WaFd and EverBank Financial Corp have entered into a definitive agreement for a $3.9 billion reverse merger, a transaction that would create a larger nationwide banking organization with a diversified deposit base and more than 250 financial centers. The WaFd EverBank reverse merger represents one of the most significant banking merger agreements announced in recent months.
Under the terms of the definitive agreement, EverBank Financial Corp will merge with and into WaFd, Inc., with WaFd continuing as the resulting financial holding company. Existing EverBank shareholders will receive WaFd common stock in exchange for their shares. Once the transaction is complete, WaFd will remain publicly traded but will change its name to EverBank Financial Corp and begin trading on Nasdaq under the ticker EVBK. EverBank Financial Corp will be treated as the accounting acquirer in the deal.
Immediately following the holding-company merger, WaFd Bank will merge into EverBank, N.A., with EverBank continuing as the surviving national bank chartered by the Office of the Comptroller of the Currency. The resulting institution is expected to operate more than 250 financial centers with limited reliance on wholesale funding.
Transaction Details and Expected Financial Impact
The combined company is targeting a return on tangible common equity of approximately 15 percent after fully realizing expected cost synergies. For WaFd shareholders, the reverse merger is expected to generate approximately 29 percent earnings-per-share accretion in 2027, with a tangible book value dilution earn-back period of less than two years.
Following closing, existing EverBank investors are expected to own approximately 59.2 percent of the combined company, while existing WaFd shareholders are expected to own approximately 40.8 percent. EverBank’s investor group includes funds managed by Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street and Bayview Asset Management, along with TIAA.
The banking merger brings together two institutions that have increasingly focused on expanding their commercial banking operations. EverBank has grown its commercial lending through areas including commercial real estate bridge lending, life insurance premium finance, SBA lending and fund finance. WaFd has leveraged its branch network across the western United States to expand business banking, commercial lending and commercial real estate financing.
The companies have said their funding models are complementary. WaFd’s commercial deposit relationships would be combined with EverBank’s direct-to-consumer online banking platform and retail deposit base. EverBank’s 28 financial centers in California are also expected to add scale to WaFd’s existing western footprint.
Leadership Structure and Closing Timeline
Following the close of the WaFd EverBank reverse merger, Greg Seibly is expected to serve as Chief Executive Officer of the combined company and Brent Beardall is expected to serve as President. Robert Radway, currently Chairman of EverBank Financial Corp, will become Chairman of the combined national bank and financial holding company. The boards of both the combined bank and holding company will each consist of 13 directors, with seven representatives from legacy EverBank and six from legacy WaFd.
“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,” said Brent Beardall, CEO and Vice Chairman of WaFd. “Both banks bring exceptional credit quality and strong capital to the partnership.”
Greg Seibly, Chief Executive Officer of EverBank Financial Corp, stated: “Simply put, our two banks are stronger together. The combination of EverBank and WaFd Bank will open many new opportunities for nationwide growth and financial performance.”
The transaction is expected to close in early 2027 and is intended to be tax-free to common shareholders of both companies. Completion remains subject to regulatory approvals, approval by WaFd shareholders and customary closing conditions.
