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Huntington Bancshares Inc. to acquire Cadence Bank

Monday, October 27, 2025 — 16:37:47 (UTC)

COLUMBUS, Ohio and HOUSTON and TUPELO, Miss., Oct. 27, 2025 /PRNewswire/ -- Huntington Bancshares Incorporated (Nasdaq: HBAN) today announced it has entered into a definitive agreement to acquire Cadence Bank, a $53 billion regional bank headquartered in Houston, Texas and Tupelo, Mississippi.

Huntington Cadence Huntington Cadence With more than 390 locations across Texas and the South, the addition of Cadence marks a significant milestone in Huntington's strategic growth. The partnership, in conjunction with the recently closed acquisition of Veritex Community Bank, will give Huntington the fifth deposit market share in Dallas, the fifth deposit market share in Houston, and the eighth deposit market share across the state of Texas. Upon close, Huntington will also become the number one bank in Mississippi and a top ten bank in both Alabama and Arkansas by deposits.

The partnership will give Huntington a foothold in high-growth markets—including Houston, Dallas, Fort Worth, Austin, Atlanta, Nashville, Orlando and Tampa—and create a powerful platform for further organic growth and investment. Upon completion, Huntington will have a strategic presence in 12 of the top 25 metropolitan statistical areas (MSAs) in the country, including six of the top 10 fastest growing MSAs.

"This is an important next phase of growth for Huntington," said Steve Steinour, Chairman, President and CEO of Huntington Bancshares. "This partnership will extend the reach of our full franchise to 21 states—stretching from the Midwest to the South to Texas—and into new, high-growth markets for which we have a powerful playbook. Today's announcement represents a significant step on our journey to be the leading people-first, customer-centered bank in the country."

One of the largest regional banks in its footprint, Cadence operates branches across Alabama, Arkansas, Florida, Georgia, Louisiana, Mississippi, Missouri, Tennessee, and Texas. Huntington intends to maintain Cadence's broad branch network—with no branch closures—and invest to grow.

"We've been delivering for our customers and communities for 150 years, and partnering with Huntington will help us do even more to support those we serve," said James D. "Dan" Rollins III, Chairman and Chief Executive Officer of Cadence Bank. "This is a defining moment for Cadence Bank and we're confident this alignment will create lasting value across our footprint and beyond. Together, we will continue to prioritize relationship-first banking while unlocking new opportunities for growth and innovation."

Upon closing of the transaction, Rollins will join Huntington as non-executive Vice Chairman of the Board of Directors of Huntington Bancshares Incorporated as well as a director of Huntington Bancshares Incorporated and The Huntington National Bank. Huntington Bancshares will be inviting two additional members from Cadence to join the Board of Directors.

"Cadence Bank's relationship-first, community-based approach to banking aligns very well with our values and local approach to banking. We're excited to bring our broad range of capabilities, products and services to Cadence's customers and communities through local bankers, local decision making, local relationships and local community engagement and investment," said Brant Standridge, President of Consumer and Regional Banking at Huntington. "Cadence has built strong relationships over generations, and we intend to continue that legacy and offer even more with our leading digital capabilities and Fair Play products and services."

Launched in 2010, Huntington's pioneering Fair Play philosophy focuses on providing services without hidden fees or asterisks and delivering fair and safe access to banking for consumers. Through this combination, Cadence customers will have access to Huntington's full suite of Fair Play product features, including 24-Hour Grace®, Standby Cash® and Early Pay.

Huntington will continue Cadence's strong legacy of community support through local partnerships, investment and engagement, and will maintain Cadence's philanthropic commitments to organizations across its footprint—including its multifaceted support for the Tupelo community and state of Mississippi.

The transaction is expected to close in the first quarter of 2026, subject to regulatory approvals, approval by Huntington and Cadence shareholders and other customary closing conditions. Upon conversion, which is expected in the second quarter of 2026, Cadence Bank teams and branches will operate under the Huntington Bank name and brand.

Transaction Terms

Under the terms of the agreement, Huntington will issue 2.475 shares of common stock for each outstanding share of Cadence common stock in a 100% stock transaction. Based on Huntington's closing price of $16.07 as of October 24, 2025, the consideration implies $39.77 per Cadence share or an aggregate transaction value of $7.4 billion. The transaction is expected to be 10% accretive to Huntington's earnings per share, mildly dilutive to regulatory capital at close, and 7% dilutive to tangible book value per share with earn-back in three years inclusive of merger expenses.

Advisors

Evercore served as the financial advisor and Wachtell, Lipton, Rosen & Katz served as legal counsel to Huntington in the transaction. BofA Securities also served as advisor to Huntington. Keefe, Bruyette & Woods, A Stifel Company served as the financial advisor and Sullivan & Cromwell LLP served as legal counsel to Cadence in the transaction.

Teleconference / Webcast Information

Huntington's senior management will host a conference call to discuss the acquisition on Monday, October 27, 2025 at 8:30 a.m. Eastern Time, to discuss the strategic and financial implications of the transaction. The call, along with slides, may be accessed via a live internet webcast at the Investor Relations section of Huntington's website, www.huntington.com, or through a dial-in telephone number at (877) 407-8029 or (201) 689-8029; conference ID #13756900.

About Huntington

Huntington Bancshares Incorporated is a $223 billion asset regional bank holding company headquartered in Columbus, Ohio. Founded in 1866, The Huntington National Bank and its affiliates provide consumers, small and middle‐market businesses, corporations, municipalities, and other organizations with a comprehensive suite of banking, payments, wealth management, and risk management products and services. Huntington operates more than 1,000 branches in 14 states, with certain businesses operating in extended geographies. Visit Huntington.com for more information.

About Cadence Bank

Cadence Bank (NYSE: CADE) is a $53 billion regional bank committed to helping people, companies and communities prosper. With more than 390 locations spanning the South and Texas, Cadence offers comprehensive banking, investment, trust and mortgage products and services to meet the needs of individuals, businesses and corporations. Accolades include being recognized as one of the nation's best employers by Forbes and U.S. News & World Report and as a 2025 America's Best Banks by Forbes. Cadence has dutifully served customers for nearly 150 years. Learn more at www.Cadencebank.com. Cadence Bank, Member FDIC. Equal Housing Lender.

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Source: Company press release.

Categories: Acquisition