We are advising Banco Santander on the transaction

Davis Polk is advising Banco Santander, S.A. on its acquisition of Webster Financial Corporation, the holding company for Webster Bank, N.A., at an implied equity valuation of $12.2 billion (€10.3 billion). The combined business will be a top-ten retail and commercial bank in the United States by assets and a top-five deposit franchise across key states in the Northeastern United States. The transaction is subject to customary closing conditions, including regulatory approvals and the receipt of Webster and Santander shareholder approvals, and is expected to close in the second half of 2026.

Banco Santander is a leading commercial bank, founded in 1857 and headquartered in Spain and one of the largest banks in the world by market capitalization. Santander operates globally through a network of subsidiaries across Spain, the United Kingdom, the United States and Brazil, as well as other European and Latin American countries.

Founded in 1935, Webster is a leading commercial bank that delivers financial solutions to businesses, individuals, families and partners. With more than $70 billion in assets, Webster offers digital and traditional financial solutions across three differentiated lines of business: commercial banking, consumer banking and healthcare financial services.

The Davis Polk financial institutions M&A team includes partners Michael J. Willisch, Luigi L. De Ghenghi, Marc O. Williams and Lee Hochbaum, counsel Suiwen Liang, associates Joshua B. Pittell and Jayanth (Jay) Krishnan. Associate Jose Lucena-Rebollo is providing capital markets advice. Partner Kyoko Takahashi Lin and counsel Charlotte R. Fabiani are providing executive compensation advice. Members of the Davis Polk team are based in the Madrid and New York offices.