OceanFirst Financial Corp. (OCFC), the holding company for OceanFirst Bank N.A., and Flushing Financial Corp. (FFIC), the holding company for Flushing Bank, have entered into a definitive merger agreement. The transaction will combine the two companies in an all-stock merger.
Upon completion of the merger, Flushing Bank will merge into OceanFirst Bank, with OceanFirst Bank continuing as the surviving institution. Based on OceanFirst's closing stock price of $19.76 on December 26, 2025, the deal is valued at approximately $579 million.
The merger is expected to create a high-performing regional bank with a significant presence across New Jersey, Long Island, and New York markets, strengthening the combined company's competitive position in these attractive regions.
OceanFirst announced that it has entered into an investment agreement with affiliates of funds managed by Warburg Pincus LLC, which is fully committed to invest $225 million for newly issued equity securities subject to the closing of the merger.
Upon completion of the proposed transaction, the shares issued to Flushing stockholders in the merger are expected to represent approximately 30% of the outstanding shares of the combined company, the shares issued to Warburg Pincus in the equity capital raise transaction are expected to represent approximately 12% of the outstanding shares of the combined company and the shares of OceanFirst common stock that are outstanding immediately prior to completion of the merger are expected to represent approximately 58% of the outstanding shares of the combined company.
Christopher Maher, OceanFirst Chairman and Chief Executive Officer, will serve as the CEO of the combined holding company following completion of the merger. John Buran, President and Chief Executive Officer of Flushing, will join OceanFirst as the non-executive Chairman of the Board after the closing of the merger. The board of directors of the combined company will consist of 17 directors: ten from the existing OceanFirst board, six from the existing Flushing board and one from Warburg Pincus.
Todd Schell, Managing Director at Warburg Pincus, will join the board.
The transaction is expected to close in the second quarter of 2026, subject to the receipt of regulatory approvals, approval by OceanFirst and Flushing shareholders, and the satisfaction of other customary closing conditions.
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