Erste Group successfully completes acquisition of 49% controlling stake in Santander Bank Polska

Erste Group Bank AG (“Erste Group”) today announced the successful completion of its acquisition of a 49% controlling stake in Santander Bank Polska S.A. (“Santander Bank Polska”) and a 50% stake in Santander Towarzystwo Funduszy Inwestycyjnych S.A. (“Santander TFI”) from Banco Santander, S.A. (“Santander Group”). The transaction, for a total cash consideration of approximately 7.0 billion euros, transforms Erste Group into the main shareholder with de facto control of Poland’s third-largest bank by assets. This strategic acquisition marks a significant step in strengthening Erste Group’s position in Central and Eastern Europe and expanding its presence in one of Europe’s most dynamic markets.

Peter Bosek, CEO of Erste Group, commented: “Erste Group is not just an investor, we are a long-term partner committed to supporting Poland’s growth. Our commitment reflects our conviction that Poland is a cornerstone of Europe’s future and momentum. We are pleased that through our cooperation with Banco Santander, our clients will continue to benefit from Santander’s global franchise while gaining access to Erste Group’s deep expertise and robust networks across Central European markets.”

Erste Group, with its extensive network across Central and Eastern Europe, is uniquely positioned to support corporate clients in expanding internationally. This is important given the strong economic ties between Poland and the broader CEE region, as they rank among each other’s most important trading partners after Germany. Furthermore, Polish companies invest more than 25% of their foreign direct investments into CEE, making it their top investment destination.

Erste Group and Santander Group announce new strategic alliance for corporate and institutional clients
Erste Group and Santander Group are entering into a new strategic alliance to better serve corporate and institutional clients across borders. Santander provides access to its international network and global product platforms, while Erste contributes its deep expertise in Central and Eastern Europe. The aim is to broaden offerings and support clients in their international growth strategies. Corporate and institutional clients also stand to benefit through a broader range of services in corporate, investment and correspondent banking, markets, cash management, export finance, as well as trade and working capital solutions. By combining strengths and sharing best practices, Erste Group and Santander Group will bolster their ability to originate and execute large-scale transactions globally.

Profitability set to improve significantly
The transaction is expected to deliver a significant improvement in Erste Group’s profitability. For 2026, the return on tangible equity (ROTE) is projected at approximately 19%, while earnings per share (EPS) in 2026 are anticipated to increase by more than 20%. This enhanced profitability will further strengthen Erste Group’s ability to deploy capital in a way that maximizes shareholder value.

Stefan Dörfler, CFO of Erste Group, said: “This acquisition represents a strategic investment in Erste Group’s future growth. It leverages our strong capital position and demonstrates our ability to allocate resources effectively while maintaining financial discipline. The Polish market offers significant long-term potential, and this transaction will create sustainable value for our shareholders. At the same time, it supports our ambition to deliver profitable growth across Central and Eastern Europe.”

Peter Bosek, Stefan Dörfler, Alexandra Habeler-Drabek and Maurizio Poletto proposed as Supervisory Board members of Santander Bank Polska
On 22 January 2026, Santander Bank Polska will hold its Extraordinary General Meeting (EGM). Among other points, the EGM will decide on the new name of the bank and on Supervisory Board members representing Erste Group. As communicated by Santander Bank Polska on 23 December 2025 in a notice convening its EGM, Peter Bosek (CEO of Erste Group), Stefan Dörfler (CFO of Erste Group), Alexandra Habeler-Drabek (CRO of Erste Group), and Maurizio Poletto (Chief Platform Officer and COO of Erste Group) will be proposed as members of Santander Bank Polska’s Supervisory Board. Furthermore, the appointment of Peter Bosek as Supervisory Board Chair will be proposed to the EGM.

Rebranding planned within the second quarter of 2026
With Erste Group as its new main shareholder, Santander Bank Polska plans to rebrand and change the legal name of all its entities. Reflecting its membership in Erste Group, all companies belonging to Santander Bank Polska Group that have “Santander” in their name will undergo rebranding. At the Extraordinary General Meeting of Santander Bank Polska to be held on 22 January 2026, “Erste Bank Polska” will be proposed as the new name of the bank. After the approval by the EGM, the new legal name will be registered in the National Court Register in Poland. Rebranding is planned within the second quarter of 2026.

About Erste Group
Erste Group is the leading financial services provider in the eastern part of the EU. Its ca. 55,000 employees serve around 23 million customers across 8 core markets (Austria, Croatia, Czechia, Hungary, Poland, Romania, Serbia, and Slovakia), including through over 2,100 branches. Founded in 1819 as the first savings bank in Austria, Erste Group went public in 1997 with a strategy to expand across Central and Eastern Europe. For over 200 years, Erste has been committed to creating prosperity for its customers with a wide range of products and personalised services. 

About Santander Bank Polska
Santander Bank Polska S.A. Group is one of the largest financial groups and the largest privately-owned bank in Poland. It offers modern financial solutions for individual clients, micro, small and medium-sized enterprises, as well as Polish and international corporations. The bank is one of the market leaders in the use of modern technologies in banking services. It builds its brand in line with the strategic goal of becoming the best bank for the customer. The priority for Santander Bank Polska is customer satisfaction and loyalty. Companies within the Santander Bank Polska Group offer, among other things, investment funds, insurance, leasing, and factoring.

Disclaimer
This press-release is for information purposes only and shall not be treated as giving any investment advice and/or recommendation in any form. This presentation and any information (written or oral) provided therein does not constitute an offer or advise of securities, nor a solicitation for an offer of securities, nor a prospectus or advertisement or a marketing or sales activity for such securities. Further, no representation or warranty (whether expressed or implied) is made as to the accuracy, completeness or reliability of the information contained herein.

Certain statements contained in this release may be statements on future expectations and forward-looking statements that are based on the management’s current views and assumptions involving known and unknown risks and uncertainties that could cause actual results, performance or event to materially differ from those expressed or implied herein.

Neither Erste Group nor any of its Group members, advisors or representatives shall have any liability whatsoever for losses arising from any use of this press-release or its content or out of or in connection with this document.