EX-99.2 3 a4q22earningspresentatio.htm EX-99.2 a4q22earningspresentatio
4 Q 2 2 E a r n i n g s P r e s e n t a t i o n J a n u a r y 2 6 , 2 0 2 3 Exhibit 99.2


 
Forward Looking Statements This presentation 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 our business, 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 “intend,” “should,” “expect,” “believe,” “view,” “opportunity,” “allow,” “continues,” “reflects,” “would,” “could,” “typically,” “usually,” “anticipate,” “may,” “estimate,” “outlook,” “target,” “project,” 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: the impact of unfavorable macroeconomic conditions or downturns, instability or volatility in financial markets and other events and factors outside of our control, such as U.S. and global recession concerns, geopolitical concerns including the conflict between Russia and Ukraine, inflationary pressures, labor and market volatility, supply chain issues, and the COVID-19 pandemic or other public health crisis; risks associated with our acquisition of Bank Leumi USA, including the inability to realize expected cost savings and synergies from the Bank Leumi USA acquisition in the amounts or timeframe anticipated; , greater than expected costs or difficulties relating to Bank Leumi USA integration matters; , the any inability to retain customers and qualified employees of Bank Leumi USA; and the potential for greater than expected non- recurring charges related to the Bank Leumi USA acquisition; the continued impact of COVID-19 and any future resurgences on the U.S. and global economies, including business disruptions, reductions in employment, supply chain interruptions, inflation, Federal Reserve actions impacting the level of market interest rates and an increases in business failures, specifically among our clients; the continued impact of COVID-19, as well as on our business, our employees and our ability to provide services to our customers and respond to their needs as more cases and new variants of COVID-19 may arise in our primary markets; continued deterioration in general business and economic conditions or turbulence in domestic or global financial markets; the impact of forbearances or deferrals we are required or agree to as a result of customer requests and/or government actions, including, but not limited to our potential inability to recover fully deferred payments from the borrower or the collateral; the risks related to the discontinuation replacement of the London Interbank Offered Rate with Secured Overnight Financing Rate and other reference rates, including increased expenses and litigation and the effectiveness of hedging strategies; damage verdicts or settlements or restrictions related to existing or potential class action litigation or individual litigation arising from claims of violations of laws or regulations, contractual claims, breach of fiduciary responsibility, negligence, fraud, environmental laws, patent or trademark infringement, employment related claims, and other matters; a prolonged downturn in the economy, mainly in New Jersey, New York, Florida, Alabama, California, and Illinois, as well as an unexpected decline in commercial real estate values within our market areas; higher or lower than expected income tax expense or tax rates, including increases or decreases resulting from changes in uncertain tax position liabilities, tax laws, regulations and case law; the inability to grow customer deposits to keep pace with loan growth; a material change in our allowance for credit losses under CECL due to forecasted economic conditions and/or unexpected credit deterioration in our loan and investment portfolios; the need to supplement debt or equity capital to maintain or exceed internal capital thresholds; greater than expected technology related costs due to, among other factors, prolonged or failed implementations, additional project staffing and obsolescence caused by continuous and rapid market innovations; the loss of or decrease in lower-cost funding sources within our deposit base, including our inability to achieve deposit retention targets under Valley's branch transformation strategy; cyber-attacks, ransomware 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; results of examinations by the Office of the Comptroller of the Currency (OCC), the Federal Reserve Bank (FRB), the Consumer Financial Protection Bureau (CFPB) and other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our allowance for credit losses, write-down assets, reimburse customers, change the way we do business, or limit or eliminate certain other banking activities; our inability or determination not to pay dividends at current levels, or at all, because of inadequate earnings, regulatory restrictions or limitations, changes in our capital requirements or a decision to increase capital by retaining more earnings; unanticipated loan delinquencies, loss of collateral, decreased service revenues, and other potential negative effects on our business caused by severe weather, the COVID-19 pandemics or other public health crises, acts of terrorism or other external events; and unexpected significant declines in the loan portfolio due to the lack of economic expansion, increased competition, large prepayments, changes in regulatory lending guidance or other factors. 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, 2021. The financial results and disclosures included in this presentation are preliminary. Final 2022 financial results and other disclosures will be reported in our Annual Report on Form 10-K for the year ended December 31, 2022, and may differ materially from the results and disclosures in this document due to, among other things, the completion of final review procedures, the occurrence of subsequent events, or the discovery of additional information. We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in our expectations, except as required by law. 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.


 
3 $10.35 $10.85 $11.57 $12.23 $6.73 $7.25 $7.94 $8.15 2019 2020 2021 2022 Equity per Share Measures Book Value (GAAP) Tangible Book Value (non-GAAP) 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. Consistent Financial Improvement 0.93% 0.96% 1.14% 1.09% 0.98% 0.99% 1.19% 1.25% 2019 2020 2021 2022 Return on Average Assets Reported (GAAP) Adjusted (non-GAAP) $898 $1,119 $1,210 $1,656 $898 $1,075 $1,125 $1,642 2019 2020 2021 2022 Net Interest Income ($mm) Reported (GAAP) Ex-PPP (non-GAAP) $0.87 $0.93 $1.12 $1.14 $0.92 $0.96 $1.17 $1.31 2019 2020 2021 2022 Earnings per Share Dil. EPS (GAAP) Dil. EPS (non-GAAP) 1 2019 2020 2021 2022 NIM (FTE) 2.95% 3.03% 3.17% 3.45% 1 1 1


 
4 2022 Highlights Balance Sheet Growth and Resilience ▪ Strong and Diverse Organic Loan and Deposit Growth Across Business Lines and Geographies ▪ Preservation of Sub-100% Loan / Deposit Ratio ▪ Significant Net Interest Margin Improvement Continued Credit Strength ▪ Non-Accrual Loans Declined to 0.57% of Total Loans from 0.70% in 2021 ▪ Allowance for Credit Losses for Loans / Non-Accrual Loans Increased to 170% from 150% in 2021 ▪ 2022 Net Charge-Offs were Stable at 0.05% of Average Loans Key Business Initiatives ▪ Successfully Completed the Acquisition of Bank Leumi USA, the Largest Transaction in Our History ▪ Continue to Prioritize Service Excellence and Holistic Approach to Customer Relationships ▪ Double-Digit Growth in Niche Deposit Verticals (HOA, Cannabis, Digital, National Deposits) ▪ Introduced Additional Diverse Funding Niches from Bank Leumi (International & Technology, Private Banking) ▪ Continued Loan Growth from New Market Expansion Efforts (Los Angeles, Chicago, Atlanta, Nashville)


 
5 4Q22 3Q22 4Q21 4Q22 3Q22 4Q21 Net Income ($mm) $177.6 $178.1 $115.0 $182.9 $181.5 $125.0 Return on Average Assets Annualized 1.25% 1.30% 1.08% 1.29% 1.32% 1.18% Return on Average Assets, ex. PPP 1 Annualized -- -- -- 1.28% 1.32% 1.08% Efficiency Ratio (Non-GAAP) -- -- -- 49.3% 49.8% 49.4% Diluted Earnings Per Share $0.34 $0.34 $0.27 $0.35 $0.35 $0.29 Pre-Provision Net Revenue 2 ($mm) $252.4 $248.5 $169.0 $263.0 $256.3 $178.8 PPNR / Average Assets 2 Annualized 1.77% 1.81% 1.59% 1.85% 1.87% 1.68% GAAP Reported Non-GAAP Adjusted 1 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 2 Pre-provision net revenue equals net interest income plus total non-interest income less total non-interest expense; PPNR / Avg. Assets is presented on an annualized basis; Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 4Q 2022 Financial Highlights Adjusted earnings stability reflects net interest income expansion offset by a higher provision and lower non- interest income, reflecting a decline in swap revenue. Loan growth remains strong as payoffs continue to slow.


 
6 Multifamily 17% Non Owner-Occupied CRE 24% Healthcare CRE 5% Owner-Occupied CRE 9% C&I 19% Consumer 7% Residential R.E. 11% Construction 8% CRE 46% C&I 28% Other 26% New Loan Originations ($bn) 1 Loan classifications according to call report schedule which may not correspond to classifications outlined in earnings release. 2 CRE includes multifamily, non-owner occupied CRE and healthcare CRE; C&I includes owner-occupied CRE and C&I; Other includes construction, residential RE and Consumer. 3 Cumulative Beta is measured as the change in Valley’s quarterly average loan yield since the quarter preceding the rate hike cycle (4Q21) as a percentage of the change in the average quarterly Fed Funds Upper Bound over the same period. Slower Payoffs Continue to Enhance Loan Growth Gross Loans ($bn) $45.2 $46.9 9/30/2022 12/31/2022 12/31/2022 Loan Composition 1, 2 4Q22 Annualized: +15.3% $2.5 $2.6 $3.6 $2.7 $2.6 3.23% 3.32% 4.08% 5.21% 6.20% 3.83% 3.67% 3.91% 4.48% 5.20% 4Q21 1Q22 2Q22 3Q22 4Q22 Origination Volume (Gross) New Origination Rate Avg. Portfolio Rate Cumulative Loan Beta (Current Cycle) 3 Avg. Fed Funds (Upper) Avg. Loan Yield Cumulative Beta 4Q21 0.25% 3.83% -- 1Q22 0.30% 3.67% -- 2Q22 0.96% 3.91% 11% 3Q22 2.39% 4.48% 30% 4Q22 3.82% 5.20% 38%


 
7 Deposit Growth Supporting Loans Deposit Balance Trends ($bn) 20.3 23.6 23.6 11.7 15.4 14.5 3.7 6.3 9.6 35.6 45.3 47.6 12/31/2021 09/30/2022 12/31/2022 Savings & Interest Checking Non-Interest Time 12% 32% 56% 20% 30% 50% Avg. Fed Funds vs. Deposit Costs (%) 0.15% 0.14% 0.19% 0.59% 1.36% 0.25% 0.30% 0.96% 2.39% 3.82% 4Q21 1Q22 2Q22 3Q22 4Q22 Total Deposits Average Fed Funds (Upper) 4Q22 Annualized: +20.5% Cumulative Beta (Current Cycle) 1 1 Cumulative Beta is measured as the change in Valley’s quarterly average deposit costs since the quarter preceding the rate hike cycle (4Q21) as a percentage of the change in the average quarterly Fed Funds Upper Bound over the same period. Avg. Fed Funds (Upper) Total Cost of Deposits Cumulative Beta 4Q21 0.25% 0.15% -- 1Q22 0.30% 0.14% -- 2Q22 0.96% 0.19% 5% 3Q22 2.39% 0.59% 20% 4Q22 3.82% 1.36% 34%


 
8 Net Interest Income Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 Net Interest Income (FTE) 316 318 420 455 467 PPP Impact 1 (17) (7) (4) (2) (1) NII ex PPP 299 311 415 454 466 Earning Asset Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 Avg. Earning Assets 39,193 40,283 48,891 50,531 52,405 PPP Impact 1 (642) (298) (228) (106) (62) Earning Assets ex PPP 38,551 39,985 48,663 50,425 52,343 NIM Analysis 4Q21 1Q22 2Q22 3Q22 4Q22 NII ex PPP (FTE) 299 311 415 454 466 Earning Assets 38,551 39,985 48,663 50,425 52,343 NIM ex PPP (FTE) 3.10% 3.11% 3.42% 3.60% 3.57% Reported GAAP Net Interest Income ($mm) and Margin Net Interest Margin Net Interest Income ($mm) and Margin Ex-PPP (non-GAAP) 1, 2 $316 $318 $420 $455 $467 3.23% 3.16% 3.43% 3.60% 3.57% 4Q21 1Q22 2Q22 3Q22 4Q22 Net Interest Income ($mm, GAAP) NIM $299 $311 $416 $454 $466 3.10% 3.11% 3.42% 3.60% 3.57% 4Q21 1Q22 2Q22 3Q22 4Q22 NII ($mm) NIM All metrics are represented on a full tax equivalent basis 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 2 4Q22, 3Q22 and 2Q22 PPP impact includes average balance, interest income, and purchased loan accretion for PPP loans acquired from Bank Leumi.


 
9 $20.7 $31.5 $31.0 $4.3 $10.7 $7.3 $6.5 $13.0 $13.6 $6.7 $0.9 $0.9 $38.2 $56.2 $52.8 4Q21 3Q22 4Q22 Other Non-Interest Income Swap Income Trust, Investment & Insurance Gain on Sale of Loans Other $18.0 34% Trust, Investment & Insurance $13.6 26% Loan Servicing Fees $2.6 5% Service Charges $10.3 19% Gain-on-Sale of Loans, net $0.9 2% Swap Fees $7.3 14% 4Q22 Non-Interest Income Composition ($mm) Fee Income $52.8mm Non-Interest Income ($mm)


 
10 253.8 255.7 7.8 10.6 261.6 266.2 3Q22 4Q22 Adjusted Reported 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. Sums may be inconsistent due to rounding. Non-Interest Expense Non-Interest Expenses ($mm) Efficiency Ratio Trend 1 49.4% 49.8% 49.3% 52.0% 49.9% 49.4% 4Q21 3Q22 4Q22 4Q21 3Q22 ex-PPP 4Q22 Operating Leverage 1 7% 20% 3% 16% Q/Q Growth Annualized (4Q22 / 3Q22) 4-Year CAGR (4Q22 / 4Q18) Adj. Revenue ex-PPP Adj. Expenses


 
11 0.70% 0.65% 0.72% 0.65% 0.57% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 Asset Quality Non-Accrual Loans / Total Loans Loan Loss Provision ($mm) Allowance for Credit Losses for Loans / Total Loans 0.99% 1.03% 1.10% 1.07% 1.13% 1.10% 1.03% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/22 Net Charge-offs ($mm) 1 Excludes $62.4mm of charge-offs related to PCD loans acquired from Leumi and recognized upon completion of the merger in accordance with GAAP. Sums may be inconsistent due to rounding. $(1) $(0) $2 $(6) $22 (0.01%) 0.00% 0.02% (0.05%) 0.19% 4Q21 1Q22 2Q22 3Q22 4Q22 Net Charge-offs NCOs / Avg. Loans $5.4 $3.5 $2.7 $1.8 $7.3 $6.2 $41.0 4Q21 1Q22 2Q22 3Q22 4Q22 Provision Non-PCD Acquired Loans 1 2022 NCOs / Avg. Loans: 0.05%


 
12 Equity & Capitalization $7.94 $7.93 $7.71 $7.87 $8.15 $11.57 $11.60 $11.84 $11.98 $12.23 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 TBV per share Book Value per share Book Value and Tangible Book Value per Share 1 Equity Capitalization Level 1 1 Please refer to the Non-GAAP Disclosure Reconciliation in Appendix. 7.98% 7.96% 7.46% 7.40% 7.44% 11.70% 11.70% 11.40% 11.22% 11.14% 12/31/2021 3/31/2022 6/30/2022 9/30/2022 12/31/2022 Tangible Common Equity / Tangible Assets Equity / Assets Holding Company Capital Ratios 12/31/21 9/30/22 12/31/22 Tier 1 Leverage 8.88 8.31 8.23 Common Equity Tier 1 10.06 9.09 9.01 Tier 1 Risk-Based 10.69 9.56 9.46 Total Risk-Based 13.10 11.84 11.63 4Q22 TBV +14% Annualized


 
13 • Between 7% - 9%. (based on 12/31/2022 gross loans of $46.9 billion) 2023 Loan Growth • Year-over-year growth of 16% - 18% (from full-year 2022 net interest income of $1,656 million) Net Interest Income • Year-over-year growth of 10.5% - 12.5% (based on 2022 reported expenses less merger charges of $954 million) Non-Interest Expense • 2023 efficiency at or below current levelsEfficiency Ratio • Approximately 28%2023 Tax Rate 2023 Targets & Outlook The Company is providing this outlook only on a non-GAAP basis because not all of the information necessary for a quantitative reconciliation of forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measure is available without unreasonable effort, primarily due to uncertainties relating to the occurrence or amount of these adjustments that may arise in the future. Based on past reported results, any such excluded items could be material, individually or in the aggregate, to the reported results.


 
A p p e n d i x


 
15 CRE Detail as of 12/31/2022 Portfolio by Collateral Type Apartment & Residential 29% Retail 19% Mixed Use 10% Office 10% Industrial 11% Healthcare 11% Specialty & Other 10% Portfolio by Geography Florida 25.5% New Jersey 20.0% Other 20.2% Other NYC Boroughs 13.7% Manhattan (Multifamily) 6.3% Manhattan (Other) 4.4% New York (ex. NYC) 9.9% Geography Outstanding ($BN) % of Total Wtd. Avg. LTV Wtd. Avg. DSCR Florida $6.6 25.5% 61% 1.94x New Jersey $5.1 20.0% 61% 1.73x Other NYC Boroughs $3.5 13.7% 56% 1.49x Manhattan $2.8 10.7% 38% (53% ex Co-Ops) 1.66x New York (ex. NYC) $2.5 9.9% 55% 1.81x Other $5.2 20.2% 64% 1.74x Total $25.7 100.0% 58% 1.75x $25.7bn $25.7bn Sums may be inconsistent due to rounding.


 
16 December 31, September 30, December 31, December 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2022 2021 2022 2021 2020 2019 Adjusted net income available to common shareholders (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 $568,851 $473,840 $390,606 $309,793 Less: Gain on sale leaseback transactions (net of tax) (a) — — — — — — (56,414) Add: Losses on extinguishment of debt (net of tax) — — — — 6,024 8,649 22,992 Add: Losses (gains) on available for sale and held to maturity securities transactions (net of tax) (b) 5 (24) 9 (69) (390) (377) 108 Add: Severance expense (net of tax) (c) — — — — — 1,489 3,477 Add: Tax credit investment impairment (net of tax) (d) — — — — — — 1,746 Add: Litigation reserves (net of tax) (e) — — — — 1,505 — — Add: Provision for credit losses for non-PCD loans and HTM securities (net of tax) (f) — — 4,471 29,282 4,471 — — Add: Merger related expenses (net of tax) (g) 5,285 3,360 5,491 52,388 6,698 1,371 11,929 Add: Income tax expense (benefit) (h) — — — — — — 31,123 Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Dividends on preferred stock 3,630 3,172 3,172 13,146 12,688 12,688 12,688 Net income available to common shareholders, as adjusted (Non-GAAP) $179,251 $178,283 $121,837 $637,306 $479,460 $389,050 $314,170 (a) The gain on sale leaseback transactions is included in gains on the sales of assets within other non-interest income. (b) Included in (losses) / gains on securities transactions, net. (c) Severance expenses are included in salary and employee benefits expense. (d) Impairment is included in the amortization of tax credit investments. (e) Litigation reserve included in professional and legal fees. (f) Represents provision for credit losses for non-PCD loans and unfunded credit commitments acquired in bank acquisitions. (g) Merger related expenses are primarily within salary and employee benefits expense, technology, furniture and equipment expense and professional and legal fees. (h) Income tax expense related to reserves for uncertain tax positions in 2019. Adjusted per common share data (Non-GAAP): Net income available to common shareholders, as adjusted (Non-GAAP) $179,251 $178,283 $121,837 $637,306 $479,460 $389,050 $314,170 Average number of shares outstanding 506,359,704 506,342,200 411,775,590 485,434,918 407,445,379 403,754,356 337,792,270 Basic earnings, as adjusted (Non-GAAP) $0.35 $0.35 $0.30 $1.31 $1.18 $0.96 $0.93 Average number of diluted shares outstanding 509,301,813 508,690,997 414,472,820 487,817,710 410,018,328 405,046,207 340,117,808 Diluted earnings, as adjusted (Non-GAAP) $0.35 $0.35 $0.29 $1.31 $1.17 $0.96 $0.92 Adjusted annualized return on average tangible shareholders' equity (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 2,074,367 2,117,818 1,481,951 1,944,503 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 4,253,603 4,138,949 3,423,392 4,040,733 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity, as adjusted (Non-GAAP) 17.20% 17.54% 14.61% 16.10% 14.96% 13.19% 13.77% Adjusted annualized return on average assets (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized return on average assets, as adjusted (Non-GAAP) 1.29% 1.32% 1.18% 1.25% 1.19% 0.99% 0.98% Adjusted annualized return on average shareholders' equity (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 $650,452 $492,148 $401,738 $326,858 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 $4,500,067 $3,555,483 Annualized return on average shareholders' equity, as adjusted (Non-GAAP) 11.56% 11.60% 10.19% 10.87% 10.37% 8.93% 9.19% Years EndedThree Months Ended Non-GAAP Reconciliations to GAAP Financial Measures


 
17 December 31, September 30, December 31, December 31, December 31, December 31, December 31, ($ in thousands) 2022 2022 2021 2022 2021 2020 2019 Annualized return on average tangible shareholders' equity (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 $568,851 $473,840 $390,606 $309,793 Average shareholders' equity 6,327,970 6,256,767 4,905,343 5,985,236 4,747,745 4,500,067 3,555,483 Less: Average goodwill and other intangible assets 2,074,367 2,117,818 1,481,951 1,944,503 1,457,519 1,454,349 1,182,140 Average tangible shareholders' equity 4,253,603 4,138,949 3,423,392 4,040,733 3,290,226 3,045,718 2,373,343 Annualized return on average tangible shareholders' equity (Non-GAAP): 16.70% 17.21% 13.44% 14.08% 14.40% 12.82% 13.05% Efficiency ratio (Non-GAAP): Non-interest expense, as reported (GAAP) $266,240 $261,640 $184,514 $1,024,949 $691,542 $646,148 $631,555 Less: Loss on extinguishment of debt (pre-tax) — — — — 8,406 12,036 31,995 Less: Severance expense (pre-tax) — — — — — 2,072 4,838 Less: Litigation reserve (pre-tax) — — — — 2,100 — — Less: Merger-related expenses (pre-tax) 7,372 4,707 7,613 71,203 8,900 1,907 16,579 Less: Amortization of tax credit investments (pre-tax) 3,213 3,105 2,115 12,407 10,910 13,335 20,392 Non-interest expense, as adjusted (Non-GAAP) $255,655 $253,828 $174,786 $941,339 $661,226 $616,798 $557,751 Net interest income, as reported (GAAP) 465,819 453,992 315,301 1,655,640 1,209,901 1,118,904 898,048 Non-interest income, as reported (GAAP) 52,796 56,194 38,223 206,793 155,013 183,032 214,520 Add: Net impairment losses on securities (pre-tax) — — — — — — 2,928 Add: Losses on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) 12 (95) (545) (524) 150 Less: Gain on sale leaseback transaction (pre-tax) — — — — — — 78,505 Non-interest income, as adjusted (Non-GAAP) $52,803 $56,161 $38,235 $206,698 $154,468 $182,508 $139,093 Gross operating income, as adjusted (Non-GAAP) 518,622 510,153 353,536 1,862,338 1,364,369 $1,301,412 $1,037,141 Efficiency ratio (Non-GAAP) 49.30% 49.76% 49.44% 50.55% 48.46% 47.39% 53.78% Annualized pre-provision net revenue / average assets Net interest income, as reported (GAAP) $465,819 $453,992 $315,301 $1,655,640 $1,209,901 $1,118,904 $898,048 Non-interest income, as reported (GAAP) 52,796 56,194 38,223 206,793 155,013 183,032 214,520 Less: Non-interest expense, as reported (GAAP) 266,240 261,640 184,514 1,024,949 691,542 646,148 631,555 Pre-provision net revenue (GAAP) $252,375 $248,546 $169,010 $837,484 $673,372 $655,788 $481,013 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets (GAAP) 1.77% 1.81% 1.59% 1.60% 1.62% 1.62% 1.44% Annualized pre-provision net revenue / average assets, as adjusted Pre-provision net revenue (GAAP) $252,375 $248,546 $169,010 $837,484 $673,372 $655,788 $481,013 Add: Loss on extinguishment of debt (pre-tax) — — — — 8,406 12,036 31,995 Add: Severance expense (pre-tax) — — — — — 2,072 4,838 Add: Litigation reserve (pre-tax) — — — — 2,100 — — Add: Merger-related expenses (pre-tax) 7,372 4,707 7,613 71,203 8,900 1,907 16,579 Add: Amortization of tax credit investments (pre-tax) 3,213 3,105 2,115 12,407 10,910 13,335 20,392 Add: Net impairment losses on securities (pre-tax) — — — — — — 2,928 Less: Losses (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) 12 95 545 524 (150) Less: Gain on sale leaseback transaction (pre-tax) — — — — — — 78,505 Pre-provision net revenue, as adjusted (Non-GAAP) 262,967 256,325 178,750 920,999 703,143 684,614 479,390 Average assets $56,913,215 $54,858,306 $42,473,828 $52,182,310 $41,475,682 $40,557,346 $33,442,738 Annualized pre-provision net revenue / average assets, as adjusted (Non-GAAP) 1.85% 1.87% 1.68% 1.76% 1.70% 1.69% 1.43% Three Months Ended Years Ended Non-GAAP Reconciliations to GAAP Financial Measures


 
18 December 31, September 30, December 31, ($ in thousands) 2022 2022 2021 Annualized return on average assets, excluding Paycheck Protection Program ("PPP") (Non-GAAP): Net income, as reported (GAAP) $177,591 $178,119 $115,038 Less: Interest and fees on PPP loans (net of tax) 564 1,100 12,549 Net income, excluding interest and fees on PPP loans (Non-GAAP) 177,027 177,019 102,489 Average assets $56,913,215 $54,858,306 $42,473,828 Less: Average PPP loans 55,433 106,030 641,589 Average assets, excluding average PPP loans (Non-GAAP) 56,857,782 54,752,276 41,832,239 Annualized return on average assets, excluding PPP (Non-GAAP) 1.25% 1.29% 0.98% Adjusted annualized return on average assets, excluding Paycheck Protection Program ("PPP") (Non-GAAP): Net income, as adjusted (Non-GAAP) $182,881 $181,455 $125,009 Less: Interest and fees on PPP loans (net of tax) 564 1,100 12,549 Net income, as adjusted, excluding interest and fees on PPP loans (Non-GAAP) 182,317 180,355 112,460 Average assets, excluding average PPP loans (Non-GAAP) 56,857,782 54,752,276 41,832,239 Annualized return on average assets, as adjusted, excluding PPP (Non-GAAP) 1.28% 1.32% 1.08% Three Months Ended Non-GAAP Reconciliations to GAAP Financial Measures December 31, December 31, December 31, December 31, ($ in thousands) 2022 2021 2020 2019 Net interest income, excluding PPP (Non-GAAP) Net interest income, as reported (GAAP) $1,655,640 $1,209,901 $1,118,904 $898,048 Less: Interest and fees on PPP loans (Non-GAAP) 13,409 84,905 43,626 - Net interest income, excluding interest and fees on PPP loans (non-GAAP) $1,642,231 $1,124,996 $1,075,278 $898,048 Years Ended


 
19 Non-GAAP Reconciliations to GAAP Financial Measures December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, December 31, September 30, June 30, ($ in thousands, except for share data) 2022 2022 2022 2022 2021 2021 2021 2021 2020 2020 2020 Net interest income, as reported (GAAP) 465,819$ 453,992$ 418,160$ 317,669$ 315,301$ 301,026$ 300,907$ 292,667$ 287,920$ 283,086$ 282,559$ Non-interest income, as reported (GAAP) 52,796 56,194 58,533 39,270 38,223 42,431 43,126 31,233 47,533 49,272 44,830 Add: Net impairment losses on securities (pre-tax) - - - - - - - - - - - Add: Branch related asset impairment (pre-tax) - - - - - - - - - - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 7 (33) (78) 9 12 (788) 113 118 (651) 46 41 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - - - - - - - - Less: Gain on sale leaseback transaction (pre-tax) - - - - - - - - - - - Non-Interest Income, as adjusted (Non-GAAP) 52,803 56,161 58,455 39,279 38,235 41,643 43,239 31,351 46,882 49,318 44,871 Gross revenue, as adjusted (Non-GAAP) 518,622 510,153 476,615 356,948 353,536 342,669 344,146 324,018 334,802 332,404 327,430 Less: PPP Loan Income (pre-tax) 778 1,522 4,074 7,075 17,161 16,284 25,726 25,733 17,018 14,772 11,836 Gross revenue, as adjusted, excluding PPP (Non-GAAP) 517,844 508,631 472,541 349,873 336,375 326,385 318,420 298,285 317,784 317,632 315,594 Non-interest expense, as reported (GAAP) $266,240 $261,640 $299,730 $197,340 $184,514 $174,922 $171,893 $160,213 $173,141 $160,185 $157,166 Less: Loss on extinguishment of debt (pre-tax) - - - - - - 8,406 - 9,683 2,353 - Less: Severance expense (pre-tax) - - - - - - - - 2,072 - - Less: Litigation reserve - - - - - 2,100 - - - - - Less: Merger-related expenses (pre-tax) 7,372 4,707 54,496 4,628 7,613 1,287 - - 133 106 366 Less: Amortization of tax credit investments (pre-tax) 3,213 3,105 3,193 2,896 2,115 3,079 2,972 2,744 3,932 2,759 3,416 Non-interest expense, as adjusted (Non-GAAP) 255,655 253,828 242,041 189,816 174,786 168,456 160,515 157,469 157,321 154,967 153,384 Efficiency ratio (Non-GAAP) 49.30% 49.76% 50.78% 53.18% 49.44% 49.16% 46.64% 48.60% 46.99% 46.62% 46.84% Efficiency ratio, excluding PPP (Non-GAAP) 49.37% 49.90% 51.22% 54.25% 51.96% 51.61% 50.41% 52.79% 49.51% 48.79% 48.60% March 31, December 31, September 30, June 30, March 31, December 31, September 30, June 30, March 31, ($ in thousands, except for share data) 2020 2019 2019 2019 2019 2018 2018 2018 2018 Net interest income, as reported (GAAP) 265,339$ 238,541$ 220,625$ 220,234$ 218,648$ 222,053$ 216,800$ 210,752$ 207,598$ Non-interest income, as reported (GAAP) 41,397 38,094 41,150 27,603 107,673 34,694 29,038 38,069 32,251 Add: Net impairment losses on securities (pre-tax) - - - 2,928 - - - - - Add: Branch related asset impairment (pre-tax) - - - - - - 1,821 - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) 40 36 93 (11) 32 1,462 79 36 765 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - - 6,530 - - - Less: Gain on sale leaseback transaction (pre-tax) - - - - 78,505 - - - - Non-Interest Income, as adjusted (Non-GAAP) 41,437 38,130 41,243 30,520 29,200 29,626 30,938 38,105 33,016 Gross revenue, as adjusted (Non-GAAP) 306,776 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Less: PPP Loan Income (pre-tax) - - - - - - - - - Gross revenue, as adjusted, excluding PPP (Non-GAAP) 306,776 276,671 261,868 250,754 247,848 251,679 247,738 248,857 240,614 Non-interest expense, as reported (GAAP) $155,656 $196,146 $145,877 $141,737 $147,795 $153,712 $151,681 $149,916 $173,752 Less: Loss on extinguishment of debt (pre-tax) - 31,995 - - - - - - - Less: Severance expense (pre-tax) - - - - 4,838 2,662 - - - Less: Litigation reserve - - - - - - 1,684 - 10,500 Less: Merger-related expenses (pre-tax) 1,302 15,110 1,434 35 - (635) 1,304 3,248 13,528 Less: Amortization of tax credit investments (pre-tax) 3,228 3,971 4,385 4,863 7,173 9,044 5,412 4,470 5,274 Non-interest expense, as adjusted (Non-GAAP) 151,126 145,070 140,058 136,839 135,784 142,641 143,281 142,198 144,450 Efficiency ratio (Non-GAAP) 49.26% 52.43% 53.48% 54.57% 54.79% 56.68% 57.84% 57.14% 60.03% Efficiency ratio, excluding PPP (Non-GAAP) 49.26% 52.43% 53.48% 54.57% 54.79% 56.68% 57.84% 57.14% 60.03% Three Months Ended Three Months Ended


 
20 December 31, September 30, June 30, March 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2022 2022 2022 2021 2020 2019 Tangible book value per common share (Non-GAAP): Common shares outstanding 506,374,478 506,351,502 506,328,526 421,437,068 421,437,068 403,858,998 403,278,390 Shareholders' equity $6,400,802 $6,273,828 $6,204,913 $5,096,384 $5,084,066 $4,592,120 $4,384,188 Less: Preferred Stock 209,691 209,691 209,691 209,691 209,691 209,691 209,691 Less: Goodwill and other intangible assets 2,066,392 2,079,731 2,090,147 1,543,238 1,529,394 1,452,891 1,460,397 Tangible common shareholders' equity (Non-GAAP) $4,124,719 $3,984,406 $3,905,075 $3,343,455 $3,344,981 $2,929,538 $2,714,100 Tangible book value per common share (Non-GAAP): $8.15 $7.87 $7.71 $7.93 $7.94 $7.25 $6.73 Book value per common share (GAAP) $12.23 $11.98 $11.84 $11.60 $11.57 $10.85 $10.35 Tangible common equity to tangible assets (Non-GAAP): Tangible common shareholders' equity (Non-GAAP) $4,124,719 $3,984,406 $3,905,075 $3,343,455 $3,344,981 $2,929,538 $2,714,100 Total assets 57,462,749 55,927,501 54,438,807 43,551,457 43,446,443 40,693,576 37,436,020 Less: Goodwill and other intangible assets 2,066,392 2,079,731 2,090,147 1,543,238 1,529,394 1,452,891 1,460,397 Tangible assets (Non-GAAP) 55,396,357 53,847,770 52,348,660 42,008,219 41,917,049 $39,240,685 $35,975,623 Tangible common equity to tangible assets (Non-GAAP) 7.45% 7.40% 7.46% 7.96% 7.98% 7.47% 7.54% As of Non-GAAP Reconciliations to GAAP Financial Measures December 31, December 31, December 31, December 31, ($ in thousands, except for share data) 2022 2021 2020 2019 Net interest income, as reported (GAAP) 1,655,640$ 1,209,901$ 1,118,904$ 898,048$ Non-interest income, as reported (GAAP) 206,793 155,013 183,032 214,520 Add: Net impairment losses on securities (pre-tax) - - - 2,928 Add: Branch related asset impairment (pre-tax) - - - - Add: Losses / (gains) on available for sale and held to maturity securities transactions, net (pre-tax) (95) (545) (524) 150 Less: Gain on the sale of Visa Class B shares (pre-tax) - - - - Less: Gain on sale leaseback transaction (pre-tax) - - - 78,505 Non-Interest Income, as adjusted (Non-GAAP) 206,698 154,468 182,508 139,093 Gross revenue, as adjusted (Non-GAAP) 1,862,338 1,364,369 1,301,412 1,037,141 Less: PPP Loan Income (pre-tax) 13,449 84,904 43,626 - Gross revenue, as adjusted, excluding PPP (Non-GAAP) 1,848,889 1,279,465 1,257,786 1,037,141 Non-interest expense, as reported (GAAP) $1,024,950 $691,542 $646,148 $631,555 Less: Loss on extinguishment of debt (pre-tax) - 8,406 12,036 31,995 Less: Severance expense (pre-tax) - - 2,072 4,838 Less: Litigation reserve - 2,100 - - Less: Merger-related expenses (pre-tax) 71,203 8,900 1,907 16,579 Less: Amortization of tax credit investments (pre-tax) 12,407 10,910 13,335 20,392 Non-interest expense, as adjusted (Non-GAAP) 941,340 661,226 616,798 557,751 Efficiency ratio (Non-GAAP) 50.55% 48.46% 47.39% 53.78% Efficiency ratio, excluding PPP (Non-GAAP) 50.91% 51.68% 49.04% 53.78% Years Ended,


 
21 ▪ Log onto our website: www.valley.com ▪ Email requests to: tlan@valley.com ▪ Call Travis Lan in Investor Relations, at: (973) 686-5007 ▪ Write to: Valley National Bank 1455 Valley Road Wayne, New Jersey 07470 Attn: Travis Lan, FSVP – Director, Corporate Finance & Business Development ▪ Log onto our website above or www.sec.gov to obtain free copies of documents filed by Valley with the SEC For More Information