-----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, Ti1NsGlOZDRIHwhYBhuwO1g7yx/KklEBCINugJqjsDQzksdbhsv2wYzkEyM+cn4W qPZem1jx3hTQXKnWXUSDyQ== 0001193125-09-192856.txt : 20090916 0001193125-09-192856.hdr.sgml : 20090916 20090916163914 ACCESSION NUMBER: 0001193125-09-192856 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090916 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090916 DATE AS OF CHANGE: 20090916 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALLEY NATIONAL BANCORP CENTRAL INDEX KEY: 0000714310 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 222477875 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11277 FILM NUMBER: 091072410 BUSINESS ADDRESS: STREET 1: 1455 VALLEY RD CITY: WAYNE STATE: NJ ZIP: 07470 BUSINESS PHONE: 9733053380 MAIL ADDRESS: STREET 1: 1455 VALLEY RD CITY: WAYNE STATE: NJ ZIP: 07470 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): September 16, 2009

 

 

VALLEY NATIONAL BANCORP

(Exact Name of Registrant as Specified in Charter)

 

 

 

New Jersey   1-11277   22-2477875

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

 

1455 Valley Road, Wayne, New Jersey   07470
(Address of Principal Executive Offices)   (Zip Code)

(973) 305-8800

(Registrant’s telephone number, including area code)

 

 

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))

 

 

 


Item 8.01 Other Events.

On September 16, 2009, Valley National Bancorp (“Valley”) announced that it received approval from the U.S. Department of the Treasury (the “Treasury”) for its request to redeem an additional $125 million of Valley’s Series A Fixed Rate Cumulative Perpetual Preferred Stock (the “Preferred Stock”) issued to the Treasury pursuant to the Troubled Asset Relief Program Capital Purchase Program. Of the $300 million of Preferred Stock originally issued to the Treasury in November 2008, $75 million was previously redeemed by Valley. On September 23, 2009, Valley expects to pay approximately $125.7 million to the Treasury to repurchase the shares of Preferred Stock, including accrued and unpaid dividends for such shares. Valley’s redemption of the Preferred Stock is not subject to additional conditions or stipulations from the Treasury. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit

   
99   Press Release dated September 16, 2009.


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: September 16, 2009

  VALLEY NATIONAL BANCORP
  By:  

/s/    Alan D. Eskow

    Alan D. Eskow
    Senior Executive Vice President and
    Chief Financial Officer
EX-99 2 dex99.htm PRESS RELEASE Press Release

EXHIBIT 99

 

FOR IMMEDIATE RELEASE    Contact:    Dianne M. Grenz
      First Senior Vice President
      Director of Marketing,
      Shareholder & Public Relations
      (973) 305-4005

VALLEY NATIONAL BANCORP RECEIVES APPROVAL FROM U.S. TREASURY

TO REPURCHASE $125 MILLION OF ITS PREFERRED STOCK

Wayne, NJ – Wednesday, September 16, 2009— Valley National Bancorp (NYSE:VLY), the holding company for Valley National Bank, announced today that it has received approval from the U.S. Department of the Treasury for its request to redeem 125,000 out of the 225,000 shares of Valley’s Series A Preferred Stock outstanding and held by the Treasury under the Capital Purchase Program. Valley expects to pay approximately $125.7 million to the Treasury to repurchase the preferred stock (including accrued and unpaid dividends) on September 23, 2009. Valley’s redemption of the shares is not subject to additional conditions or stipulations from the Treasury.

Including Valley’s repurchase of 75,000 shares on June 3, 2009, it will have repaid $200 million of $300 million in senior preferred shares issued to the Treasury under the Capital Purchase Program during November 2008. Management believes that Valley is well positioned to withstand current and future economic challenges. Nevertheless, Valley’s management and board of directors continue to implement an incremental repayment approach to the Capital Purchase Program funds, rather than a full repayment, adopting a cautious strategy based upon the current economic climate. After the September 2009 repayment, we anticipate that Valley will have adequate cash available for potential future repayments of the remaining $100 million in senior preferred shares.

The preferred stock that Valley will repurchase for $125 million currently has a carrying value of $122 million (net of a $3 million unaccreted discount) on Valley’s statement of financial condition. As a result of the repurchase, Valley will accelerate the accretion of the $3 million discount and record a reduction in retained earnings. Additionally, the reduction will be treated in a manner consistent with that for accrued preferred dividends in reporting net income available for common shareholders in the results of operations for the third quarter of 2009.

In connection with the November 2008 issuance of the preferred stock, Valley issued to the Treasury a warrant to purchase approximately 2.4 million shares at $18.66 per share (adjusted for a 5 percent common stock dividend issued on May 22, 2009). This warrant is still held by the Treasury and remains outstanding at this time.

About Valley

Valley is a regional bank holding company, headquartered in Wayne, New Jersey, with over $14 billion in assets. Its principal subsidiary, Valley National Bank, currently operates 199 branches in 135 communities serving 14 counties throughout northern and central New Jersey and Manhattan, Brooklyn and Queens. Valley National Bank is the largest commercial bank headquartered in New Jersey and is committed to


providing the most convenient service, the latest in product innovations and an experienced and knowledgeable staff with a high priority on friendly customer service 24 hours a day, 7 days a week. Valley National Bank offers a wide range of deposit products, mortgage loans and cash management services to consumers and businesses including products tailored for the medical, insurance and leasing business. Valley National Bank’s comprehensive delivery channels enable customers to bank in person, by telephone or online.

For more information about Valley National Bank and its products and services, please visit www.valleynationalbank.com or call Customer Service 24/7 at 1-800-522-4100.

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 new and existing programs and products, relationships, opportunities, taxation, technology and market conditions. These statements may be identified by such forward-looking terminology as “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 those factors disclosed in Valley’s Annual Report on Form 10-K for the year ended December 31, 2008 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.

# # #

-----END PRIVACY-ENHANCED MESSAGE-----