FirstSun Capital Bancorp has landed on its next West Coast target.
The Denver-based financial services firm – and its Dallas-based subsidiary Sunflower Bank – will acquire First Foundation and its Irvine, California-headquartered bank in a roughly $785 million deal, the companies announced Monday.
The transaction, set to close early in the second quarter of 2026, will create a bank with roughly $17 billion in assets, and add 18 California branches to FirstSun’s nine-state footprint, the banks said.
The deal also may help FirstSun put behind it last year’s failed acquisition of Seattle-based HomeStreet Bank.
FirstSun opted to switch to a Texas banking charter after “it became obvious that we would not gain near-term approval” from the Office of the Comptroller of the Currency, the company’s CEO, Neal Arnold, said at the time.
The banks terminated the planned tie-up shortly after disclosing they were “discussing the pursuit of an alternative regulatory structure.”
HomeStreet was acquired last month by Walnut Creek, California-based Mechanics Bank in a $300 million deal.
Under Monday’s proposal, First Foundation investors will receive 0.16083 shares of FirstSun common stock for each First Foundation share they own. First Foundation’s warrant holders can also receive $17.5 million in additional cash considerations by exercising their warrants early, the banks said.
The deal’s $785 million value is based on FirstSun’s closing stock price of $40.44 from Friday, the banks said.
FirstSun investors will own 59.5% of the combined entity once the transaction closes, compared with 40.5% for First Foundation stockholders.
Five First Foundation directors are expected to join FirstSun’s board upon the deal’s completion, the banks said.
FirstSun’s executive chair, CEO and CFO will remain in their roles in the combined company. First Foundation’s CEO, Tom Shafer, will become vice chair once the deal closes.
Shafer, who has been at First Foundation’s helm for less than a year, called the transaction an “exciting new chapter.” Shafer is a veteran of mergers and acquisitions who served as TCF’s last CEO before it was acquired by Huntington in 2021.
“Our employees continue to be the driving force behind our success, and their commitment to excellence makes this next chapter possible,” Shafer said. “We are particularly excited to accelerate the business plan of First Foundation Advisors, our private wealth management platform, with respect to further growing lending and deposits within the existing customer base as well as providing more firepower to grow that business throughout the combined organization’s expansive footprint.”
FirstSun, meanwhile, touted the deal’s potential to “accelerate” the company’s expansion strategy in Southern California – a region Executive Chair Mollie Hale Carter called “vibrant” and a “key focus.”
“This combination allows us to leverage FirstSun’s proven deposit and [commercial and industrial]-focused growth strategy at a larger scale,” Carter said. “We’re enthusiastic about the opportunities this merger unlocks to enhance performance and deepen our specialty business capabilities.”
The tie-up also brings the banking M&A spotlight back to Southern California – arguably where this year’s surge in deals began. Tacoma, Washington-based Columbia Banking System said it would buy Pacific Premier Bank for $2 billion in April, in the first major combination after regulators approved Capital One’s acquisition of Discover. Like First Foundation, Pacific Premier was based in Irvine.
The deal is set to roughly double FirstSun’s size. The company counted roughly $8.5 billion in assets as of Sept. 30. The combination is also being couched as a “balance sheet re-positioning” that encompasses a “$3.4 billion planned down-size of non-core assets” meant to “unlock First Foundation’s core franchise.”
FirstSun expects the transaction to be more than 30% accretive to 2027 earnings per share with a 3.3 year earnback period.
