WaFd at 0.98x tangible book just sold majority control to a private bank at 1.79x — the new regional-bank M&A playbook

In a conventional bank merger, the public acquirer survives and pays a premium in its own stock. The EverBank / WaFd deal inverts that template. EverBank is the larger, faster-growing, deposit-rich, Jacksonville-based digital-led bank — but it is privately held, owned by funds managed by Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street Partners, and Bayview Asset Management, alongside TIAA. WaFd is the older, Seattle-based publicly traded thrift-turned-bank. Under the agreement, EverBank Financial Corp. merges into WaFd, with WaFd as the surviving public company, renamed EverBank Financial Corp. and re-listed on Nasdaq under the ticker EVBK.

The ownership math is the headline. EverBank's shareholders end up with 59.2% of the combined company; WaFd shareholders retain 40.8%. The combined entity will have roughly $75B in assets, $59B in deposits, $58B in loans and 254 financial centers across 11 states. WaFd issues 103.1 million new shares to EverBank holders, taking pro forma diluted share count to 182.0 million. EverBank is, in effect, buying its way onto a public exchange through the back of a regional-bank target — and the PE sponsors are converting illiquid stakes into a public security without an IPO process.

The 1.79x price-to-tangible-book multiple is the linchpin of the entire announcement. On the Friday before the deal, WaFd closed at $36.30, valuing the bank at roughly $2.68 billion against $2.58 billion of tangible common equity — a sub-1.0x multiple that has been a recurring feature of small- and mid-cap regional bank valuations since the 2023 deposit scare. The deal's regression-implied price lifts the multiple to 1.79x tangible book, an 82% re-rating that puts the implied $52.41 share price within the 1.5x–2.0x range that Bain's 2026 industry analysis identifies as the consolidating-band midpoint for regional targets.

The $135 million cost-takeout is large by industry standards — it equates to roughly 11% of the combined NII, against an industry-average cost-synergy ratio in the 5%–8% range for similarly sized regional combinations. Where it goes is more revealing: EverBank brings a digital-led, branch-light operating model anchored in 35 financial centers across California, Florida and New York, while WaFd brings 200 traditional branches across the Pacific Northwest, Southwest and Texas. The bulk of the $135M is expected to come from duplicative corporate-function consolidation, technology-stack rationalization, and branch-overlap trimming — not from loan-portfolio or credit-policy changes.

For EverBank, the deal is a public-listing event disguised as an acquisition. The bank's standalone asset base of $46.7B (as of June 30, 2026) makes it large enough to clear the $50B regulatory threshold on a pro forma basis, which carries heightened supervisory expectations that are easier to manage as a public-company. The PE sponsors — Stone Point, Warburg Pincus, Reverence, Sixth Street, Bayview and TIAA — also gain a public-market exit for a stake that has compounded since August 2023. The April 2025 acquisition of Sterling Bank and Trust, which added California and New York financial centers, had already repositioned EverBank as a national digital-led player; the WaFd combination adds the Pacific Northwest retail-deposit base that EverBank has never organically built.

For WaFd, the deal resolves a multi-year valuation problem. Through fiscal 2025, the bank earned $226M on $1.41B of revenue and traded at a sub-1.0x price-to-tangible-book multiple — a discount that reflected slow commercial-loan growth and a heavy concentration in West-Coast commercial real estate. The 1.79x implied multiple and 29% EPS accretion reset both metrics in a single announcement. The 7/6 board split (EverBank / WaFd) and the appointment of EverBank's Greg Seibly as CEO with WaFd's Brent Beardall as president is a clean handoff that minimizes the cultural friction typical of branch-heavy thrifts merging into digital-first platforms.

The Bain & Company August 2026 industry analysis — the most-cited framework for the 2026–2030 consolidation wave — projects that the number of large US regional banks with $50B–$1T in assets will drop from 49 today to as few as 30 by 2030, while smaller regionals ($10B–$50B) decline from 103 to 80. The EverBank / WaFd combination, by lifting the combined entity to $75B in assets, effectively removes one of the 103 smaller regionals and reclassifies the franchise into the larger bucket. That is exactly the migration path the Bain modeling expects to repeat dozens of times over the next five years.

The Q1 2026 industry data — average price-to-tangible-book of 153% for completed transactions, 96% in the West region, where WaFd is concentrated — sets a 50%-plus upside floor for any sub-1.0x P/TBV regional that secures a transaction. KeyCorp at 1.20x and Western Alliance at 1.12x sit in the West-region band that has historically transacted at the lower multiples, while Fifth Third and Webster Financial at 1.27x–1.45x already trade closer to the broader 153% deal-average benchmark.