WAYNE, N.J. - Monday, November 3, 2014 - Valley National Bancorp (NYSE: VLY) ("Valley"), the holding company of Valley National Bank, announced that its merger with 1st United Bancorp, Inc. ("1st United") (Nasdaq: FUBC) was completed effective November 1, 2014.
Valley will issue approximately 30.7 million shares of common stock in the transaction. The common shareholders of 1st United will receive 0.89 of a share of Valley common stock for each 1st United share they own.
"We are extremely excited about our expansion into Florida, one of the best growth markets in the United States," said Gerald H. Lipkin, Chairman, President & CEO of Valley. Mr. Lipkin added, "With this acquisition, we add a solid institution located in some of the most attractive areas of Florida that should provide us the necessary foundation for the initial introduction of the Valley brand and for future growth opportunities in the region. More importantly, we will be joined by 1st United's highly qualified banking team with the knowledge and experience to serve the local customer needs. We believe the combined size and synergies of the two companies will make us uniquely positioned to take full advantage of Valley's wide-range of financial services and products within this new high growth market, and complement our continuous efforts to expand the Valley brand throughout our New Jersey and New York footprint."
1st United Bank, 1st United's principal subsidiary commercial bank which operates 20 branches in southeast and central Florida, including Brevard, Broward, Hillsborough, Indian River, Miami-Dade, Orange, Palm Beach, and Pinellas Counties, was merged into Valley National Bank. Full systems integration is expected to be completed during the first quarter of 2015.
Valley National Bancorp is a regional bank holding company headquartered in Wayne, New Jersey with over $18 billion in assets. Its principal subsidiary, Valley National Bank, currently operates 224 branch locations serving 24 counties throughout northern and central New Jersey, the New York City boroughs of Manhattan, Brooklyn, Queens and Long Island, and southeast and central Florida. Valley National Bank is one of the largest commercial banks 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. For more information about Valley National Bank and its products and services, please visit www.valleynationalbank.com or call our Customer Service Center 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, 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:.
- a severe decline in the general economic conditions of New Jersey, New York Metropolitan area and Florida;
- unexpected changes in market interest rates for interest earning assets and/or interest bearing liabilities;
- less than expected cost savings from long-term borrowings that mature from 2015 to 2017;
- government intervention in the U.S. financial system and the effects of and changes in trade and monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve;
- claims and litigation pertaining to fiduciary responsibility, contractual issues, environmental laws and other matters;
- our inability to pay dividends at current levels, or at all, because of inadequate future earnings, regulatory restrictions or limitations, and changes in the composition of qualifying regulatory capital and minimum capital requirements (including those resulting from the U.S. implementation of Basel III requirements);
- higher than expected loan losses within one or more segments of our loan portfolio;
- declines in value in our investment portfolio, including additional other-than-temporary impairment charges on our investment securities;
- unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments or other factors;
- unanticipated credit deterioration in our loan portfolio;
- unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather or other external events;
- higher than expected tax rates, including increases resulting from changes in tax laws, regulations and case law;
- an unexpected decline in real estate values within our market areas;
- higher than expected FDIC insurance assessments;
- the failure of other financial institutions with whom we have trading, clearing, counterparty and other financial relationships;
- lack of liquidity to fund our various cash obligations;
- unanticipated reduction in our deposit base;
- potential acquisitions that may disrupt our business;
- legislative and regulatory actions (including the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act and related regulations) subject us to additional regulatory oversight which may result in higher compliance costs and/or require us to change our business model;
- changes in accounting policies or accounting standards;
- our inability to promptly adapt to technological changes;
- our internal controls and procedures may not be adequate to prevent losses;
- the inability to realize expected revenue synergies from the 1st United merger in the amounts or in the timeframe anticipated;
- costs or difficulties relating to the 1st United integration matters might be greater than expected;
- inability to retain customers and employees, including those of 1st United;
- lower than expected cash flows from purchased credit-impaired loans;
- cyber 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; and
- other unexpected material adverse changes in our operations or earnings.
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, 2013.
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.