OceanFirst Financial, the holding company for OceanFirst Bank, completed its previously announced merger with Flushing Financial, the holding company for Flushing Bank. The combination creates a scaled regional bank with a significant presence across New Jersey, New York, Long Island, and the major metropolitan areas from Massachusetts through Virginia.
Following completion of the transaction, the combined company operates under the OceanFirst brand across 71 retail branches across its footprint. Concurrent with the completion of the merger, OceanFirst also completed its $225 million strategic investment from affiliates of funds managed by Warburg Pincus.
“Today marks an important milestone in our growth strategy and the next chapter for our combined organization,” Christopher Maher, CEO of OceanFirst, said. “This combination pairs Flushing’s deeply rooted, 95-year community franchise with OceanFirst’s relationship-driven business model, expanded capabilities and broader product set, and immediately scales our presence in the deposit-rich markets of Long Island and the New York City boroughs. By adding Warburg Pincus as a long-term capital partner, we are well positioned to deliver enhanced value to our clients, accelerate profitable growth and create meaningful long-term value for our shareholders.”
OceanFirst now operates 71 retail branches across New Jersey, New York, Long Island and Pennsylvania, providing clients with personalized service and a broader range of commercial and consumer banking, wealth and treasury management capabilities.
Under the terms of the merger agreement, Flushing shareholders received 0.85x of a share of OceanFirst common stock for each share of Flushing common stock, and cash in lieu of fractional shares.
Following the closing, and pursuant to the terms of the merger agreement, John Buran, former president and CEO of Flushing, has joined OceanFirst as non-executive chairman of the board. The board of directors of the combined company consists of 17 directors: 10 from the existing OceanFirst board, six from the existing Flushing board and one from Warburg Pincus.
“We are pleased to welcome these accomplished leaders to our Board,” Maher said. “They bring deep industry experience and strong knowledge of the New York and Long Island markets, and their insight will be invaluable as we deliver on the long-term potential of the combined franchise.”
In connection with the merger, OceanFirst will make a $5 million contribution to the OceanFirst Foundation to support nonprofit community organizations across the combined company’s markets, including New York and Long Island.
Keefe, Bruyette & Woods, a Stifel company, served as financial advisor to OceanFirst and Simpson Thacher & Bartlett served as its legal counsel. Piper Sandler served as financial advisor to Flushing and Hughes Hubbard & Reed served as its legal counsel. J.P. Morgan acted as capital markets advisor and sole placement agent to OceanFirst. Jefferies served as financial advisor to Warburg Pincus and Wachtell, Lipton, Rosen & Katz served as its legal counsel.
