Eastern Bankshares, the parent company of Eastern Bank, has entered into a definitive agreement to merge with HarborOne Bancorp in a transaction valued at approximately $490m.
The combined entity will strengthen its presence across New England, US with HarborOne Bancorp merging into Eastern Bankshares under the terms of the agreement jointly approved by the boards of both companies.
HarborOne Bancorp, the parent of Massachusetts-chartered HarborOne Bank, has $5.7bn in assets. The bank operates retail and commercial banking services and provides mortgage lending through HarborOne Mortgage, serving customers across New England and selected other states.
As part of the deal structure, shareholders of HarborOne Bancorp will be entitled to elect either 0.765 shares of Eastern Bankshares common stock or $12 in cash per HarborOne Bancorp share.
HarborOne Bancorp president and CEO Joseph Casey said: “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.”
To maintain an equity-to-cash mix, the merger agreement includes an allocation mechanism that ensures between 75% and 85% of HarborOne Bancorp shares receive stock consideration.
The combined company will expand its reach in New England, bringing together Eastern Bank’s 109-branch network with HarborOne Bancorp’s 30 banking centres across Massachusetts and Rhode Island.
Eastern Bank, founded in 1818 and based in Boston, holds approximately $25bn in assets and leads the Massachusetts market in deposit share among banks headquartered in the state. It also operates Cambridge Trust Wealth Management, which oversees $8.4bn in client assets.
Eastern Bank CEO Denis Sheahan said: “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.”
The deal is expected to close in Q4 2025, subject to customary closing conditions including regulatory approvals and a vote by HarborOne Bancorp’s shareholders.
Eastern Bankshares’ shareholders are not required to vote. All members of HarborOne Bancorp’s board and executive leadership have committed to voting in favour of the merger.
Financial advisory roles in the transaction were handled by J.P. Morgan Securities for Eastern Bankshares and Raymond James & Associates for HarborOne Bancorp. Eastern Bankshares received legal counsel from Nutter McClennen & Fish, while HarborOne Bancorp was advised by Goodwin Procter.
