EverBank and WaFd Strike $3.9 Billion Reverse Merger to Create $75 Billion Regional Bank

EverBank Financial Corp and WaFd, Inc. (NASDAQ: WAFD) announced a $3.9 billion reverse merger Monday that would create a regional banking company with approximately $75 billion in assets and a substantially larger national footprint.

Under the agreement, privately held EverBank Financial Corp will merge into WaFd, with WaFd remaining the publicly traded holding company. Following completion of the transaction, however, WaFd will adopt the EverBank Financial Corp name and begin trading on the Nasdaq under the new ticker symbol EVBK. EverBank will be treated as the accounting acquirer.

The structure effectively provides EverBank and its private investors with a path back to the public markets while giving WaFd shareholders exposure to a significantly larger banking platform.

EverBank investors, including funds managed by Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street and Bayview Asset Management, along with TIAA, are expected to own approximately 59.2% of the combined company. Existing WaFd shareholders would own the remaining 40.8%.

Building Scale Across Markets and Banking Channels

The combination brings together two banks with notably different but complementary footprints.

Jacksonville-based EverBank had approximately $46.7 billion in assets and $37.7 billion in deposits as of June 30, with a business built around nationwide digital banking as well as financial centers in California, Florida and New York. Seattle-based WaFd had approximately $27.6 billion in assets and $21.0 billion in deposits, supported by more than 200 branches across nine western states.

Together, the companies are expected to have roughly $75 billion in assets, $58 billion in loans and $59 billion in deposits, with 254 branches across the country.

That combination gives the enlarged bank something each institution currently has less of on its own: EverBank adds a scalable national digital deposit platform and broader commercial lending capabilities, while WaFd contributes a substantial branch network, established commercial relationships and significant commercial real estate lending expertise.

Both institutions have also been shifting their businesses toward commercial banking and away from a heavier historical reliance on residential and consumer lending. Management expects the combination to provide additional opportunities across commercial lending, SBA lending, wealth management and other fee-generating businesses.

A Significant Earnings Boost for WaFd Shareholders

The financial projections are a major component of the transaction.

The companies expect the merger to increase WaFd’s 2027 earnings per share by approximately 29%, while producing a return on tangible common equity of approximately 15% once anticipated cost synergies are fully realized. Management also expects the tangible book value dilution associated with the deal to be earned back in less than two years.

Those figures could be particularly important for investors evaluating the transaction. Bank mergers frequently offer compelling strategic arguments around scale, deposits and geographic expansion, but ultimately depend on whether anticipated cost savings and revenue opportunities translate into improved shareholder returns.

Here, management is putting forward a relatively aggressive near-term earnings-accretion target alongside the strategic benefits of the combination.

EverBank Leadership Takes the Helm

The post-merger management structure also reflects EverBank’s larger economic ownership of the combined institution.

EverBank CEO Greg Seibly will become chief executive officer of the combined company, while current WaFd CEO Brent Beardall will serve as president. EverBank Chairman Robert Radway will chair the combined company.

The new board will have 13 members, including seven directors representing legacy EverBank and six representing legacy WaFd.

Although WaFd is technically the surviving publicly traded holding company, EverBank’s shareholders will hold the majority of the equity and its leadership will occupy several of the most important positions – characteristics that help explain the transaction’s reverse-merger designation.

Another Sign of Consolidation in Regional Banking

The EverBank-WaFd combination also arrives as scale has become increasingly important for regional banks facing higher technology and compliance costs, intense competition for deposits and continued pressure to diversify revenue.

At roughly $75 billion in assets, the combined institution would move into the upper tier of U.S. regional banks while retaining a footprint well below that of the country’s largest money-center institutions. The merger could provide the organization with greater resources to spread technology and operating costs across a larger asset and deposit base while broadening its geographic and product diversification.

The transaction is expected to close in early 2027, subject to regulatory approvals, approval from WaFd shareholders and other customary closing conditions. It is expected to be tax-free to shareholders of both companies.

For WaFd investors, the focus will now turn to whether the companies can deliver the projected 29% earnings accretion and successfully integrate two banking models that, while complementary, have developed around very different geographic and customer footprints. If management can execute on those targets, the reverse merger could transform WaFd from a primarily western regional bank into a considerably larger national banking franchise.

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