The merger is a small bolt-on acquisition for Valley (2.3% pro forma ownership). Monitor the Providence shareholder vote on December 14, 2026 and regulatory approvals from the Federal Reserve, OCC, and Illinois DOB. The fixed exchange ratio means the deal value fluctuates with Valley's stock price.
Price Chart
Executive Summary
Valley National Bancorp filed Amendment No. 1 to its S-4 registration statement, which includes a proxy statement/prospectus for the proposed merger with Providence Financial Corporation. Under the merger agreement, each share of Providence common stock will be exchanged for $21.47 in cash and 4.3854 shares of Valley common stock. The transaction is expected to close in early 2027, subject to Providence shareholder approval, regulatory approvals, and other customary conditions. Based on October 26, 2026 prices, the implied value per Providence share was approximately $83.08.
Key Facts
- Merger consideration: $21.47 cash plus 4.3854 Valley shares per Providence share.
- Valley expects to issue approximately 12,991,716 shares and pay ~$63.6 million in cash.
- Providence shareholders will own ~2.3% of the combined company; existing Valley holders ~97.7%.
- Providence special meeting scheduled for December 14, 2026; closing expected in early 2027.
- Termination fee of $11,115,000 payable by Providence under certain circumstances.
- Regulatory applications filed September 21, 2026; approvals needed from Federal Reserve, OCC, and Illinois DOB.
- Providence had $1.6B in assets, $1.1B in loans, $1.3B in deposits, and $194.9M in equity as of June 30, 2026.
- Valley had $66.3B in assets, $51.9B in net loans, $54.1B in deposits, and $7.9B in equity as of June 30, 2026.
- Providence directors holding ~18.9% of shares have agreed to vote in favor via voting agreements.
- Providence preferred stock (Series B and C) to be redeemed at $1,000 per share plus unpaid dividends.
Financial Impact
Valley to issue ~12.99M new shares (2.3% dilution) and pay ~$63.6M cash. Providence preferred stock redemption at $1,000/share plus unpaid dividends.
Risk Factors
- Failure to obtain Providence shareholder approval or regulatory approvals could delay or terminate the deal.
- Integration risks and potential loss of key Providence employees.
- Market value of stock consideration fluctuates with Valley's share price.
- Providence may owe an $11.1M termination fee if the deal fails under certain conditions.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 9 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-4/A Filing (Primary) | 0001193125-26-439966 |
| Document: d107115dex51.htm | 0001193125-26-439966 |
| Document: d107115dex991.htm | 0001193125-26-439966 |
| Document: d107115dex82.htm | 0001193125-26-439966 |
| Document: d107115dex81.htm | 0001193125-26-439966 |
| Document: d107115dex231.htm | 0001193125-26-439966 |
| Document: 0001193125-26-439966-index-headers.html | 0001193125-26-439966 |
| Document: 0001193125-26-439966-index.html | 0001193125-26-439966 |
| Document: 0001193125-26-439966.txt | 0001193125-26-439966 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 30, 2026 2d ago | S-4/A | $14.23 | awaiting T+20 | awaiting T+20 | $14.14 (−0.63%) |
Oct 22, 2026 10d ago | 8-K | No price | awaiting T+20 | awaiting T+20 | No price |
Oct 22, 2026 10d ago | Press Release | $13.81 | awaiting T+20 | awaiting T+20 | $14.14 (+2.39%) |
Oct 21, 2026 11d ago | S-4 | $13.02 | awaiting T+20 | awaiting T+20 | $14.14 (+8.60%) |
Sep 28, 2026 4w ago | 8-K | $12.78 $14.05 | ▲ +9.94% | ▲ +9.97% | $14.14 (+10.64%) |
Sep 28, 2026 4w ago | Press Release | $12.78 $14.05 | ▲ +9.94% | ▲ +9.97% | $14.14 (+10.64%) |
Aug 25, 2026 9w ago | 425 / 8-K | $14.10 $12.87 | ▼ −8.72% | ▼ −9.70% | $14.14 (+0.28%) |
Jul 23, 2026 14w ago | 8-K | $14.45 $14.12 | ▼ −2.28% | ▼ −5.59% | $14.14 (−2.15%) |
Apr 23, 2026 27w ago | Press Release | $13.77 $13.20 | ▼ −4.11% | ▼ −8.95% | $14.14 (+2.69%) |
Apr 7, 2026 29w ago | Press Release | $12.96 $13.65 | ▲ +5.32% | ▼ −3.22% | $14.14 (+9.10%) |
US Market Status
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