09:09 AM EDT, 10/06/2025 (MT Newswires) -- Fifth Third Bancorp ( FITB ) on Monday agreed to acquire regional lender Comerica ( CMA ) in an all-stock deal worth $10.9 billion to create one of the largest banks in the US with roughly $288 billion in assets.
Under the terms, Comerica's ( CMA ) shareholders will receive 1.8663 Fifth Third shares for each share they own, valuing the transaction at $82.88 per share based on the latter's closing price on Friday. The transaction represents a 20% premium to Comerica's ( CMA ) 10-day volume-weighted average stock price, the banks said in a joint statement.
Comerica's ( CMA ) stock jumped 13% in the most recent premarket activity, while Fifth Third declined 2%.
The deal, which requires approval from both lenders' shareholders and clearance from regulators, is expected to complete at the end of the first quarter of 2026. Following completion, Fifth Third shareholders will own a 73% stake in the combined entity, while Comerica ( CMA ) investors will hold the remaining 27% interest.
"This combination marks a pivotal moment for Fifth Third as we accelerate our strategy to build density in high-growth markets and deepen our commercial capabilities," Fifth Third Chief Executive Tim Spence said in the statement. "Together, we are creating a stronger, more diversified bank that is well-positioned to deliver value for our shareholders, customers and communities."
Fifth Third expects the deal to be immediately accretive to shareholders, accelerate its long-term growth plans and strengthen scale, profitability and geographic expansion. The combined company is expected to operate in key regions in the Southeast, Texas and California, as well as solidify its position in the Midwest.
"Joining with Fifth Third - with its strengths in retail, payments and digital - allows us to build on our leading commercial franchise and further serve our customers with enhanced capabilities across more markets," according to Comerica ( CMA ) CEO Curt Farmer, who will become the vice chair of the merged entity. Comerica's ( CMA ) chief banking officer, Peter Sefzik, will be in charge of Fifth Third's wealth and asset management business as part of the leadership structure.
In July, Comerica ( CMA ) reported second-quarter earnings of $1.42 per share, down from $1.49 a year earlier. In the same month, Fifth Third posted second-quarter EPS of $0.88, up from $0.81 the year before.