Webster Financial Merges with Banco Santander in $12.3 Billion Deal
Webster Financial Corporation has officially entered into a definitive agreement with Banco Santander for a substantial acquisition. The deal, valued at approximately $12.3 billion, will see Webster Financial shareholders receive $48.75 in cash and 2.0548 Santander American Depository Shares for each of their common shares. This arrangement represents a per-share value of $75.59, providing a notable premium over prior stock prices.
Details of the Acquisition
The acquisition agreement, unanimously approved by both companies’ boards, is structured as a cash-and-stock transaction. The total value reflects a 16% premium based on Webster’s 10-day volume-weighted average stock price at the time of agreement.
- Transaction value: $12.3 billion
- Cash component per share: $48.75
- Stock component per share: 2.0548 Santander American Depository Shares
- Per share total value: $75.59
- Premium over 10-day average: 16%
- Completion expected: Second half of 2026
Strategic Importance
John R. Ciulla, Chairman and CEO of Webster Financial, expressed enthusiasm for the merger, highlighting the combined strengths of both organizations. He believes that this partnership will enhance service capabilities and support client needs more effectively.
Ana Botín, Executive Chair of Banco Santander, echoed similar sentiments, emphasizing the strategic significance of the acquisition for Santander’s U.S. operations. She noted that the merger would lead to improved efficiencies and profitability, expanding the range of services offered to customers.
Management Structure Post-Merger
Under the new structure, Webster will operate as a wholly-owned subsidiary of Banco Santander. Key leadership figures will include:
- John R. Ciulla – CEO of Santander Bank NA
- Christiana Riley – Country Head for the U.S. and CEO of Santander Holdings USA
- Luis Massiani – COO of both Santander Holdings USA and Santander Bank NA
This continuity in leadership aims to streamline integration and retain clarity in client relations throughout the transition phase.
Regulatory Approval and Advisors
The transaction is pending customary regulatory approvals in both the U.S. and EU, as well as stockholder approval from both companies. J.P. Morgan Securities LLC is the lead financial advisor for Webster, while Wachtell, Lipton, Rosen & Katz provides legal counsel.
The strategic merger between Webster Financial and Banco Santander signifies a pivotal moment in the banking landscape, promising to offer enhanced value and services to both clients and shareholders alike.
