FirstSun Capital Bancorp Agrees to Acquire First Foundation in USD 785 Million All-Stock Deal

FirstSun Capital Bancorp has reached an agreement to acquire First Foundation in an all-stock transaction valued at approximately 785 million US dollars, the two companies announced. First Foundation has a retail and commercial banking presence in Southern California; FirstSun operates in Texas and the Southwest through Sunflower Bank and has its own de novo expansion in Southern California.

Under the terms of the all-stock transaction, First Foundation stockholders will receive 0.16083 of a FirstSun share for each First Foundation share, which, together with USD 17.5 million in cash for warrant holders, values the deal at about 785 million dollars based on FirstSun's closing price on 24 October 2025.

STATED RATIONALE

FirstSun has framed the acquisition as a means of unlocking the full potential of First Foundation's core banking franchise by applying a commercial banking-led growth strategy. FirstSun's management indicated that it intends to build on First Foundation's relationship banking and wealth management capabilities while redirecting the combined balance sheet towards commercial lending opportunities in California and the broader region.

CLOSING CONDITIONS AND TIMELINE

The transaction is subject to customary closing conditions, including approval from the shareholders of both companies and the receipt of regulatory clearances from US banking regulators.

The companies said they expected the deal to close early in the second quarter of 2026, subject to shareholder votes and regulatory approvals. FirstSun said the combination would form a premier regional bank with a powerful footprint across some of the most dynamic markets in the country, with Southern California remaining a key focus of its growth strategy.