Banco Santander has announced the sale of 49% of its stake in Santander Polska to Erste Group Bank for a total consideration of €7 billion. The deal includes approximately 49% of Santander Polska's share capital for €6.8 billion and 50% of the Polish asset management business that Santander Polska does not own for €0.2 billion. This transaction is subject to customary conditions, including regulatory approvals.
The transaction values the bank at 2.2 times its first quarter 2025 tangible book value per share, excluding a declared dividend, and at 11 times its 2024 earnings. It also represents a premium compared to recent trading prices of Santander Polska’s shares.
Following this transaction, Banco Santander will retain about 13% ownership in Santander Polska and plans to acquire full ownership of Santander Consumer Bank Polska by purchasing the remaining stake owned by Santander Polska.
Completion is expected by the end of 2025, with an anticipated net capital gain for Banco Santander of around €2 billion. This will result in an increase in their CET1 ratio by approximately 100 basis points, reaching a pro forma CET1 ratio of about 14%.
In addition to the sale, Banco Santander and Erste Group are entering into a strategic cooperation agreement aimed at leveraging each firm's strengths in Corporate & Investment Banking (CIB) and payments platforms. This cooperation will allow both banks to offer local solutions and market insights via a referral model while exploring opportunities within payments infrastructure.
Ana Botín, executive chair of Banco Santander, emphasized that upon completion, the group would temporarily operate with a CET1 ratio above its target range but aims to return within this range over time through strategic capital deployment focused on profitable growth.
Banco Santander plans to distribute half of the capital released from this disposal through share buybacks equivalent to approximately €3.2 billion. The transaction is projected to be accretive to earnings per share by 2027/2028 due to redeployment strategies involving organic growth and potential bolt-on transactions.
This move gives Banco Santander more flexibility for strategic investments in Europe and the Americas, aiming at accelerating growth and maximizing benefits for customers and shareholders.
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