A significant consolidation is underway in New Jersey’s regional banking sector. Northfield Bancorp, Inc. and Columbia Financial, Inc. have agreed to combine forces in a deal valued at approximately $600 million. The merger will create a formidable new entity with pro-forma assets nearing $18 billion, poised to become the third-largest bank headquartered in the state. This strategic move aims to dramatically enhance regional market presence and elevate the combined institution’s asset base.
Transaction Structure and Shareholder Options
Under the terms of the agreement, Columbia Financial shareholders are presented with a choice regarding their compensation. They may elect to receive either a cash payment ranging between $14.25 and $14.65 per share or stock in the combined company at an exchange ratio of 1.425 to 1.465. The cash consideration component is capped, however, applying to no more than 30% of the total outstanding shares. The transaction’s completion remains subject to customary closing conditions, including regulatory and shareholder approvals.
Quarterly Results Overshadowed by Goodwill Impairment
Coinciding with the merger announcement, Northfield released its financial results for the fourth quarter of 2025. The period was marred by a substantial, non-cash goodwill impairment charge of $41 million. This one-time accounting adjustment severely impacted the bottom line, resulting in a reported net loss of $27.4 million for the quarter.
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Beneath this headline loss, the bank’s core operational performance demonstrated resilience. A key profitability metric, the net interest margin, improved to 2.70% in Q4. This represents an increase from the full-year average of 2.55%, indicating underlying strength in the fundamental lending business despite the significant balance sheet charge.
Legal Scrutiny and Dividend Continuity
The proposed valuation of the deal has not gone unquestioned. A prominent law firm, Kahn Swick & Foti, has recently initiated an investigation. The inquiry focuses on whether the board of directors fulfilled its fiduciary duties by securing adequate value for shareholders or if the transaction undervalues the company.
Amidst these developments, Northfield’s board has opted to maintain its dividend policy. Shareholders of record as of February 12 will receive a quarterly cash dividend of $0.13 per share, payable on February 25. Market attention is now likely to shift toward the progress of regulatory approvals and the potential findings of the legal review.
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