Butterfield To Acquire CIBC Caribbean In $1.8 Billion Transaction

By Amit Chowdhry ● Today at 7:13 PM

The Bank of N.T. Butterfield & Son Limited announced a definitive agreement to acquire CIBC’s 91.7% ownership stake in CIBC Caribbean Bank Limited in a transaction valued at approximately $1.794 billion. The deal will combine two longstanding banking franchises to create a financial institution with roughly $29 billion in assets, expanding Butterfield’s presence across international financial centers and key Caribbean markets.

The acquisition represents one of the most significant banking transactions in the Caribbean region in recent years. Butterfield said the combination will strengthen its banking and wealth management capabilities while providing greater scale, diversification, and long-term growth opportunities. The combined organization is expected to offer enhanced corporate banking, personal banking, wealth management, merchant services, and cross-border payment capabilities to customers throughout its expanded footprint.

Butterfield plans to maintain the operational presence of both organizations, including CIBC Caribbean’s regional headquarters in Barbados. The company also emphasized its commitment to continuing philanthropic programs, financial education initiatives, and sustainability efforts across the communities served by both institutions.

Under the terms of the agreement, Butterfield will acquire CIBC Investments (Cayman) Limited, which holds CIBC’s controlling stake in CIBC Caribbean. Following completion of that purchase, Butterfield will launch a mandatory take-over bid for the remaining 8.3% of CIBC Caribbean shares held by minority investors, with the goal of obtaining full ownership of the bank.

The total consideration consists of approximately $1.091 billion in cash and $703 million in Butterfield shares, based on Butterfield’s 10-day volume-weighted average share price of $55.66 as of May 27, 2026. The purchase price equates to $1.14 per CIBC Caribbean share and represents approximately 106% of the bank’s tangible book value as of January 31, 2026.

Minority shareholders of CIBC Caribbean will receive equivalent economic terms and will have the option to receive up to 100% of their consideration in Butterfield shares, allowing them to retain an investment in the combined organization if they choose.

To support the transaction, Butterfield has secured commitments for $700 million in Tier 2 capital-qualifying subordinated debt financing. The company expects the combined institution to maintain strong regulatory capital levels following closing, including a pro forma Common Equity Tier 1 ratio above 12% and total capital exceeding 19%.

Butterfield expects the acquisition to generate meaningful financial benefits. The company projects approximately 12% accretion to GAAP earnings per share and 15% accretion to cash earnings per share in the first year following full realization of synergies. Tangible book value per share is expected to increase by approximately 10%, while the transaction is projected to generate an internal rate of return exceeding 20%.

Management also anticipates achieving approximately $49 million in annual pre-tax cost savings once integration efforts are fully implemented by 2030.

Following completion of the transaction, CIBC is expected to own approximately 22% of the combined company. Under a shareholder agreement, CIBC will initially have the right to appoint two directors to Butterfield’s board of directors. The agreement will also include customary lock-up provisions, standstill obligations, and registration rights related to CIBC’s ownership stake.

Butterfield intends to continue trading on both the New York Stock Exchange and the Bermuda Stock Exchange after the transaction closes. The company also plans to pursue secondary listings on the Barbados Stock Exchange, the Bahamas International Securities Exchange, and the Trinidad & Tobago Stock Exchange, subject to regulatory approvals and local listing requirements.

The transaction has been unanimously approved by Butterfield’s board of directors and is expected to close during the first half of 2027, subject to shareholder approval, regulatory clearances, and customary closing conditions.

KEY QUOTES:

“Since Butterfield’s 2016 listing on the NYSE, we have successfully grown and enhanced profitability through bank and trust acquisitions. This deal combines two storied and complementary banks, with significant local scale advantages and time-honored customer relationships in their respective core jurisdictions. The transaction will offer both scale and diversification to the benefit of all stakeholders, positioning Butterfield as a leading independent bank and wealth manager operating across international financial centers and attractive Caribbean markets. I look forward to welcoming our talented new colleagues and valued clients.”

Michael Collins, Chairman and Chief Executive Officer, Butterfield

“For our clients, employees and communities, this combination brings together two organizations with shared values and a common focus on relationship banking, innovating and community impact. We look forward to building on our legacy as the region’s champion in financial services.”

Mark St. Hill, Chief Executive Officer, CIBC Caribbean

“The entire CIBC Caribbean team led by Mark St. Hill has built a strong, client-focused bank across the region, and we look forward to realizing the strategic benefits of this transaction to deliver more for all stakeholders.”

Harry Culham, President and Chief Executive Officer, CIBC

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