Mergers/Acquisitions

PNC agrees $4.1bn FirstBank deal

BY Richard Summerfield

American financial services firm PNC Financial Services has agreed to acquire its smaller rival FirstBank Holding in a $4.1bn cash-and-stock deal.

Under the terms of the deal, FirstBank stockholders will be entitled to elect to receive the merger consideration in PNC common stock or in cash, subject to certain limitations. The aggregate consideration is comprised of a fixed number of approximately 13.9 million shares of PNC common stock and $1.2bn in cash and implies a transaction value of $4.1bn.

The boards of directors of both PNC and FirstBank Holding Company have approved the transaction, which is expected to close in early 2026, subject to receipt of all required approvals and other customary closing conditions. Following the closing, FirstBank will be merged into PNC Bank, N.A. when PNC is prepared to convert FirstBank customers to the PNC platform, with FirstBank branches assuming the PNC Bank name.

“FirstBank is the standout branch banking franchise in Colorado and Arizona, with a proud legacy built over generations by its founders, management, and employees,” said William S. Demchak, chairman and chief executive of PNC. “Its deep retail deposit base, unrivaled branch network in Colorado, growing presence in Arizona, and trusted community relationships make it an ideal partner for PNC.”

“For decades, FirstBank has been proud to serve Colorado and Arizona with a strong community focus, deep customer relationships and dedicated commitment to our employees,” said Kevin Classen, chief executive of FirstBank. “In PNC, we have found a partner that not only values this legacy but is committed to building on it. Their scale, technology and breadth of financial services will allow us to offer even more to our customers, while ensuring that our employees and communities continue to thrive.”

Upon completion, PNC plans to retain all of FirstBank’s branches and FirstBank’s customer-facing branch teams, ensuring continuity for customers, employees and the communities FirstBank serves.

FirstBank, which began offering banking services in 1963, manages $26.8bn in assets and operates 95 branches. The deal will bring PNC closer to $600bn in assets. PNC was formed in 1983 from the merger of Pittsburgh National Corporation and Provident National Corporation. It has $559bn in assets and operates about 2300 branches providing a mix of consumer and commercial banking services. It is smaller than the country’s four biggest banks – Chase, Bank of America, Citigroup and Wells Fargo, but larger than most regional banks, leading some to call it a ‘super-regional’.

News: PNC strengthens Colorado, Arizona presence with $4.1 billion FirstBank deal

Lowe’s announces $8.8bn Foundation Building Materials deal

BY Richard Summerfield

In a deal to expand its footing in the professional builders market, Lowe’s Co has agreed to acquire Foundation Building Materials, a distributor of drywall, insulation and other products, for approximately $8.8bn in cash. The transaction value reflects an adjusted earnings before interest, taxes, depreciation and amortisation (EBITDA) of 13.4x.

According to a statement announcing the deal, Lowe’s has secured $9bn in fully committed bridge financing from Bank of America, N.A. and Goldman Sachs & Co. LLC. The company expects to finance the acquisition through a combination of short-term and long-term debt and intends to maintain its current credit ratings. The transaction is expected to close in the fourth quarter of 2025, subject to customary closing conditions, including regulatory approval.

“With this acquisition, we are advancing our multi-year transformation of the Pro offering,” said Marvin R. Ellison, chairman, president and chief executive of Lowe’s. “It allows us to serve the large Pro planned spend within a $250 billion total addressable market and aligns perfectly with our Total Home strategy. FBM’s scalable, multi-trade distribution platform and strong leadership combined with our recent acquisition of ADG will significantly enhance our Pro offering. We’re excited to welcome the FBM team and strengthen our solutions for our growing Pro customers.”

“Joining Lowe’s is an exciting next step,” said Ruben Mendoza, president and chief executive of Foundation Building Materials. “Since 2011, we’ve built a leading position in drywall, ceiling systems, and metal framing, with proven success integrating acquisitions. Together with Lowe’s complementary products and incredible brand, we’ll offer a more comprehensive solution for Pro customers and accelerate growth.”

Foundation Building Materials is a leading North American distributor of interior building products, including drywall, metal framing, ceiling systems, commercial doors and hardware, insulation and complementary products serving large residential and commercial professionals in both new construction and repair and remodel applications. Since 2011, it has grown organically and inorganically to become an industry leader, with a network of over 370 locations in the US and Canada serving 40,000 Pro customers. In 2024, on a pro forma basis, the company generated approximately $6.5bn in revenue and $635m in adjusted EBITDA. It generated approximately 25 percent and 30 percent compound annual growth rate for revenue and adjusted EBITDA, respectively, from 2019 to 2024.

Lowe’s has completed a number of deals aimed at strengthening its offering for professional contractors and builders in recent years. In April, the company acquired Artisan Design for $1.33bn.

In addition to the deal for Foundation Building Materials, Lowe’s also reported its fiscal second-quarter financial results on Wednesday. The company posted an adjusted profit of $4.33 per share. Revenue totalled $23.96bn in the period, which met Wall Street’s expectations. The company has also raised its full-year sales outlook to a range of $84.5bn to $85.5bn.

News: Lowe's to buy Foundation Building Materials for $8.8 billion to boost contractor business

Centerbridge Partners agrees $2bn MeridianLink deal

BY Richard Summerfield

Investment firm Centerbridge Partners has agreed to acquire financial software provider MeridianLink in a $2bn deal. Under the terms of the agreement, MeridianLink shareholders will receive $20 per share in cash for each share of common stock they own.

The deal has been unanimously approved by MeridianLink’s board and is expected to close in the second half of 2025 pending shareholder and regulatory approvals. Investors holding about 55 percent of the company’s common stock have agreed to support the transaction. Once completed, MeridianLink will be privately held and remain headquartered in Irvine, California.

“We are excited for the next chapter of innovation and growth with our partners at Centerbridge,” said Larry Katz, president and chief executive-designate of MeridianLink. “Today’s announcement is a strong endorsement of our leading digital lending platform that serves nearly 2000 community financial institutions and reporting agencies. Together with Centerbridge, we will unlock the potential of this company by accelerating product innovation, harnessing the power of AI and data, and enhancing the delivery of exceptional customer experiences.”

“This is an exciting next step for MeridianLink,” said Nicolaas Vlok, chief executive of MeridianLink. “Our dedicated team has built our market-leading platform and partner ecosystem, and I am confident in the path forward for the Company, bolstered by Larry’s leadership and Centerbridge’s partnership.”

“Over the last several years, our Board has carefully evaluated alternatives to maximise shareholder value,” said Ed McDermott, chair of the board at MeridianLink. “The Board thoroughly reviewed Centerbridge’s proposal with the assistance of independent financial and legal advisors and determined this transaction would create certain, compelling and immediate value for our shareholders at an attractive premium and position MeridianLink to increase its competitive edge in a rapidly changing technology landscape.”

“As the pace of change across the finance and tech sectors continues to accelerate, MeridianLink is uniquely positioned to help financial institutions enhance their digital lending and credit reporting capabilities to expand and deepen client relationships, unlock the potential of data and AI, and drive their growth,” said Jared Hendricks, senior managing director and Ben Jaffe, managing director of Centerbridge. “At Centerbridge, we have a proven track record of partnering with exceptional companies at the intersection of finance and technology to create value for customers and opportunities for employees. We believe in the importance of fostering a vibrant, modern banking system using market-leading technology.”

For the second quarter of 2025, MeridianLink posted revenue of $84.6m, an increase of 8 percent year on year. The company reported lending software solutions revenue of $68.7m in the quarter, up 12 percent from a year earlier. Operating income was $5.2m, or 6 percent of revenue, while non-generally accepted accounting principles operating income reached $23m or 27 percent.

News: Software firm MeridianLink to go private in $2 billion deal with Centerbridge

Palo Alto Networks acquires CyberArk in $25bn deal

BY Fraser Tennant

In one of the largest technology deals of 2025, US multinational cyber security leader Palo Alto Networks is to acquire Israeli information security company CyberArk in a cash and stock transaction valued at approximately $25bn.

Under the terms of the definitive agreement, CyberArk shareholders will receive $45 in cash and 2.2005 shares of Palo Alto Networks common stock for each CyberArk share.

Combining CyberArk’s longstanding leadership in identity security and privileged access management with Palo Alto Networks’ comprehensive artificial intelligence (AI)-powered security platforms will extend privileged identity protection to all identity types, including human, machine and the new wave of autonomous AI agents.

“Our market entry strategy has always been to enter categories at their inflection point,” said Nikesh Arora, chairman and chief executive of Palo Alto Networks. “This strategy has guided our evolution from a next-gen firewall company into a multi-platform cyber security leader. The rise of AI and the explosion of machine identities have made it clear that the future of security must be built on the vision that every identity requires the right level of privilege controls.”

Once closed, the combination of the two organisations will offer the industry’s most comprehensive and integrated security portfolio, providing customers with a single, trusted vendor for their most critical security needs.

“This is a profound moment in CyberArk’s journey,” said Udi Mokady, founder and executive chairman of CyberArk. “From the beginning, we set out to protect the world’s most critical assets, with a relentless focus on innovation, trust and security. Joining forces with Palo Alto Networks is a powerful next chapter, built on shared values and a deep commitment to solving the toughest identity challenges.”

The transaction – which is subject to the satisfaction of customary closing conditions including the receipt of regulatory clearances and approval by CyberArk shareholders – has been unanimously approved by the boards of directors of both Palo Alto Networks and CyberArk, and is expected to close during the second half of 2026.

Mr Mokady concluded: “Together, we will bring unmatched expertise across human and machine identities, privileged access, and AI-driven innovation to secure and define the next chapter of cyber security.”

News: Palo Alto Networks (PANW) to Acquire CyberArk in $25 Billion AI Security Deal

US banks merge in $8.6bn deal

BY Richard Summerfield

Two US banking organisations – Pinnacle Financial Partners and Synovus Financial Corp – have reached an agreement to merge in an all-stock transaction valued at $8.6bn. The deal will see the creation of the highest-return regional bank in the southeastern US.

The deal, which is expected to close in Q1 2026, subject to regulatory and shareholder approvals, and which is the biggest bank deal to be announced so far this year, will see Synovus and Pinnacle shares converted into stock of a new Pinnacle parent company.

Under the terms of the deal, the shares of Synovus and Pinnacle shareholders will be converted into shares of a new Pinnacle parent company based on a fixed exchange ratio of 0.5237 Synovus shares per Pinnacle share. This exchange ratio represents a Synovus per share value of $61.18, a transaction value of $8.6bn and an approximate 10 percent premium to Synovus on an unaffected basis. Upon completion. Synovus shareholders will own about 48.5 percent of the new company; Pinnacle shareholders will have roughly 51.5 percent.

Kevin Blair, chief executive of Synovus, will continue in that role for the newly combined entity. Terry Turner, who has been chief executive of Pinnacle since its founding in 2000, will serve as chairman. The combined entity will be operated under the Pinnacle brand.

“Over the last 25 years, we have attracted extraordinary talent to a bank that closely partners with its clients, developing ‘raving fans’ and delivering industry-leading growth,” said Mr Turner. “We are pleased to join forces with Synovus in a combination that prioritizes client experience and inspires associates. By combining Pinnacle’s operating model, which is anchored in a disciplined entrepreneurial spirit, with Synovus’ talented team and strong presence in attractive and fast-growing Southeastern markets, we will extend our legacy of building share in the most attractive markets nationally.”

“We are two high-performing institutions with one powerful future,” said Mr Blair. “Our belief in the success of this merger is grounded in a decade of strong results and proven execution from both companies, each delivering top-tier earnings and total shareholder returns. Building on a rich tradition of service and accelerating momentum, Synovus is well-positioned for growth. Together with Terry and the Pinnacle team, we are primed for continued outperformance, as we are not just combining forces – we are multiplying our impact.”

The companies noted that their merger focuses on the fastest-growing markets in the southeastern US. Pinnacle operates its banking business from Nashville, Tennessee and manages $54.8bn in assets. Synovus, headquartered in Georgia, oversees approximately $61bn in assets through its network of 244 branches, which span Alabama, Florida, South Carolina, Tennessee and Georgia.

In a 16 July earnings release, Synovus said that it delivered 28 percent year-over-year growth in adjusted earnings per share in the second quarter. On 15 July, Pinnacle said in its earnings release that its fully diluted earnings per share after adjustments were up 22.7 percent year over year. The bank also reported that it was “very active on the recruiting front” and had expanded into Richmond, Virginia.

News: Pinnacle Financial Partners, Synovus Financial to merge in $8.6 billion deal

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