: PPP Loan Income (pre-tax) 17,161 16,284 25,726 25,733 17,018 14,772 11,836 - Gross revenue, as adjusted, excluding PPP 336,375 326,385 318,420 298,285 317,784 317,632 315,594 306,776 Non-interest expense, as reported $184,514 $174,922 $171,893 $160,213 $173,141 $160,185 $157,166 $155,656 Less: Loss on extinguishment of debt (pre-tax) - - 8,406 - 9,683 2,353 - - Less: Severance expense (pre-tax) - - - - 2,072 - - - Less: Litigation reserve — 2,100 - - - - - - Less: Merger-related expenses (pre-tax) 7,613 1,287 - - 133 106 366 1,302 Less: Amortization of tax credit investments (pre-tax) 2,115 3,079 2,972 2,744 3,932 2,759 3,416 3,228 Non-interest expense, as adjusted 174,786 168,456 160,515 157,469 157,321 154,967 153,384 151,126 Efficiency ratio, as adjusted 49.44% 49.16% 46.64% 48.60% 46.99% 46.62% 46.84% 49.26% December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, ($ in thousands, except for share data) 2019 2019 2019 2019 2018 2018 2018 2018 Net interest income 238,541$ 220,625$ 220,234$ 218,648$ 222,053$ 216,800$ 210,752$ 207,598$ Non-interest income, as reported 38,094 41,150 27,603 107,673 34,694 29,038 38,069 32,251 Add: Net impairment losses on securities (pre-tax) - - 2,928 - - - - - Add: Branch related asset impairment (pre-tax) - - - - - 1,821 - - Add: (Gains) losses on available for sale and held to maturity securities transactions, net (pre-tax) 36 93 (11) 32 1,462 79 36 765 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - 6,530 - - - Less: Gain on sale leaseback transaction (pre-tax) - - - 78,505 - - - - Non-interest income, as adjusted 38,130 41,243 30,520 29,200 29,626 30,938 38,105 33,016 Gross revenue, as adjusted 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Less: PPP Loan Income (pre-tax) - - - - - - - - Gross revenue, as adjusted, excluding PPP 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Non-interest expense, as reported $196,146 $145,877 $141,737 $147,795 $153,712 $151,681 $149,916 $173,752 Less: Loss on extinguishment of debt (pre-tax) 31,995 - - - - - - - Less: Severance expense (pre-tax) - - - 4,838 2,662 - - - Less: Litigation reserve - - - - - 1,684 - 10,500 Less: Merger-related expenses (pre-tax) 15,110 1,434 35 - (635) 1,304 3,248 13,528 Less: Amortization of tax credit investments (pre-tax) 3,971 4,385 4,863 7,173 9,044 5,412 4,470 5,274 Non-interest expense, as adjusted 145,070 140,058 136,839 135,784 142,641 143,281 142,198 144,450 Efficiency ratio, as adjusted 52.43% 53.48% 54.57% 54.79% 56.68% 57.84% 57.14% 60.03% Three Months Ended Three Months Ended Non-GAAP Disclosure Reconciliation
20 December 31, September 30, June 30, March 31, December 31, December 31, ($ in thousands, except for share data) 2021 2021 2021 2021 2020 2019 Tangible book value per common share: Common shares outstanding 421,437,068 407,313,664 406,083,790 405,797,538 403,858,998 403,278,390 Shareholders' equity $5,084,066 $4,822,498 $4,737,807 $4,659,670 $4,592,120 $4,384,188 Less: Preferred Stock 209,691 209,691 209,691 209,691 209,691 209,691 Less: Goodwill and other intangible assets 1,529,394 1,444,967 1,447,965 1,450,414 1,452,891 1,460,397 Tangible common shareholders' equity $3,344,981 $3,167,840 $3,080,151 $2,999,565 $2,929,538 $2,714,100 Tangible book value per common share $7.94 $7.78 $7.59 $7.39 $7.25 $6.73 Tangible common equity to tangible assets: Tangible common shareholders' equity $3,344,981 $3,167,840 $3,080,151 $2,999,565 $2,929,538 $2,714,100 Total assets 43,446,443 41,278,007 41,274,228 41,178,011 40,686,076 37,436,020 Less: Goodwill and other intangible assets 1,529,394 1,444,967 1,447,965 1,450,414 1,452,891 1,460,397 Tangible assets 41,917,049 $39,833,040 $39,826,263 $39,727,597 $39,233,185 $35,975,623 Tangible common equity to tangible assets 7.98% 7.95% 7.73% 7.55% 7.47% 7.54% As of Non-GAAP Disclosure Reconciliation
21 ▪ Log onto our website: www.valley.com ▪ Email requests to: tlan@valley.com ▪ Call Travis Lan in Investor Relations, at: (973) 686-5007 ▪ Write to: Valley National Bank 1455 Valley Road Wayne, New Jersey 07470 Attn: Travis Lan, SVP – Director, Corporate Finance & Business Development ▪ Log onto our website above or www.sec.gov to obtain free copies of documents filed by Valley with the SEC For More Information