-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IKWUK6Vn2cHsMAJ3X2Jal+ffXiLCkbW6Trvd/izES7beIwh5Yc5IBdPuRPE5azEx jQWrEPG4zSRjVVN4qeGamg== /in/edgar/work/0000927796-00-000238/0000927796-00-000238.txt : 20001023 0000927796-00-000238.hdr.sgml : 20001023 ACCESSION NUMBER: 0000927796-00-000238 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001018 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALLEY NATIONAL BANCORP CENTRAL INDEX KEY: 0000714310 STANDARD INDUSTRIAL CLASSIFICATION: [6021 ] IRS NUMBER: 222477875 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11277 FILM NUMBER: 743662 BUSINESS ADDRESS: STREET 1: 1455 VALLEY RD CITY: WAYNE STATE: NJ ZIP: 07470 BUSINESS PHONE: 9733058800 MAIL ADDRESS: STREET 1: 1455 VALLEY RD CITY: WAYNE STATE: NJ ZIP: 07470 8-K 1 0001.txt CURRENT REPORT ON FORM 8-K ============================================================= 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) October 20, 2000 VALLEY NATIONAL BANCORP ----------------------- (Exact name of registrant as specified in its charter) New Jersey ---------- (State or other jurisdiction of incorporation) 1-11277 22-2477875 ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 1455 Valley Road Wayne, New Jersey 07470 ----------------------- (Address of principal executive offices) (973) 305-8800 -------------- (Registrant's telephone number, including area code) ============================================================= Item 5. Other Events - --------------------- On October 18, 2000, Valley National Bancorp ("Valley") issued a press release reporting its nine months ended September 30, 2000 per diluted share earnings of $1.30 an increase of 5.7 percent over the $1.23 for the nine months ended September 30, 1999. Net income was $80.0 million for the nine months ended September 30, 2000, compared with $79.2 million for the same period in 1999. Valley also reported for the third quarter ended September 30, 2000 diluted share earnings were $0.44, an increase of 2.3 percent over the $0.43 for the third quarter of 1999. Net income was $26.4 million for the third quarter of 2000, compared with $27.3 million for the third quarter of 1999. A copy of the press release is attached as Exhibit 99 to this Current Report on Form 8-K and incorporated by reference herein. Item 7. Exhibits - ---------------- Exhibit 99 - Press Release dated October 18, 2000. SIGNATURES ---------- 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 thereunto duly authorized. VALLEY NATIONAL BANCORP Dated: October 20, 2000 By: ALAN D. ESKOW ----------------------------- Alan D. Eskow Senior Vice President, Controller INDEX TO EXHIBITS Exhibit No. Description - ---------- ----------- Exhibit 99 Press Release dated October 18, 2000. EX-99 2 0002.txt PRESS RELEASE OF OCTOBER 18, 2000 Contact: Alan D. Eskow Senior Vice President/Controller (973) 305-4003 Valley National Bancorp Continues its Strong Earnings WAYNE, N.J., October l8 -- Valley National Bancorp (NYSE: VLY) reported nine months ended September 30, 2000 per diluted share earnings of $1.30 an increase of 5.7 percent over the $1.23 for the nine months ended September 30, 1999. Net income was $80.0 million for the nine months ended September 30, 2000, compared with $79.2 million for the same period in 1999. For the third quarter ended September 30, 2000 diluted share earnings were $0.44, an increase of 2.3 percent over the $0.43 for the third quarter of 1999. Net income was $26.4 million for the third quarter of 2000, compared with $27.3 million for the third quarter of 1999. The quarter ended September 30, 2000 produced a return on average assets ("ROA") of 1.70 percent and a return on average equity ("ROE") of 20.35 percent. The efficiency ratio for the nine months ended September 30, 2000 was 44.62 percent. Each of the above performance measures places Valley among the best banks in the industry. Gerald H. Lipkin, Valley's Chairman, President and CEO stated, "Our earnings for the third quarter of 2000 reflect our continued strong performance. The repurchase of our stock during the 4th quarter of 1999 and all of 2000 reduced net interest income and net income during the current quarter and nine months of 2000. However, returns to our shareholders increased through earnings per share growth as a result of less shares outstanding. Valley's ability to generate new loans during the quarter was inhibited by slow consumer loan demand, however, Valley continues to internally generate its strong volume of commercial loans, commercial and residential mortgage loans and does not participate in syndicated or purchased credits. The overall loan growth is a result of Valley's lending policies that strive to avoid higher risk loans, especially, at this time in the credit cycle. This business strategy has resulted in steady and consistent net income, while loan chargeoffs, delinquencies and non-accrual loans remain at low levels." At September 30, 2000, among total loans of $4.6 billion, non-accrual loans, representing 0.06 percent of loans, were $2.9 million, a decrease from $3.5 million at December 31, 1999 and down from $6.2 million at September 30, 1999. Total non-performing assets, which include non-accrual loans and OREO, totaled $3.5 million, or 0.08 percent of loans and OREO, a decrease from $5.7 million at December 31, 1999 and a decrease from $7.0 million at September 30, 1999. Loans past due 90 days or more and still accruing at September 30, 2000 were $13.8 million, an increase from $11.7 million at both December 31, 1999 and September 30, 1999. Loans past due in excess of 30 days as a percentage of the loan portfolio, at September 30, 2000, were 0.88 percent for commercial loans, 1.91 percent for consumer loans and 1.62 percent for residential loans. Valley continues to maintain a low level of delinquencies. Commenting further, Mr. Lipkin said, "We recently entered into a definitive merger agreement with Merchants New York Bancorp, Inc. which is expected to close during the 1st quarter of 2001. We are very excited about the prospect of having branches and lending opportunities in Manhattan. We anticipate top line revenue to be enhanced by this merger as products in existence at Valley are added to the Merchants' menu of available products." During August 2000 Valley entered into a contract to sell its ShopRite MasterCard credit card portfolio to American Express and expects to record and close the transaction during the first quarter of 2001. In view of increased interest rates, the net interest margin for the third quarter of 2000 was 4.40 percent compared with 4.58 percent for the third quarter of 1999. While the net interest margin declined, net interest income on a fully-taxable equivalent basis was $65.9 million for the third quarter of 2000 relatively unchanged from the third quarter of 1999. However, we are pleased to note that the net interest margin increased 7 basis points in the third quarter from the 4.33 percent reported for the second quarter of 2000. Non-interest income for the quarter increased $1.2 million or 10.7 percent over the prior year period. Service charges on deposit accounts increased $673 thousand or 18.7 percent, and fees from loan servicing increased $632 thousand or 29.6 percent, between the third quarter of 1999 and 2000. Non-interest expense increased $1.5 million or 4.5 percent from the third quarter of 1999 to the same quarter in 2000. Occupancy and equipment expense increased $815 thousand as a result of costs associated with new computer equipment and additional branches. Amortization of intangibles increased due to increased mortgage servicing portfolios acquired and the goodwill created from the asset management and the title company acquisitions. The effective tax rate for the third quarter of 2000 was 34.3 percent compared with 32.7 percent for the third quarter of 1999. The effective tax rate for the remainder of 2000 is expected to approximate 34 percent. Capital Adequacy Shareholders' equity was $523.6 million on September 30, 2000. Valley's risk-based capital ratios were 10.82 percent for Tier 1 capital and 11.95 percent for Total capital. The Tier 1 leverage ratio was 8.56 percent. On May 23, 2000, the Valley National Bancorp Board of Directors approved a repurchase of up to 3,000,000 shares of Valley's common stock. The repurchased shares will be used for stock dividends, acquisitions, employee benefit plans and other corporate purposes. On September 19, 2000, the Valley National Bancorp Board of Directors cancelled the May 23, 2000 authorized buyback in conjunction with Valley's announcement of a merger with Merchants. As of September 19, 2000, Valley had purchased 571,070 shares under this program. Valley National Bancorp is a regional bank holding company headquartered in Wayne, NJ. Its principal subsidiary, Valley National Bank, operates 117 offices located in 76 communities serving 10 counties throughout northern New Jersey. Valley's web site can be found at http://www.valleynationalbank.com. 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 new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by such forward-looking terminology as "expect", "look", "believe", "anticipate", "may", "will", or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. These include, but are not limited to, the direction of interest rates, continued levels of loan quality and origination volume, continued relationships with major customers including sources for loans, as well as the effects of economic conditions and legal and regulatory barriers and structure. Actual results may differ materially from such forward-looking statements. Valley assumes no obligation for updating any such forward-looking statement at any time.
VALLEY NATIONAL BANCORP Consolidated Statements of Financial Condition ($ in thousands) September 30, 2000 1999 ---- ---- Assets Cash and due from banks $ 172,939 $ 161,686 Federal funds sold 0 0 Investment securities 1,331,081 1,405,159 Loans 4,592,211 4,387,267 Loans held for sale 10,296 9,141 Less: Allowance for loan losses (55,363) (54,746) Loans, net 4,547,144 4,341,662 Premises and equipment 86,236 82,381 Accrued interest receivable 38,225 36,829 Other assets 90,773 82,081 Total assets $6,266,398 $6,109,798 Liabilities Deposits: Non-interest bearing $ 958,278 $ 921,497 Interest bearing: Savings 1,910,657 1,977,994 Time 2,062,200 2,062,116 Total deposits 4,931,135 4,961,607 Other borrowings 759,883 530,557 Accrued expenses and other liabilities 51,812 49,351 Total liabilities 5,742,830 5,541,515 Shareholders' Equity Preferred stock, no par value 0 0 30,000,000 shares authorized; none issued Common stock, no par value, authorized 108,527,344 shares; issued 60,610,684 shares in 2000 and 60,624,940 shares in 1999 25,963 25,959 Surplus 325,901 326,061 Retained earnings 203,801 233,478 Unallocated common stock held by employee benefit plan (822) (1,097) Accumulated other comprehensive loss (14,178) (10,475) 540,665 573,926 Treasury stock, at cost (671,212 common shares in 2000 and 200,700 in 1999) (17,097) (5,643) Total shareholders' equity 523,568 568,283 Total liabilities and shareholders' equity $6,266,398 $6,109,798
VALLEY NATIONAL BANCORP Consolidated Statements of Income ($ in thousands, except per share data) Three Months Ended September 30, 2000 1999 ---- ---- Interest Income Interest and fees on loans $94,475 $85,839 Interest and dividends on investment securities 21,114 21,431 Interest on federal funds sold and other short term investments 1,131 636 Total interest income 116,720 107,906 Interest Expense Interest on deposits: Savings deposits 12,104 10,298 Time deposits 28,873 25,410 Interest on other borrowings 10,953 6,726 Total interest expense 51,930 42,434 Net interest income 64,790 65,472 Provision for loan losses 1,730 2,320 Net interest income after provision for loan losses 63,060 63,152 Non-Interest Income Trust and investment services 940 672 Service charges on deposit accounts 4,272 3,599 Gains on securities transactions, net 117 140 Fees from loan servicing 2,769 2,137 Credit card fee income 2,110 2,299 Gain on sale of loans, net 437 442 Other 1,901 2,042 Total non-interest income 12,546 11,331 Non-Interest Expense Salary expense 15,950 14,721 Employee benefit expense 3,423 3,667 FDIC insurance premiums 258 303 Occupancy and equipment expense 5,956 5,141 Credit card expense 1,233 1,286 Amortization of intangible assets 2,000 1,505 Other 6,635 7,300 Total non-interest expense 35,455 33,923 Income before income taxes 40,151 40,560 Income tax expense 13,768 13,281 Net income $26,383 $27,279 Earnings per share:(1) Basic $0.44 $0.43 Diluted $0.44 $0.43 Weighted Average Number of Shares Outstanding:(1) Basic 60,004,266 63,241,185 Diluted 60,596,952 63,907,683
Note: (1) 1999 earnings per share and average shares outstanding have been restated to reflect the 5% stock dividend declared on April 6, 2000 and issued on May 16, 2000.
VALLEY NATIONAL BANCORP Consolidated Statements of Income ($ in thousands, except per share data) Nine Months Ended September 30, 2000 1999 ---- ---- Interest Income Interest and fees on loans $277,498 $250,977 Interest and dividends on investment securities 63,406 62,914 Interest on federal funds sold and other short term investments 2,695 2,954 Total interest income 343,599 316,845 Interest Expense Interest on deposits: Savings deposits 36,288 30,401 Time deposits 82,953 75,864 Interest on other borrowings 31,336 17,267 Total interest expense 150,577 123,532 Net interest income 193,022 193,313 Provision for loan losses 5,430 6,095 Net interest income after provision for loan losses 187,592 187,218 Non-Interest Income Trust and investment services 2,443 1,769 Service charges on deposit accounts 12,232 10,691 Gains on securities transactions, net 117 2,570 Fees from loan servicing 8,281 5,990 Credit card fee income 6,162 6,497 Gain on sale of loans, net 1,787 1,890 Other 5,789 6,446 Total non-interest income 36,811 35,853 Non-Interest Expense Salary expense 46,590 43,186 Employee benefit expense 10,003 9,978 FDIC insurance premiums 783 927 Occupancy and equipment expense 15,896 14,937 Credit card expense 3,808 3,932 Amortization of intangible assets 5,579 3,647 Merger - related charges 0 3,005 Other 21,021 21,812 Total non-interest expense 103,680 101,424 Income before income taxes 120,723 121,647 Income tax expense 40,738 42,482 Net income $79,985 $79,165 Earnings per share:(1) Basic $1.32 $1.24 Diluted $1.30 $1.23 Weighted Average Number of Shares Outstanding:(1) Basic 60,803,028 63,905,848 Diluted 61,363,585 64,554,774
Note: (1) 1999 earnings per share and average shares outstanding have been restated to reflect the 5% stock dividend declared on April 6, 2000 and issued on May 16, 2000. Valley National Bancorp Consolidated Financial Highlights
SELECTED FINANCIAL DATA (Dollars in thousands except per share data) Three Months Ended Nine Months Ended September 30, September 30, 2000 1999 2000 1999 ---- ---- ---- ---- NET INCOME $26,383 $27,279 $79,985 $79,165 Net interest income 64,790 65,472 193,022 193,313 Net interest income (FTE) 65,872 66,646 196,324 196,638 Per share data:* Basic earnings 0.44 0.43 1.32 1.24 Diluted earnings 0.44 0.43 1.30 1.23 Cash dividends declared 0.26 0.25 0.77 0.72 Book value 8.73 8.96 8.73 8.96 Closing stock price - high 27.50 27.86 27.50 27.92 Closing stock price - low 23.75 23.52 20.59 22.45 FINANCIAL RATIOS: Net interest margin - FTE 4.40% 4.58% 4.37% 4.56% Return on average assets 1.70 1.80 1.71 1.76 Return on average shareholders' equity 20.35 19.25 20.28 18.14 Efficiency ratio 45.28 43.49 44.62 42.88
For the nine months ended September 30, 1999, net income, per share data and the financial ratios include the merger-related charges, net of tax, recorded during the second quarter of 1999 in connection with the Ramapo Financial corporation merger on June 11, 1999 of $2.2 million or $0.03 per diluted share. * Per share figures have been adjusted for a 5 percent stock dividend issued May 16, 2000.
SELECTED BALANCE SHEET ITEMS AND RATIOS (Dollars in thousands) Three Months Ended Nine Months Ended September 30, September 30, 2000 1999 2000 1999 ---- ---- ---- ---- AVERAGE BALANCE SHEET ITEMS: Assets $6,215,773 $6,072,900 $6,222,403 $6,009,784 Interest earning assets 5,982,854 5,824,412 5,987,796 5,746,678 Loans 4,577,593 4,307,991 4,568,706 4,224,704 Interest bearing liabilities 4,735,358 4,587,076 4,742,730 4,514,682 Deposits 4,969,426 5,012,406 4,988,778 4,977,728 Shareholders' equity 518,588 566,882 525,754 581,902 ALLOWANCE FOR LOAN LOSSES: Beginning of period $55,150 $54,894 $55,120 $54,641 Provision of loan losses 1,730 2,320 5,430 6,095 Charge-offs 2,371 3,383 7,864 8,789 Recoveries 854 915 2,677 2,799 End of period 55,363 54,746 55,363 54,746 As of September 30, 2000 1999 ---- ---- BALANCE SHEET ITEMS: Assets $6,266,398 $6,109,798 Loans 4,602,507 4,396,408 Deposits 4,931,135 4,961,607 Shareholders' equity 523,568 568,283 CAPITAL RATIOS: Tier 1 leverage ratio 8.56% 9.48% Risk-based capital - Tier 1 10.82 12.05 Risk-based capital - Total Capital 11.95 13.20
Valley National Bancorp Consolidated Financial Highlights SELECTED FINANCIAL DATA (Dollars in thousands) As of September 30, 2000 1999 ---- ---- ASSET QUALITY: Non-accrual loans $2,937 $6,199 Other real estate owned (OREO) 591 795 Total non-performing assets 3,528 6,994 Loans past due 90 days or more and still accruing 13,756 11,653 ASSET QUALITY RATIOS: Non-performing assets to total loans plus other real estate owned (OREO) 0.08% 0.16% Allowance for loan losses to loans 1.20 1.25 Net charge-offs to average loans 0.15 0.19
SHAREHOLDER RELATIONS Requests for copies of reports providing more detailed financial statements and analysis, as well as all other inquiries regarding Shareholder Relations should be directed to Dianne Grenz at Valley National Bancorp, 1455 Valley Road, Wayne, New Jersey, 07470 or by telephone at 973-305-3380, or fax at 973-696-2044. -----END PRIVACY-ENHANCED MESSAGE-----