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 21, 1994
VALLEY NATIONAL BANCORP
(Exact Name of Registrant as Specified in Charter)
NEW JERSEY
(State or Other Jurisdiction of Incorporation)
0-11179 22-2477875
(Commission File Number) (IRS Employer Identification No.)
1445 Valley Road, Wayne, New Jersey 07470
(Address of Principal Executive Office)
(201) 305-8800
(Registrant's Telephone Number)
Item 5 - Other Events:
On October 21, 1994, Valley National Bancorp issued a press
release reporting net income of $43.1 million, or $1.60 per share,
for the nine months ended September 30, 1994 and net income of
$14.1 million, or $0.52 per share, for the third quarter ended
September 30, 1994. The Press Release appears as Exhibit 1 to this
Form 8-K.
- 2 -
Item 7 - Exhibits
(1) Press release, dated October 21, 1994
- 3 -
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 24, 1994 By:/s/ Gerald H. Lipkin
Gerald H. Lipkin, Chairman
and Chief Executive Officer
- 4 -
EXHIBIT 1
Gerald H. Lipkin
Valley National Bancorp
(201)305-4001
Edmund R. Belak, Jr.
Georgeson & Company
(212)440-9801
VALLEY NATIONAL BANCORP'S STRONG LOAN GROWTH
CONTINUES TO FUEL INCOME GAIN
WAYNE, New Jersey, October 21, 1994 -- Valley National Bancorp
(NYSE:VLY) today reported net income of $43.1 million, or $1.60 per
share, for the nine months ended September 30, 1994. The results
reflect a 5.4 percent increase above the $40.9 million, or $1.54
per share, recorded during the first nine months of 1993 (1993 per
share amounts were restated for the stock dividend in 1994).
Valley reported net income of $14.1 million, or $0.52 per share,
for the third quarter ended September 30, 1994. The results
represent a 4.2 percent increase above the $13.5 million, or $0.51
per share, earned during the same period in 1993.
Valley's results for the first nine months of 1994 again position
it among the best performing banks in the United States, with an
annualized return on average assets of 1.64 percent and an
annualized return on average equity of 20.7 percent. Valley's
efficiency ratio of 43.9 percent continues to place Valley among
the most efficient banking organizations in the country.
On September 30, 1994, Valley's assets totalled $3.53 billion,
representing a 4.3 percent increase over the $3.38 billion in
assets a year ago. Most significantly, loans increased to $2.0
billion, 15.7 percent above a year ago. Total deposits reached an
all time high of $3.2 billion on September 30, 1994.
Continued growth in core banking operations, decreased amortization
of mortgage servicing rights and reduced expenses from the
consolidation of the People's acquisition were able to offset
higher interest expense on deposits and lower gains on sales of
securities and mortgage loans during the current quarter.
Valley National Bancorp - 3rd Quarter Results
October 21, 1994
Page 2 of 3
Gerald H. Lipkin, Chairman of the Board and Chief Executive Officer
of Valley National, recognized that new challenges lie ahead for
the banking industry, Valley and consumers with the recent
increases in interest rates and the wave of bank mergers. "Through
our strong core earnings, efficient operations and growing
franchise, Valley is poised to meet these new challenges," he said.
"Our recently announced intended acquisitions of Rock Financial
Corporation and American Union Bank will help us enhance our
franchise and meet these challenges."
Net interest income before the provision for possible loan losses
was $104.6 million for the nine months ended September 30, 1994,
representing a 3.5 percent increase above the $101.1 million
recorded during the same period a year ago. For the third quarter
ended September 30, 1994, total net interest income, prior to the
provision for possible loan losses, decreased slightly to $34.8
million, compared with $35.5 million recorded during the third
quarter of 1993 due to an increase in interest expense on deposits.
Non-performing assets, including non-accrual loans and other real
estate owned ("OREO") were $23.0 million, or 1.1 percent of loans
and OREO at September 30, 1994, versus $25.3 million, or 1.3
percent of loans and OREO at June 30, 1994. This compares with
$27.0 million, or 1.5 percent of loans at September 30, 1993.
Loans past due in excess of 90 days and still accruing interest
were $3.9 milion at September 30, 1994 as compared with $4.8
million at June 30, 1994 and $11.7 million at September 30, 1993.
Gains on the sale of securities and loans for the third quarter
amounted to $1.2 million, representing a 45.6 percent decrease from
the $2.7 million recorded in the third quarter of 1993, and for the
1994 nine-month period decreased 40.0 percent to $5.5 million
compared to the $9.1 million in the same period in 1993.
Valley's provision for possible loan losses for the third quarter
and nine-months ended September 30, 1994, was $900 thousand and
$2.7 million, respectively. This compares with a provision for
possible loan losses of $1.5 million and $5.0 million,
respectively, for the same periods in 1993. The allowance for
possible loan losses totalled $35.9 million at September 30, 1994,
or 1.77 percent of loans, net of unearned income, and 156 percent
of non-performing assets.
Valley continues to maintain its strong capital position with total
shareholders' equity of $280.6 million at September 30, 1994,
representing a book value per share of $10.37, a tier one leverage
ratio of 8.09 percent and a risk based capital ratio of 14.55
percent.
Valley National Bancorp - 3rd Quarter Results
October 21, 1994
Page 3 of 3
Valley National Bancorp is a regional bank holding company, whose
principal subsidiary, Valley National Bank operates 58 branches in
Passaic, Bergen, Essex, Hudson and Morris counties in New Jersey.
(FINANCIAL HIGHLIGHTS AND STATEMENTS TO FOLLOW)
VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF INCOME
($ in thousands, except per share data) Three Months Ended
September 30,
1994 1993
Interest Income
Loans, including fees $ 39,284 $ 35,399
Loans held for sale 106 335
Investment securities held to maturity:
Taxable 8,910 11,999
Tax-exempt 3,712 3,169
Dividends 15 14
Investment securities available for sale:
Taxable 5,547 6,505
Dividends 46 9
Federal funds sold and other
short term investments 557 219
Total interest income 58,177 57,649
Interest Expense
Savings deposits 10,623 10,110
Time deposits 12,467 11,602
Federal funds purchased and securities sold
under repurchase agreements 224 196
Other short term borrowings 47 45
Other borrowings 3 217
Total interest expense 23,364 22,170
Net interest income 34,813 35,479
Provision for possible loan losses 900 1,500
Net interest income after provision for possible
loan losses 33,913 33,979
Non-Interest Income
Fees from trust services 186 155
Service charges on deposit accounts 1,434 1,569
Gains on securities transactions, net 1,248 1,089
Fees from mortgage servicing 785 928
Gains on sales of loans 0 1,647
Other 1,450 1,427
Total non-interest income 5,103 6,815
Non-Interest Expense
Salaries and other compensation 7,042 7,028
Employee benefit expense 1,881 1,597
FDIC insurance premiums 1,736 1,667
Occupancy and equipment expense 2,810 3,038
Amortization of intangible assets 597 1,481
Other 3,844 4,327
Total non-interest expense 17,910 19,138
Income before income taxes 21,106 21,656
Income taxes 7,008 8,124
Net income $ 14,098 $ 13,532
Per share data :
Net income per share 0.52 0.51
Weighted average number of shares
outstanding 27,047,818 26,808,256
VALLEY NATIONAL BANCORP
CONSOLIDATED STATEMENTS OF INCOME
($ in thousands, except per share data) Nine Months Ended
September 30,
1994 1993
Interest Income
Loans, including fees $ 111,405 $ 100,889
Loans held for sale 580 335
Investment securities held to maturity:
Taxable 28,926 40,199
Tax-exempt 10,686 9,258
Dividends 46 54
Investment securities available for sale:
Taxable 16,425 16,615
Dividends 89 28
Federal funds sold and other
short term investments 1,203 770
Total interest income 169,360 168,148
Interest Expense
Savings deposits 30,020 30,223
Time deposits 33,847 35,595
Federal funds purchased and securities sold
under repurchase agreements 726 556
Other short term borrowings 13 45
Other borrowings 137 636
Total interest expense 64,743 67,055
Net interest income 104,617 101,093
Provision for possible loan losses 2,700 5,000
Net interest income after provision for possible
loan losses 101,917 96,093
Non-Interest Income
Fees from trust services 560 495
Service charges on deposit accounts 4,301 4,037
Gains on securities transactions, net 5,212 6,664
Fees from mortgage servicing 2,482 2,891
Gains on sales of loans 240 2,422
Other 3,827 3,886
Total non-interest income 16,622 20,395
Non-Interest Expense
Salaries and other compensation 20,622 19,296
Employee benefit expense 5,504 4,867
FDIC insurance premiums 5,166 5,005
Occupancy and equipment expense 8,346 7,686
Amortization of intangible assets 2,108 3,864
Other 11,948 11,841
Total non-interest expense 53,694 52,559
Income before income taxes 64,845 63,929
Income taxes 21,774 22,676
Income before cumulative effect of
accounting change 43,071 41,253
Cumulative effect of accounting change 0 -402
Net income $ 43,071 $ 40,851
Per share data :
Income before cumulative effect of accounting change
$ 1.60 $ 1.55
Cumulative effect of accounting change
0.00 (0.01)
Net income per share 1.60 1.54
Weighted average number of shares
outstanding 26,976,466 26,470,457
VALLEY NATIONAL BANCORP
($ in thousands) SEPTEMBER 30,
Assets 1994 1993
Cash and due from banks $ 106,441 $ 107,587
Federal funds sold 36,875 24,200
Investment securities held to maturity:
U.S. Treasury securities 0 75,911
Obligations of other U.S. government
agencies and corporations 511,446 545,664
Obligations of states and political
subdivisions 327,286 272,011
Other bonds 30,182 91,304
FRB stock 1,021 1,021
Total investment securities
held to maturity 869,935 985,911
Investment securities available for
sale:
U.S. Treasury securities 131,694 188,565
Obligations of other U.S. government
agencies and corporations 262,447 240,743
Equity securities 5,528 871
Total investment securities
available for sale 399,669 430,179
Loans , net of unearned income 2,023,940 1,737,333
Loans held for sale 4,709 16,578
Less: Allowance for possible loan
losses (35,890) (35,658)
Loans, net 1,992,759 1,718,253
Premises and equipment 40,893 39,947
Due from customers on acceptances
outstanding 1,642 531
Accrued interest receivable 21,120 22,930
Other assets 56,064 51,136
Total assets $ 3,525,398 $ 3,380,674
Liabilities
Deposits:
Non-Interest bearing: 409,502 386,638
Savings 1,604,491 1,595,618
Time 1,166,742 1,071,169
Total deposits 3,180,735 3,053,425
Federal funds purchased and securities
sold under agreements to
repurchase 31,106 24,367
Treasury tax and loan account and other
short term borrowings 5,950 6,355
Other borrowings 2,378 14,714
Bank acceptances outstanding 1,642 531
Accrued expenses and other liabilities 22,944 25,190
Total liabilities 3,244,755 3,124,582
Shareholders' Equity
Common stock, no par value, authorized
37,537,500 shares, issued 27,177,567
shares in 1994 and 24,497,639 shares
in 1993 15,274 8,593
Surplus 115,821 46,193
Retained earnings 161,490 203,272
Unrealized loss on securities
available for sale (9,976) 0
282,609 258,058
Cost of shares in treasury
(113,003 common shares in 1994
and 1993) (1,966) (1,966)
Total shareholders' equity 280,643 256,092
Total liabilities and shareholders'
equity $3,525,398 $3,380,674
Valley National Bancorp
Consolidated Financial Highlights
(Dollars in Thousands Except Per Share Amounts)
Three Months Ended
September 30,
1994 1993
Net Income Per Share: 14,098 13,532
Net Income 0.52 0.51
Cash Dividends Declared 0.25 0.20
Return on Average Assets 1.59% 1.59%
Return on Average Shareholders' Equity 20.1% 21.2%
Net Interest Margin on Fully Taxable
Equivalent Basis 4.44 4.67
Weighted Average Shares Outstanding 27,047,818 26,808,256
Nine Months Ended September 30,
Net Income Per Share: 43,071 40,851
Net income 1.60 1.54
Cash Dividends Declared 0.73 0.60
Return on Average Assets 1.64% 1.67%
Return on Shareholders' Equity 20.7% 22.6%
Net Interest Margin on Fully
Taxable Equivalent Basis 4.49 4.63
Weighted Average Shares
Outstanding 26,976,466 26,470,457
At September 30,
Assets $3,525,398 $3,380,674
Deposits 3,180,735 3,053,425
Loans 2,028,649 1,753,911
Shareholders' Equity 280,638 256,092
Book Value Per Share 10.37 9.55
Tier One Leverage Ratio 8.09% 7.39%
Asset Quality
Nonaccrual Loans $ 18,782 $ 20,547
Other Real Estate Owned 4,233 6,486
Total Nonperforming Assets 23,015 27,033
Total Nonperforming Assets as
a % of Loans and OREO 1.13% 1.54%
Loans Past Due 90 Days or More
and Accruing 3,944 11,697
Allowance for Loan Losses
Balance, January 1 35,205 28,772
Balance from acquisition - - 4,466
Net Charge-Offs: -3,610 -3,598
Less: Recoveries 1,594 1,018
Net Charge-Offs -2,016 -2,580
Provision for Loan Losses 2,700 5,000
Balance, September 30 35,890 35,658
Annualized Net Charge-Offs as
a % of Average Loans 0.14% 0.21%
Allowance for Loan Losses as a % of:
Loans 1.77% 2.03%
Nonperforming Assets 156% 132%
Note: 1993 net income per share and weighted average shares
outstanding have been restated to reflect the 10% stock dividend
declared March 22, 1994 for shareholders of record as of April 15,
1994.