Valley National Bancorp (VLY) investor relations material

Strategic rationale and market expansion

• Acquisition of Providence accelerates growth in the Chicago market, enhancing funding profile and expanding retail and small business presence.

• Adds $1.35bn in low-cost core deposits and ~$800mm in wealth management AUM, supporting diversification of deposits, loans, and fee income.

• Pro forma Chicago franchise will have over $2bn in assets, creating a strong local alternative to larger banks.

• Providence's granular deposit base and strong asset quality support sustainable growth and profitability.

• Acquisition aligns with a track record of successful M&A and organic growth, with commercial loans outside NY/NJ growing from 21% to 51% of total.

Transaction structure and financial terms

• Fixed exchange ratio: 4.3854 Valley shares and $21.47 in cash per Providence share (~74% stock, ~26% cash).

• Transaction valued at $247 million, with a price/tangible book value of 1.45x and price/annualized 1H'26 EPS of 9.7x.

• Expected closing in early Q1 2027, subject to regulatory and Providence shareholder approvals.

• Providence CEO to become Market President for Chicago post-closing.

Financial impacts and integration

• Estimated cost savings of ~$10mm (pre-tax), with 75% realized in 2027 and full run-rate thereafter; restructuring charges of $17mm.

• 2028 EPS accretion projected at ~2%, with tangible book value dilution under 1% and earnback in less than 3 years.

• Internal rate of return expected to exceed 20%, with limited integration risk due to Providence's size and thorough due diligence.

• Comprehensive diligence included review of 65% of total loan portfolio and all commercial loans over $1.5mm.