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-based, Nasdaq-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. EverBank Financial Corp's investors are expected to hold approximately 59.2 per cent of the combined company on a pro forma 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 companies described their businesses as complementary. Jacksonville, Florida-based EverBank is a nationwide specialty bank and online-banking pioneer with financial centres in California, Florida and New York, while WaFd Bank operates more than 200 branches across nine western states. EverBank Financial Corp will be designated as the accounting acquirer.
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 companies said the merger would enhance funding stability through a diversified deposit base combining WaFd Bank's commercial clients with EverBank's retail clients, supported by multiple deposit-gathering channels and limited reliance on wholesale funding.
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.
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. 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. WaFd, Inc. hosted a conference call for investors and analysts at 5:00 am Pacific Time on Tuesday, 8 September.
Completion is expected in early 2027 and remains subject to regulatory approvals and the approval of WaFd shareholders, alongside other customary closing conditions.