First Foundation’s Merger With FirstSun Capital Bancorp

Cleary Gottlieb is advising Canyon Partners, one of First Foundation Inc.’s largest stockholders, in connection with the all-stock merger of FirstSun Capital Bancorp (FSUN) and First Foundation Inc. (FFWM).

Cleary also advised Canyon Partners in connection with its PIPE investment into First Foundation in 2024.

Under the terms of the merger agreement, First Foundation stockholders will receive 0.16083 of a share of FirstSun common stock for each share of First Foundation common stock owned on a fully converted basis, and First Foundation’s warrant holders will exercise their warrants early to receive FirstSun common stock in the merger along with additional aggregate cash consideration totaling $17.5 million.

The transaction was announced on October 27, 2025, and is expected to close in the second quarter of 2026.

Founded in 1990, Canyon Partners employs a deep value, credit intensive approach across public and private corporate credit, asset backed credit, and real estate.

First Foundation and its subsidiaries offer personal banking, business banking, and private wealth management services, including investment, trust, insurance, and philanthropy services.

FirstSun is the financial holding company for Sunflower Bank N.A., which operates as Sunflower Bank and First National 1870.

For more information, please see the press release.