Fifth Third to Acquire Comerica in $10.9 Billion Deal

Fifth Third Bancorp has agreed to purchase Dallas-based Comerica for $10.9 billion in an all-stock transaction. The deal, expected to close by the end of the first quarter of 2026, will create a $288 billion-asset bank among the nation’s 10 largest lenders.

Deal Details

• Comerica stockholders will receive 1.8663 Fifth Third shares for each Comerica share they own.
• The transaction’s value stems from Fifth Third’s closing price of $82.88 on Friday, representing a 20% premium to Comerica’s 10-day volume-weighted average stock price.
• When the deal closes, Fifth Third shareholders will own roughly 73% of the combined company, while Comerica investors will hold 27% ¹.

Benefits of the Acquisition

The acquisition will enable Fifth Third to:

• Expand its presence: Grow its presence in high-growth markets, particularly in the Southeast and Southwest.
• Deepen commercial capabilities: Enhance its commercial banking franchise and capabilities.
• Increase market share: Become the ninth-largest US bank, with a robust presence in the Midwest and a strong foothold on the West Coast.

Leadership and Operations

• Comerica’s CEO: Curt Farmer will assume the role of Vice Chair of the combined entity.
• Comerica’s Board Members: Three members of Comerica’s board will join Fifth Third’s board.
• Wealth Management: Peter Sefzik, Comerica’s Chief Banking Officer, will lead Fifth Third’s Wealth & Asset Management business.

Industry Trends

The deal is part of a larger trend of bank mergers and acquisitions in the US. Other notable deals include ¹:

• Pinnacle Financial Partners’ acquisition of Synovus: An $8.6 billion deal announced in July.
• PNC’s acquisition of FirstBank: A $4.1 billion deal announced in September.
• Capital One’s acquisition of Discover: A $35.3 billion deal approved in April.

Conclusion

The acquisition of Comerica by Fifth Third Bancorp marks a significant moment in the banking industry. With its expanded presence in high-growth markets and deepened commercial capabilities, Fifth Third is well-positioned to compete against mega banks. As the deal awaits regulatory approval, investors and analysts will be watching closely to see how this acquisition plays out