Core Viewpoint - Kahn Swick & Foti, LLC is investigating the proposed sale of Soho House & Co Inc. to affiliates of MCR, focusing on whether the offered price of $9.00 per share adequately reflects the company's value and the process leading to this valuation [1]. Group 1: Proposed Sale Details - Shareholders of Soho House will receive $9.00 in cash for each share they own under the proposed transaction [1]. - The investigation aims to assess the adequacy of both the price and the process that led to this proposed sale [1]. Group 2: Legal Inquiry - Kahn Swick & Foti, LLC, led by former Louisiana Attorney General Charles C. Foti, Jr., is seeking to determine if the proposed sale undervalues the company [1]. - Shareholders who believe the transaction undervalues the company are encouraged to discuss their legal rights with KSF [1].

Core Viewpoint - The proposed merger between Northfield Bancorp, Inc. and Columbia Financial, Inc. is under investigation to assess its fairness and adequacy for Northfield shareholders [1]. Summary by Categories Merger Details - The merger will convert each Northfield share into either stock or cash, based on the holder's choice, with the valuation ranging from 1.425 to 1.465 holding company shares or cash between $14.25 and $14.65 per share [1]. - Cash consideration is capped at 30% of the outstanding shares [1]. Legal Investigation - The law firm Kahn Swick & Foti, LLC is investigating the merger process to determine if it is fair to Northfield shareholders [1].

Investors were cheered not only by solid quarterly results but also by the company's upcoming asset buy.Monday was quite the eventful day for bank holding company Columbia Financial (CLBK +8.91%). It published its latest set of fundamentals and announced the acquisition of a peer. Investors clearly considered both developments to be positive, as they traded Columbia's stock up by nearly 9% that trading session.A memorable MondayThe first of those two was the acquisition announcement. Columbia divulged that ...

Core Viewpoint - Columbia Financial, Inc. reported strong financial results for Q4 and the year ended December 31, 2025, with earnings per share (EPS) of $0.152 and revenue of approximately $68.8 million, both exceeding estimates [1][6]. Financial Performance - The EPS of $0.152 represents an improvement from the previous year's $0.11 per share, achieving an earnings surprise of 3.45% for the quarter [2]. - Revenue for the quarter was $68.78 million, a significant increase from $57.31 million in the same quarter the previous year, exceeding the Zacks Consensus Estimate by 1.37% [3]. - The company's net income for the quarter was $15.7 million, a turnaround from a net loss of $21.2 million in the same quarter of the previous year, driven by higher net interest income and reduced credit loss provisions [4]. Valuation Metrics - Columbia Financial's financial metrics indicate a high valuation, with a price-to-earnings (P/E) ratio of approximately 270.60 and a price-to-sales ratio of about 3.97 [5]. - The enterprise value to sales ratio is around 6.13, and the enterprise value to operating cash flow ratio is approximately 39.25, indicating a high valuation relative to sales and cash flow [5]. - The company's debt-to-equity ratio is approximately 1.11, suggesting a moderate level of debt compared to its equity, while the current ratio is around 0.13, indicating potential liquidity challenges [5].

Core Viewpoint - Monteverde & Associates PC is investigating Columbia Financial, Inc. (NASDAQ: CLBK) regarding its merger with Northfield Bancorp, Inc., questioning the fairness of the deal [1]. Group 1: Company Overview - Columbia Financial, Inc. is involved in a merger with Northfield Bancorp, Inc., which has prompted an investigation by a class action firm [1]. - The investigation is led by attorney Juan Monteverde, who has a successful track record in recovering funds for shareholders [1]. Group 2: Legal Context - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report, indicating its credibility in handling class action cases [1]. - The firm operates from the Empire State Building in New York City and emphasizes its national presence in class action securities litigation [1].

Core Viewpoint - Columbia Financial and Northfield Bancorp have announced a merger valued at approximately $597 million, which will create the third-largest regional bank headquartered in New Jersey with pro forma total assets of about $18 billion and over 100 branches across 14 New Jersey counties, Brooklyn, and Staten Island [1][3][4]. Deal Structure & Timing - The merger consideration will be paid in stock or cash, with cash available for up to 30% of outstanding Northfield shares, and the per-share merger consideration is expected to range from $14.25 to $14.65 based on Columbia's final valuation appraisal [2][7]. - The merger and the second-step conversion to a fully public stockholding company are targeted to close in early Q3 2026, pending regulatory and shareholder approvals [3][7]. Financial Outlook - Management anticipates about 50% earnings accretion in 2027, with tangible book dilution of approximately 4.4% and an earnback period of about 1.8 years [5][12]. - The transaction is characterized as low risk due to conservative credit profiles, with a credit mark of $81 million, representing 2.1% of loans [5][19]. Strategic Footprint - The merger will add roughly $1.8 billion in deposits and enhance Columbia's market presence in densely populated and economically diverse areas like Brooklyn and Staten Island, reducing reliance on long-term, fixed-rate residential mortgages [6][8]. Leadership and Governance - Post-merger, Thomas Kemly will continue as President and CEO, with Dennis Gibney as Senior Executive Vice President and Chief Banking Officer, and Steve Klein joining as Senior Executive Vice President and Chief Operating Officer [9]. Credit Profile and Due Diligence - The due diligence process involved over 70 participants and extensive reviews of commercial loan files, with stress testing revealing 11 loans with a collateral shortfall totaling $2.7 million [18]. - Northfield's rent-regulated multifamily exposure totals $419 million, characterized by a diverse portfolio and historically low levels of non-performing assets [17][20].

Columbia Financial and Northfield Merger Conference Call Summary Company and Industry Overview - **Company**: Columbia Financial (NasdaqGS:CLBK) and Northfield Bank - **Industry**: Regional Banking in New Jersey and New York Key Points and Arguments Merger Announcement - Columbia and Northfield have entered into a merger agreement valued at approximately **$597 million** [2] - The merger will create the **third-largest regional bank** headquartered in New Jersey with pro forma total assets of approximately **$18 billion** and over **100 branches** [2][3] Financial Metrics - The merger is valued at **0.86 times Northfield's tangible book value** [3] - Anticipated **50% earnings accretion** in 2027, with a tangible book value dilution of **4.4%** and an earnback on tangible book value of **1.8 years** [3] - Pro forma earnings projected at approximately **1.06% return on average assets** and **$200 million** in earnings, which is **51% accretive** to 2027 earnings per share [7] Strategic Benefits - The merger will enhance Columbia's position in the New Jersey/New York metro area, adding **$1.8 billion** in deposits and expanding its footprint [6] - The transaction is expected to improve operating performance, balance sheet, and strategic position, accelerating the bank's business strategy [5] - The combined organization will have a **loan-to-deposit ratio of approximately 96%** and **core deposits of 71%** [7] Market Expansion - The merger allows Columbia to enter new markets, particularly in **Staten Island and Brooklyn**, with a combined deposit base of approximately **$89.5 billion** [8] - Northfield's established market presence will facilitate expansion in commercial and small business lending, enhancing cash management and tenant security capabilities [9] Risk Management - The transaction is considered low-risk due to Northfield's conservative credit culture and experienced management team [6] - The combined entity will maintain a **CRE concentration ratio well under 300%** and be highly capitalized compared to regulatory requirements [11] Management and Governance - Thomas Kemly will continue as President and CEO of the combined organization, with Dennis Gibney as Chief Banking Officer and Steven Klein as Chief Operating Officer [4] - The resulting board will consist of **13 directors**, with **9 from Columbia** and **4 from Northfield** [4] Future Growth and Strategy - The focus will be on integrating Northfield and optimizing performance, with bank M&A de-emphasized for the next **18 months** [17] - Plans to grow the **C&I portfolio** at an accelerated pace while maintaining growth in other asset categories [27] Due Diligence and Portfolio Quality - Comprehensive due diligence was conducted, reviewing **624 commercial loan files**, with a focus on maintaining a high-quality loan portfolio [18] - Northfield's rent-regulated multifamily loans are conservatively underwritten, with an average loan size of **$1.7 million** and a debt service coverage ratio of **1.6 times** [18] Additional Important Information - The merger consideration per Northfield share will range from **$14.25 to $14.65**, representing a **15% premium** over Northfield's recent closing price [4][10] - The transaction is expected to leverage capital from Columbia's second step offering to drive improved financial performance and better position the company for future growth [21] This summary encapsulates the key points from the conference call regarding the merger between Columbia Financial and Northfield Bank, highlighting the strategic, financial, and operational implications of the transaction.

Core Insights - Columbia Financial (CLBK) reported quarterly earnings of $0.15 per share, matching the Zacks Consensus Estimate and showing an increase from $0.11 per share a year ago, resulting in an earnings surprise of +3.45% [1] - The company achieved revenues of $68.78 million for the quarter ended December 2025, exceeding the Zacks Consensus Estimate by 1.37% and up from $57.31 million year-over-year [2] Earnings Performance - Over the last four quarters, Columbia Financial has surpassed consensus EPS estimates three times [2] - The company delivered an earnings surprise of +15.38% in the previous quarter, where it was expected to post earnings of $0.13 per share but achieved $0.15 [1] Stock Performance - Columbia Financial shares have increased approximately 4.7% since the beginning of the year, outperforming the S&P 500's gain of 1.4% [3] Future Outlook - The current consensus EPS estimate for the upcoming quarter is $0.15 on revenues of $68.65 million, and for the current fiscal year, it is $0.64 on revenues of $285.85 million [7] - The estimate revisions trend for Columbia Financial was mixed ahead of the earnings release, resulting in a Zacks Rank 3 (Hold) for the stock, indicating expected performance in line with the market [6] Industry Context - The Financial - Miscellaneous Services industry, to which Columbia Financial belongs, is currently ranked in the top 35% of over 250 Zacks industries, suggesting a favorable outlook compared to lower-ranked industries [8]

Columbia Financial, Inc. to Convert to Fully Public Company and Partner with Northfield Bancorp, Inc. Unlocking Shareholder Value in Conjunction With Our Second Step Conversion & Stock Offering February 2, 2026 R: 220 G: 220 B: 220 R: 244 G: 230 B: 200 R: 222 G: 222 B: 222 R: 185 G: 208 B: 255 R: 209 G: 159 B: 42 R: 116 G: 116 B: 116 R: 0 G: 0 B: 0 R: 166 G: 202 B: 236 R: 0 G: 17 B: 50 Font: Arial Font Color: 0, 0, 0 1 Disclaimer and Caution About Forward-Looking Statements Certain statements in this commun ...

Core Viewpoint - Northfield Bancorp, Inc. reported a net loss of $27.4 million for Q4 2025, primarily due to a $41.0 million goodwill impairment charge, despite an increase in net interest income driven by lower funding costs and higher yields on loans and securities [2][6][12]. Financial Performance - For the year ended December 31, 2025, net income was $796,000, a significant decrease from $29.9 million in 2024, largely due to the goodwill impairment charge [4][12]. - Net interest income for 2025 increased by $22.9 million, or 20.0%, to $137.4 million, attributed to a decrease in interest expense and an increase in interest income [5][8]. - The net interest margin improved by 45 basis points to 2.55% for 2025, driven by higher yields on loans and mortgage-backed securities [8]. Operational Highlights - Non-interest income for 2025 increased marginally by $128,000 to $17.0 million, primarily due to higher income on bank-owned life insurance and service charges [10]. - Non-interest expense rose by $43.3 million, or 50.1%, to $129.9 million, mainly due to the goodwill impairment charge [11][12]. Asset Quality and Loan Portfolio - Non-performing loans to total loans stood at 0.42% as of December 31, 2025, indicating strong asset quality [6]. - Loans held for investment decreased by $165.5 million to $3.86 billion, with a notable decline in multifamily loans [28][29]. Deposit and Funding - Total deposits, excluding brokered deposits, increased by $100.2 million, or 2.6%, to $3.98 billion, driven by growth in transaction accounts [39]. - Borrowed funds increased to $961.9 million, reflecting a strategic shift away from brokered deposits [42]. Equity and Capital Management - Total stockholders' equity decreased by $14.6 million to $690.1 million, influenced by stock repurchases and dividend payments [44]. - The Company declared a cash dividend of $0.13 per share, payable on February 25, 2026 [3][6].