WBS Agrees to $12.3B Buyout by SAN: What This Means for Investors

Webster Financial Corporation WBS has agreed to be acquired by Spanish banking giant Banco Santander S.A. SAN in a cash-and-stock deal valued at about $12.3 billion. The transaction, expected to be closed by the second half of 2026, is subject to regulatory and shareholder approvals. The deal has been unanimously approved by the board of directors of both companies, under which Webster will become a wholly owned subsidiary of Santander.

Following this announcement, shares of WBS rose 9%, while Banco Santander lost 6.4% on the NYSE.

Per the agreement, Webster shareholders will receive $48.75 in cash and 2.0548 Santander American Depository Shares for each WBS share. The value of $75.59 per share is based on closing prices as of Feb. 2, 2026. The offer reflects a 16% premium to Webster’s 10-day volume-weighted average share price, a 9% premium to its all-time high closing price, and a valuation of more than two times Webster’s tangible book value per share as of the end of the fourth quarter of 2025.

John R. Ciulla, Chairman & CEO of Webster, said, “This is an exciting combination that brings together complementary strengths and a shared commitment to excellence. 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.”

Ana Botin, CEO of Banco Santander, said, “Webster is one of the most efficient and profitable banks among its peers and bringing together two highly complementary franchises will expand the products, technology and capabilities we can deliver, with clear revenue opportunities from a stronger, more capable combined franchise.’’

Additional Details of WBS-SAN Deal

Upon the completion of the transaction, the combined company will rank among the top 10 retail and commercial banks in the United States by assets and among the top five by deposits in the Northeast. This merger unites two complementary banking franchises, creating a stronger combined organization with a lower deposit cost base. Management from both banks highlighted scale, efficiency and long-term growth opportunities, along with cost savings and revenue synergies.

The transaction delivers attractive value to WBS shareholders. The offer price of $75.59 per share represents a meaningful premium and exceeds Webster’s previous all-time high.

Leadership continuity is another positive outcome of this deal, as experienced executives from both organizations will remain in place. Webster’s CEO, John Ciulla, will lead the combined U.S. banking operations, while Santander’s country head in the United States and CEO Christiana Riley, will continue her role. This structure is expected to reduce integration risk, strengthen execution, and support improved financial performance and long-term shareholder value.

The transaction is expected to be financially accretive for Santander. It estimates earnings per share (EPS) accretion to be around 7-8% by 2028. SAN also expects annual pre-tax cost synergies of approximately $800 million, even after considering merger and integration-related expenses. 

As part of the deal, Webster brings roughly $84 billion in assets, $57 billion in loans, and $69 billion in deposits. This consolidation is expected to position Santander among the top three U.S. banks by efficiency and within the top five in terms of profitability by 2028. The deal is expected to help drive incremental returns and organic growth above SAN’s current strategic plans.

Our Take on the WBS-SAN Transaction

This acquisition is value-accretive and strategically sound. Webster’s shareholders benefit from an attractive premium, and Santander gets a major boost from an efficient and profitable regional bank in the United States. The continuity of strong leadership, significant cost synergies, and robust EPS accretion potential will mitigate the execution risk and support long-term shareholder value.

Over the past three months, WBS and SAN shares have rallied 27% and 22.2%, respectively. 
 

At present, Webster carries a Zacks Rank #3 (Hold) and Santander carries a Zacks Rank #2 (Buy). You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.

Similar Step Taken by Another Bank

In January, Prosperity Bancshares PB signed an agreement to acquire Stellar Bancorp STEL and its banking subsidiary for $2 billion. This stock-and-cash deal, expected to be closed in the second quarter of 2026, is subject to regulatory and shareholder approvals and customary closing conditions.

Per agreement, Prosperity Bancshares will issue 0.3803 shares of its common stock and $11.36 in cash for each outstanding share of Stellar common stock based on PB’s closing price of $72.90 on Jan. 27, 2026.

 

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This article originally published on Zacks Investment Research (zacks.com).

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