Eastern Bankshares (the holding company for Eastern Bank) and HarborOne Bancorp (the holding company for HarborOne Bank) announced they have entered into a definitive merger agreement under which HarborOne will merge with and into Eastern in a stock and cash transaction.
Eastern has $25 billion in assets, which is the largest deposit market share in the Boston MSA and Massachusetts of any bank headquartered in Massachusetts, and the largest bank-owned independent investment advisor in Massachusetts with $8.4 billion in assets under management.
Founded in 1917, HarborOne Bank has $5.7 billion in assets, 30 banking centers in Massachusetts and Rhode Island, and operates HarborOne Mortgage, providing mortgage lending services throughout New England and other states.
Deal terms: Both boards of directors have unanimously adopted the deal. And shareholders of HarborOne will receive for each share of HarborOne common stock, at the holder’s election, either 0.765 shares of Eastern common stock or $12 in cash for each share held.
This deal is expected to qualify as a tax-free reorganization for federal income tax purposes and to provide a tax-free exchange for HarborOne shareholders for the stock consideration received.
Eastern anticipates issuing about 25.2 million shares of its common stock and paying an aggregate amount of $99 million in cash in the merger. And based on Eastern’s $15.48 per share closing price on April 23, 2025, the transaction is valued at approximately $490 million.
Deal timing: This merger is expected to close in the fourth quarter of 2025, subject to the satisfaction of certain conditions, including the receipt of required regulatory approvals, approval of HarborOne shareholders, and other customary conditions.
Advisors: J.P. Morgan Securities worked as financial advisor and Nutter McClennen & Fish provided legal counsel to Eastern. Raymond James & Associates served as financial advisor and Goodwin Procter LLP provided legal counsel to HarborOne.
KEY QUOTES:
“We are excited about this partnership which bolsters our already strong and long-standing presence in Greater Boston and expands our footprint into Rhode Island. HarborOne is a highly recognized institution in our local market, and we share a deep commitment to customers, colleagues and communities.”
Bob Rivers, Executive Chair and Chair of the Board of Directors of the Company and Eastern Bank
“The combination is a natural strategic fit with shared values, vision, and focus on customer-centric banking. We look forward to introducing HarborOne customers to an enhanced array of products and services offered by our banking and wealth management businesses. Importantly, it is a financially compelling transaction with 16% earnings accretion and a tangible book value earnback of 2.8 years. There are clear opportunities to generate higher returns, improve operating efficiency, and deliver sustained value to shareholders.”
Denis Sheahan, Chief Executive Officer of the Company and Eastern Bank
“Today’s announcement is a testament to the strength of our franchise and dedication of our team. Partnering with Eastern brings further scale, resources, and innovation to deliver long-term value and enhanced banking experiences to our customers and local communities. We look forward to building upon the legacy forged by HarborOne for over a century.”
Joseph F. Casey, President and Chief Executive Officer of HarborOne
