Webster Financial Corporation (WBS) said Tuesday it has agreed to be acquired by Banco Santander, S.A. (SAN) in a cash-and-stock transaction valued at approximately $12.3 billion.
Under the terms of the deal, Webster shareholders will receive $48.75 in cash and 2.0548 Santander American Depository Shares for each Webster common share.
Based on Santander's closing price on February 2, 2026, the consideration values Webster at $75.59 per share, representing a 16% premium to its 10-day volume-weighted average price and more than 2.0 times its fourth-quarter 2025 tangible book value.
Webster will become a wholly owned subsidiary of Santander following the completion of the transaction. John R. Ciulla, Webster's Chairman and CEO, will serve as CEO of Santander Bank, N.A., while Christiana Riley will continue as Santander's U.S. Country Head and CEO of Santander Holdings USA.
"This is an exciting combination that brings together complementary strengths and a shared commitment to excellence," said John R. Ciulla, Chairman & CEO of Webster. "As a larger organization, we will unlock greater scale, broader capabilities and new opportunities for growth—while remaining deeply focused on the people who define our success. I look forward to joining the Santander team and enhancing our ability to support our clients. As a Connecticut-based bank with deep roots in the region, we also look forward to continuing our commitment to the communities we serve."
The transaction, unanimously approved by both boards, is subject to regulatory approvals in the U.S. and EU and shareholder approvals. The companies expect the deal to close in the second half of 2026.
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