HealthEquity, Inc. (NasdaqGS:HQY) entered into a Custodial Transfer and Asset Purchase Agreement to acquire Health Savings Account Business of Fifth Third Bancorp from Fifth Third Bank, National Association for $60.8 million on April 27, 2021. The Purchase Agreement contemplates a transfer to HealthEquity of approximately 149,000 current HSA members and their approximately $477.0 million of HSA assets. The Purchase Agreement provides that HealthEquity will, at the closing of the transactions, pay an aggregate purchase price of $60,789,496.92, subject to a post-closing purchase price adjustment based on the amount of HSA assets actually transferred, as consideration for its acquisition of the exclusive right to act as custodian of the HSA Accounts and the assumption of certain specified obligations. In addition, under the terms of the Purchase Agreement, Fifth Third Bank will transition its notional accounts business to HealthEquity. In consideration of the Purchase Price, Fifth Third Bank has agreed to a customary non-competition provision preventing Fifth Third Bank from participating in certain competitive activities, including acting as trustee or custodian for health savings accounts in the US or otherwise offering or administering health savings accounts, flexible spending accounts, health reimbursement arrangements or commuter accounts in the US for a period of five years following the closing. Consummation of the acquisition is subject to satisfaction of certain conditions at the closing, including, without limitation receipt of certain regulatory approvals and execution of non competition agreement. The transaction is expected to close by the end of the first quarter of 2021. RBC Capital Markets, LLC acted as financial advisor and Michael G. Dailey and Christian Gonzalez of Dinsmore & Shohl LLP acted as legal advisor to Fifth Third Bank, National Association. HealthEquity, Inc. (NasdaqGS:HQY) completed the acquisition of Health Savings Account Business of Fifth Third Bancorp from Fifth Third Bank, National Association on September 29, 2021.