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OceanFirst Financial (OCFC) investor relations material

OceanFirst Financial M&A Announcement summary

Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.
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M&A Announcement summary30 Dec, 2025

Deal rationale and strategic fit

  • Creates a high-performing regional bank with $23 billion in assets, expanding in New Jersey, Long Island, Queens, Brooklyn, Manhattan, and New York City, leveraging a 95+ year-old distribution network.

  • Combines two organizations with shared values, disciplined credit philosophy, and strong community commitment, leveraging Flushing's distribution and OceanFirst's technology.

  • Accelerates organic growth in deposit-rich markets, enhances customer support, and increases shareholder value.

  • Diversifies loan portfolio and reduces CRE concentration over time.

  • Enhances product offerings and market competitiveness, combining robust digital, commercial, and local market capabilities.

Financial terms and conditions

  • All-stock merger valued at $579 million, with a fixed exchange ratio of 0.85 OceanFirst shares per Flushing share.

  • Implied deal value of $16.80 per Flushing share, based on OceanFirst's closing price of $19.76.

  • $225 million equity investment from Warburg Pincus at $19.76 per share, including common and non-voting stock plus warrants, concurrent with closing.

  • Pro forma ownership: 58% OceanFirst, 30% Flushing, 12% Warburg Pincus.

  • No goodwill created; expected $9 million bargain purchase gain.

Synergies and expected cost savings

  • Targeting 35% cost savings from Flushing's non-interest expense, phased in by 2027.

  • One-time pre-tax restructuring charges of $106 million, including $5 million in charitable contributions.

  • 16% EPS accretion expected by 2027, with a 3.1-year tangible book value earnback and 6% tangible book value dilution.

  • Net interest margin projected at 3.2% and non-interest expense to average assets at 1.7% by 2027.

  • No immediate branch closures or real estate savings included in projections, though these remain long-term opportunities.

Warburg Pincus warrant mandatory exercise terms
What drives the 3-year TBV earn-back period?
How will combined distribution channels drive growth?
Explain rent-regulated multifamily loan strategy?
What is the go-to-market strategy for deposits in NY?
Beyond capital, what is Warburg Pincus's role?
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Frequently asked questions

OceanFirst Financial Corp is a bank holding company providing commercial and consumer banking services through its subsidiaries. The company offers deposit products, residential and commercial loans, and wealth management services. It serves customers in New Jersey, New York, and Pennsylvania through a network of branch offices and digital platforms. The company is headquartered in Red Bank, New Jersey, and its shares are listed on the NASDAQ.

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