EverBank and WaFd Bank Merge in Strategic Combination

EverBank Financial Corp, the parent company of EverBank, N.A., and WaFd, Inc., the parent company of WaFd Bank, have entered into a definitive merger agreement, combining the two financial institutions into a single entity. Under the terms of the agreement, EverBank Financial Corp will merge with and into WaFd, Inc., with WaFd, Inc. continuing as the surviving company. Existing shareholders of EverBank Financial Corp will receive common stock in WaFd, Inc. in exchange for their shares.

Upon completion of the merger, WaFd, Inc. will remain a publicly traded company and will change its name to EverBank Financial Corp, trading on the Nasdaq Stock Exchange under the new ticker symbol EVBK. The transaction is expected to be completed in early 2027 and is subject to regulatory approval and shareholder approval, among other customary closing conditions.

The merger is anticipated to significantly enhance the profitability of the combined company, with a return on tangible common equity of approximately 15% after full realization of expected cost synergies. For WaFd, Inc. shareholders, the transaction is projected to result in a 29% earnings per share (EPS) accretion in 2027, with an earn-back period for tangible book value dilution of under two years. This combination is expected to provide a catalyst for enhanced value creation for both companies' shareholders over the next few years.

Greg Seibly, CEO of EverBank Financial Corp, expressed excitement about the merger, stating, "Since 2023, EverBank has been on a journey to transform itself into a high-performing bank, sharply focused on enabling our consumer and business clients to make the most of their money. Today, we're starting down an exciting new path with the merger of EverBank and WaFd Bank. The combination of the two banks will open many new opportunities for nationwide growth and financial performance."

Brent Beardall, CEO and Vice Chairman of WaFd, Inc., also commented on the merger, saying, "It is a privilege every day to work side by side with the WaFd team of bankers. This opportunity to partner with EverBank is an elegant fit, and it allows us to carry forward the ethos of WaFd and deliver improved returns for our shareholders. Both banks bring exceptional credit quality and strong capital to the partnership."

The combined company will be led by a highly experienced management team, with Greg Seibly serving as CEO and Brent Beardall as president. The board of directors of the combined bank and resulting holding company will each have 13 members, with seven seats representing legacy EverBank and six representing legacy WaFd Bank, including Seibly and Beardall.

The merger will leverage the existing scalable consumer and commercial banking platforms of both banks to deliver high-value products and services to clients across the country. EverBank and WaFd Bank have complementary businesses, with EverBank focusing on commercial banking and launching new channels such as commercial real estate bridge lending, life insurance premium finance, SBA lending, and fund finance. WaFd Bank, on the other hand, has leveraged its strong community connections and branch network to grow its business banking offerings, including SBA lending, commercial lending, and commercial real estate.

The combined bank will enhance its funding stability through a diversified deposit base that combines WaFd Bank's commercial clients with EverBank's retail clients, supported by multiple deposit-gathering channels, including an expanded network of more than 250 financial centers, and a limited reliance on wholesale funding. The merger is expected to accelerate WaFd Bank's wealth management platform by leveraging EverBank's affluent client base to scale Registered Investment Advisor offerings and expand valuable fee-income streams for the bank.

As of the merger, EverBank Financial Corp shareholders, which include funds managed by Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street, and Bayview Asset Management, along with TIAA, will collectively own approximately 59.2% of the pro forma combined company, while WaFd, Inc. shareholders will own approximately 40.8%.