EverBank Financial Corp and WaFd, Inc. entered into a definitive all-stock reverse merger agreement valued at $3.9 billion on Monday, 7 September 2026, creating a United States regional lender with approximately $75 billion in assets. Under the terms announced jointly by the two companies, EverBank Financial Corp will merge into WaFd, Inc., with the Seattle-listed holding company surviving the transaction and subsequently adopting the EverBank Financial Corp name. The combined institution will trade on Nasdaq under the ticker EVBK. Former EverBank investors are expected to hold approximately 59.2 per cent of the combined company on a fully diluted basis, with existing WaFd shareholders retaining approximately 40.8 per cent. The $3.9 billion valuation reflects a maximum issuance of 107.7 million WaFd shares measured against the company's closing price of $36.30 on the preceding Friday.
The agreement pairs two institutions with markedly different operating models and geographic footprints. Jacksonville, Florida-based EverBank has built its franchise around a nationally scaled digital deposit and lending platform, while WaFd Bank operates a branch-based network concentrated in the Pacific Northwest and across western states. WaFd itself has been an active consolidator in recent years, and the transaction represents a further step in the reshaping of the mid-sized United States banking sector, where institutions have pursued scale to absorb rising technology and compliance costs and to compete for deposits against the largest national franchises. The structure gives EverBank access to public listing and a physical distribution network without a conventional initial public offering.
STRUCTURE AND FINANCIAL TERMS
At the bank level, WaFd Bank will merge into EverBank, N.A., which will continue to operate under its existing charter from the Office of the Comptroller of the Currency. The resulting lender is projected to hold approximately $59 billion in deposits and $58 billion in loans, supported by a network of 254 branches. The combination is intended to produce a multi-channel institution, joining EverBank's digital origination and deposit-gathering capabilities with WaFd's established retail and commercial presence in western markets, and to deliver a more diversified commercial banking mix than either company operates independently.
The companies set out specific financial targets for the transaction. Management guided to earnings per share accretion of approximately 29 per cent in 2027 for WaFd shareholders, with dilution to tangible book value expected to be earned back in under two years. Return on tangible common equity for the combined institution is projected at approximately 15 per cent once cost synergies are fully realised. Those figures position the deal as an earnings-driven combination rather than a defensive transaction, though the accretion assumptions depend on the execution of integration savings across two organisations with distinct operating platforms and technology stacks.
LEADERSHIP AND REGULATORY PATH
The combined company will be led by Greg Seibly as chief executive officer, with Brent Beardall serving as president and Robert Radway as chairman. Governance will be shared through a 13-member board comprising seven directors designated by EverBank and six from WaFd, an allocation broadly consistent with the ownership split. EverBank retained J.P. Morgan and Piper Sandler as financial advisers, with Wachtell, Lipton, Rosen and Katz acting as legal counsel. WaFd was advised by Keefe, Bruyette and Woods, with Simpson Thacher and Bartlett serving as legal counsel. The two companies held an investor conference call on Tuesday morning to present the transaction rationale.
Completion is expected in early 2027 and remains subject to regulatory approvals and the approval of WaFd shareholders, alongside other customary closing conditions. The near-term milestones to monitor are the merger applications filed with federal banking supervisors, the proxy materials circulated to WaFd shareholders, and any disclosure of branch rationalisation or headcount reductions underpinning the stated synergy assumptions. Given the scale of the resulting institution, the supervisory review will also test regulators' current posture toward consolidation among banks approaching the $100 billion asset threshold, where heightened prudential requirements begin to apply.