October 6th, 2025

Mergers &
Acquisitions

Banking Consolidation

Author: Ashrith Desu


This week highlights a landmark deal in U.S. banking as consolidation continues across the sector.

Fifth Third Bancorp Acquires Comerica for $10.9 Billion

Fifth Third Bancorp (NASDAQ: FITB) has agreed to acquire Comerica Inc. (NYSE: CMA) in an all-stock deal valued at approximately $10.9 billion, creating the nation’s 9th largest bank by assets. The merger will result in a combined entity with roughly $288 billion in total assets, strengthening Fifth Third’s position as it aims to compete with banking giants like JPMorgan Chase and Bank of America.

The acquisition reflects a growing wave of industry consolidation, as mid-tier lenders seek scale and operational efficiency amid a changing regulatory environment. RBC analyst Gerard Cassidy noted the transaction “could be a catalyst for more regional banks to come up for sale,” particularly at attractive valuations. Following the announcement, Comerica shares rose 14%, while Fifth Third dipped less than 1% amid investor scrutiny of Comerica’s cost structure and compliance challenges.

Comerica has faced headwinds from high compliance costs after nearing the $100 billion asset threshold and a failed technology upgrade. Fifth Third’s due diligence largely focused on addressing these issues to ensure smoother integration. Post-merger, Fifth Third shareholders will own approximately 73% of the combined company, with Comerica shareholders holding the remaining 27%.


Acquirer: Fifth Third Bancorp (Cincinnati, Ohio)
Target: Comerica Inc. (Dallas, Texas)
Deal Value: ~$10,900,000,000
Announcement Date: October 6th, 2025
Acquirer Advisors: Goldman Sachs (Financial) + Sullivan & Cromwell LLP (Legal)
Target Advisors: J.P. Morgan (Financial) + Wachtell, Lipton, Rosen & Katz (Legal)

Summary

  • Creates the 9th largest U.S. bank with ~$288 billion in assets
  • Signals growing momentum in mid-tier bank consolidation
  • Addresses Comerica’s compliance and technology challenges
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