Valley National Bancorp · NASDAQ:VLY
Valley National Bancorp — Merger or Acquisition (May 2011)
31 slides from Valley National Bancorp's merger presentation, May 4, 2011
Slide 1: Investor Presentation
EXHIBIT 99.1 Investor Presentation
Slide 2: Forward Looking Statements
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 n
Slide 3: Additional Information and Where to Find it
Additional Information and Where to Find it This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed merger, Valley intends to file a proxy statement/prospectus with the Se
Slide 4: Shareholder Returns
Shareholder Returns Historical Financial Data (1) (Dollars in millions, except for share data) Diluted Earnings Per Return on Return on Cash Dividends Net Income Common Average Average Declared Per Period End Total Assets (2) Share Assets Equity Common Share Common Stock Splits and Dividends 3/31/20
Slide 5: Valley National Bank Today
Valley National Bank Today About Valley Significant Attributes Regional Bank Holding Company Consistent Shareholder Returns Approximately $14.4 Billion in Focus on Credit Quality Assets Conservative Strategies Headquartered in Wayne, New Affluent and Heavily Populated Jersey Footprint th 46 Largest
Slide 6: Management Approach
Management Approach Large Bank that Operates and Feels Like a Small Closely Held Company Large percentage of retail ownership Long-term investment approach Focus on cash and stock dividends Large insider ownership, family members, retired employees and retired directors Market Cap of $2.3 Billion Ap
Slide 7: Valley’s 1Q 2011 Highlights
Valley’s 1Q 2011 Highlights Loan Growth Total loans increased by $180.4 million linked quarter, or 7.7% on an annualized basis, to $9.5 billion Commercial & Industrial: 7.57% annualized growth linked quarter Commercial Real Estate: 7.31% annualized growth linked quarter Residential Mortgage: 25.44%
Slide 8: Equity Composition / Ratios
Equity Composition / Ratios* As of “Well Capital Ratios 03/31/2011 Capitalized” Tangible Common Equity / 6.88% N/A Tangible Assets Tangible Common Equity / 9.18% N/A Risk-Weighted Assets Tier I Common Ratio 9.32% N/A Tier I 11.00% 6.00% Tier II 13.01% 10.00% Leverage 8.32% 5.00% Book Value $7.71 N/A
Slide 9: Asset and Loan Composition
Asset and Loan Composition Non-Covered Loans (Gross) = $9.2 Billion Construction Loans 5% Total Assets = $14.4 Billion *Other Assets includes bank owned branch locations carried at a cost estimated by management to be significantly less than the As of 03/31/2011 current market value. 9
Slide 10: Diversified Commercial Real Estate Portfolio
Diversified Commercial Real Estate Portfolio Primary Property $ Amount % of Average Type (Millions) Total LTV Retail 887 27% 49% Industrial 652 20% 52% Office 430 13% 54% Mixed Use 366 11% 45% Apartments 364 11% 52% Healthcare 233 7% 60% Specialty 209 6% 49% Residential 79 2% 49% Land Loans 65 2% 63
Slide 11: Retail Composition of Commercial Real Estate
Retail Composition of Commercial Real Estate % of Average Retail Property Type Total LTV Multi-Tenanted -Anchor 27% 49% Single Tenant 22% 50% Multi-Tenanted - No Anchor 18% 53% Auto Dealership 12% 51% Private & Public Clubs 6% 31% Food Establishments 6% 53% Private Education Facilities 4% 51% Entert
Slide 12: Construction Loan Composition
Construction Loan Composition Total (Non-Covered) Construction Loans $373 - Million $ Amount % of Primary Property Type (Millions) Total Residential 149 40% Retail 56 15% Land Loans 50 14% Mixed Use 36 10% Apartments 30 8% Other 16 4% Office 12 3% Specialty 12 3% Healthcare 7 2% Industrial 5 1% -Con
Slide 13: Loan Quality 1992 1Q 2011
Loan Quality 1992 1Q – 2011 Total Loan Portfolio Recession *Non-Current Loans: Loans and leases 90 days or more past due plus loans in non accrual status, as a percent of gross loans and leases. Source – FDIC 13
Slide 14: Net Charge-offs to Average Loans
Net Charge-offs to Average Loans 2003 -2010 1Q 2011 Peer group consists of banks with total assets between $3 billion and $50 billion. Source - SNL Financial As of 4/29/11 14
Slide 15: Investment Portfolio
Investment Portfolio 2011 Investment Types 2007 40% GSE MBS (GNMA) 3% 18% GSE MBS (FNMA/FHLMC) 49% 12% Trust Preferred 12% 9% State, County & Municipals 7% 8% US Treasury 0% 7% Other 7% 3% Corporate Debt 17% 3% Private Label MBS 5% $3.2 Billion Investment Portfolio $3.1 Billion 2.44 Years Duration o
Slide 16: Securities by Investment Grade
Securities by Investment Grade AAA Rated 71% AA Rated 5% A Rated 5% BBB Rated 6% Non Investment Grade 4% Not Rated 9% As of 03/31/2011 16
Slide 17: Deposits and Borrowings Composition
Deposits and Borrowings Composition Total Deposits = $9.7 Billion Total Liabilities = $13.1 Billion As of 03/31/2011 17
Slide 18: Merger Overview
AY SAISON Inienl@l @&STATEBANCORP INC. Merger Overview V Valley National Bank
Slide 19: Strategic Rationale for Transaction
Strategic Rationale for Transaction • Powerful Super Community Bank Franchise – Strategiceastwardgeographicextensioninto a contiguousmarketfor Valley – Strong middle market commercial lender which matches up with Valley’s historic strengths – Significant core deposit funding franchise – Utilizes str
Slide 20: Summary of Key Terms
Summary of Key Terms *Adjusted to reflect the 5% stock dividend declared by Valley on 4/13/11 **Calculations based on Valley’s 10 day average closing share price (4/14/11 – 4/28/11) 20
Slide 21: Valley’s Eastward Expansion
Valley’s Eastward Expansion • New York City – Acquired Merchants Bank in 2001 (7 branches) – Opened 7 De Novo locations – Acquired 2 locations with LibertyPointe and Park Avenue acquisitions • Brooklyn and Queens – Opened 13 De Novo locations since 2007 – Acquired deposits and lending relationships
Slide 22: Strategic Fit
Strategic Fit Valley’s New York Expansion Continues 2001 Total NY Relationships •$950 million in NY deposits •$473 million in NY loans* 2011 Total NY Relationships VLY NJ Branches - 169 2001 Merchant’s Branches •$2.9 billion in NY deposits Manhattan - 7 •$2.1 billion in NY loans** 2001+ De Novo Bran
Slide 23: Demographic Overview
Demographic Overview • Familiar & Strong Demographics – High net worth marketplace – Population density – Large average deposits per branch – Significant number of businesses within marketplace * Core Market Includes Passaic, Morris, Hudson, Essex and Bergen Counties 23
Slide 24: Future Opportunities
Future Opportunities • Ability to lever Valley’s capital to grow Long Island Franchise – Opportunity to fill in Nassau and Suffolk county geography • Consumer Lending – Opportunity to introduce new products (State Bancorp does not actively pursue consumer lending relationships) • Valley’s residentia
Slide 25: Pro-Forma Impact
Pro-Forma Impact * Pro-Forma assets, loans and deposits have not been adjusted to reflect purchase accounting adjustments. (1) Adjusted to reflect Valley’s 5% stock dividend declared on April 13, 2011 25
Slide 26: Pro-Forma Impact: Loan Mix
Pro-Forma Impact 3/31/2011 Loan Mix 26
Slide 27: Pro-Forma Impact: Deposit Mix
Pro-Forma Impact 3/31/2011 Deposit Mix 27
Slide 28: Acquisition History
Acquisition History • Customer Friendly • Seamless Transitions • Employee Friendly • Quick Conversions 28
Slide 29: For More Information
For More Information Log onto our web site: www.valleynationalbank.com E-mail requests to: dgrenz@valleynationalbank.com Call Shareholder Relations at: (973) 305-3380 Write to: Valley National Bank 1455 Valley Road Wayne, New Jersey 07470 Attn: Dianne M. Grenz, First Senior Vice President Director o
Slide 30: Non-GAAP Disclosure Reconciliations
03/31/2011 Non-GAAP Disclosure Reconciliations ($ in Thousands) Total Equity $1,307,524 Total Assets $14,363,839 Less: Net unrealized gains on securities available Less: Goodwill & Other Intangible Assets (343,214) for sale (14,042) Total Tangible Assets (TA) $14,020,625 Plus: Accumulated net gains
Slide 31: Non-GAAP Disclosure Reconciliations
03/31/2011 Non-GAAP Disclosure Reconciliations ($ in Thousands) Common Shares Outstanding 169,678,227 Shareholders’Equity $1,307,524 Less: Goodwill and Other Intangible Assets (343,214) Tangible Shareholders’ Equity $964,310 Tangible Book Value $5.68 31
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