Erste Group Bank AG (“Erste”) to acquire a c.49% stake in Santander Bank Polska S.A. (“Santander Polska”) and 50% of Santander’s Polish asset management business TFI for a total cash consideration of €7 billion.
The all-cash transaction at 584 zlotys per share values the bank at 2.2 times first quarter 2025 tangible book value per share, excluding the declared dividend of 46.37 zlotys per share, and represents a premium of 7.5% versus Santander Polska’s closing price on 2 May 2025 excluding the dividend. Santander Polska’s shares will trade ex-dividend on 12 May 2025.
Santander and Erste are also announcing a strategic cooperation to leverage each firm’s strengths and footprint in Corporate & Investment Banking (CIB), and to allow Erste to gain access to Santander’s global payments platforms.
Following the transaction, Santander will own c.13% of Santander Polska and intends to take full ownership of Santander Consumer Bank Polska.
Santander intends to distribute 50% of the capital released upon completion to accelerate its planned share buybacks, equivalent to approximately €3.2 billion2, with potential to exceed the previously announced share buyback target, subject to regulatory approval.
