In a significant move within the financial sector, FirstSun Capital Bancorp (NASDAQ: FSUN) has announced its intention to acquire First Foundation Inc. (NYSE: FFWM) in a strategic merger agreement that aims to create a larger and more diversified banking institution. The merger agreement, reached on October 27, 2025, will result in First Foundation merging with FirstSun, with FirstSun continuing as the surviving corporation. Following this initial merger, First Foundation's wholly-owned subsidiary, First Foundation Bank, will merge with FirstSun’s subsidiary, Sunflower Bank, National Association, thereby enhancing operational efficiencies and market presence.
The financial terms of the deal indicate that each share of First Foundation common stock will be exchanged for 0.16083 shares of FirstSun common stock, plus cash for any fractional shares. This results in an implied value of $6.46 per share of First Foundation based on the closing price of FirstSun stock on October 27, 2025, when it was priced at $40.15. This transaction is expected to involve the issuance of approximately 18,960,810 shares of FirstSun stock, leading to an ownership distribution of approximately 59.5% for legacy FirstSun shareholders and 40.5% for First Foundation shareholders post-merger.
From a strategic standpoint, this merger is anticipated to significantly bolster the capital position and credit profile of the combined entity, enhancing liquidity and supporting a more relationship-focused business model. The merger will also be accompanied by a comprehensive balance sheet repositioning plan, which includes the sale and securitization of certain First Foundation loans and a reduction in higher-cost funding sources.
The merger is subject to customary closing conditions, including regulatory approvals and stockholder consent from both companies. Special meetings for stockholders of both FirstSun and First Foundation are scheduled for [insert date] and [insert date], respectively, where shareholders will vote on the merger agreement and related proposals. The merger is projected to close in the first half of 2026, contingent on the requisite approvals being obtained.
With this merger, FirstSun aims to enhance its market position in the Southwest, creating a bank with improved scale and resources to better serve its clients and compete in the evolving financial landscape. The combined company's common stock will continue to be listed on Nasdaq under the symbol 'FSUN.' Shareholders and analysts alike will be closely monitoring the transaction as it progresses through the necessary approvals and towards finalization.
