Valley Files S-4 for $247M Providence Deal: $21.47 Cash Plus 4.3854 VLY Shares
VLY sits 33% above its 52-week low of $9.71.
Summary
Valley's S-4 for its $247 million Providence Financial acquisition sets the final terms: $21.47 cash plus 4.3854 Valley shares per Providence share, up to 13.8 million new Valley shares registered and about $67.7 million of cash. Providence shareholders vote next, with closing targeted for early 2027.
Key Events · M&A and Partnerships · VLY
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Merger Terms Finalized in S-4
Each Providence share converts into $21.47 cash plus 4.3854 Valley shares — roughly $83.30 at the $14.10 Valley close on August 24, 2026, the last trading day before announcement.
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Up to 13.8M Valley Shares Registered
13,831,688 shares registered: 2,820,825 Providence shares plus up to 333,206 net option shares, multiplied by the 4.3854 exchange ratio. Valley also pays about $67.7 million in cash.
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Providence Vote and Locked-Up Directors
A majority of Providence's outstanding voting power must approve; directors holding about 18.9% of the stock have signed voting agreements to vote in favor.
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Regulatory Path and Timing
Fed, OCC and Illinois DOB applications were filed September 21, 2026. Closing is expected in early 2027, with an August 24, 2027 outside termination date and an $11,115,000 break fee on Providence.
Analysis · VLY · Finance
This registration statement and proxy/prospectus for the Providence Financial acquisition announced August 25 puts hard numbers on a deal previously disclosed only in outline. Each Providence share converts into $21.47 cash plus 4.3854 Valley shares — about $83.30 at the $14.10 close on August 24, the last trading day before announcement. Valley registers up to 13,831,688 shares (2,820,825 Providence shares plus up to 333,206 net option shares, times the 4.3854 ratio) and will pay roughly $67.7 million in cash, so the dilution is modest for a $66 billion-asset bank buying $1.6 billion of assets. Because the stock component is fixed, Providence holders bear Valley's price risk between now and closing. Providence directors holding about 18.9% of the stock have already locked in votes for the deal, and Providence owes an $11.1 million break fee in specified scenarios. Regulatory applications went in September 21 with the Fed and OCC; closing is targeted for early 2027, with an August 24, 2027 outside date.
How filings like this one have moved
In the 30 days to Oct 21, 2026, 37.5% of the 993 measured filings Wiseek scored 8 moved their stock by 5% or more by the next session's close. The median move was -0.86%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, VLY was trading at $12.88 on NASDAQ in the Finance sector, with a market capitalization of approximately $7.1B. The 52-week trading range was $9.71 to $15.20. This filing was assessed with neutral market sentiment and an importance score of 8 out of 10.