Erste Bets Big on Poland with EUR 7bn Santander Acquisition and Strategic Partnership

Austrian banking giant Erste Group has struck a landmark deal to acquire a 49% stake in Santander Bank Polska, Poland’s third-largest bank, and a 50% stake in Santander’s Polish asset manager Santander TFI, for a total of EUR 7bn in cash. The acquisition is set to significantly expand Erste’s presence in Central and Eastern Europe while cementing its position as the region’s leading lender.

The transaction is notable for both its scale and funding strategy. Erste will finance the deal entirely through internal resources, including the cancellation of a planned EUR 700mn share buyback and a temporary reduction of its 2025 dividend payout. By doing so, the bank expects to maintain a robust CET1 ratio above 14.25% in 2026 while accelerating earnings growth.

Upon completion, Erste’s stake will give it de facto control over Santander Bank Polska, with the right to nominate board members and fully consolidate the bank’s results. This will immediately boost Erste’s total loan book in the region to EUR 131bn from EUR 94bn, and increase its CEE customer base by 50% to around 18 million clients. In profitability terms, the acquisition is projected to lift Erste’s earnings per share by more than 20% and push return on tangible equity to approximately 19% in 2026.

Santander Bank Polska is a heavyweight in Polish banking, with over EUR 67bn in assets, an 8% market share, and a strong track record of profitability. The deal values the bank at 2.2 times its tangible book value and includes a 7.5% premium to its last closing share price. Santander TFI, meanwhile, manages about EUR 6bn in assets and serves 250,000 clients. Erste Group will acquire a 50% stake in Santander TFI, while the remaining 50% will continue to be owned directly by Santander Bank Polska.

Ahead of closing, Santander Group plans to acquire the 60% of Santander Consumer Bank Poland it does not already own, consolidating full ownership of that business to streamline its portfolio. Following the transaction, Santander will continue to hold an approximately 13% stake in Santander Bank Polska, maintaining a foothold in the Polish market.

Beyond the acquisition, Erste and Banco Santander announced a strategic cooperation agreement to join forces in corporate and investment banking and payments across Europe. This partnership will allow Erste to tap into Santander’s global payments infrastructure while offering combined solutions to large corporate clients.

For Santander, the sale is part of a broader strategy to focus on core geographies and release capital for share buybacks. The Spanish bank plans to reinvest 50% of the proceeds – about EUR 3.2bn into accelerated buybacks, boosting shareholder returns.

Pending regulatory approvals, the transaction is expected to close by late 2025, ushering in a new era for Erste’s expansion and positioning it firmly in one of Europe’s fastest-growing banking markets.

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