Banco Santander has announced that it will suspend its share‑buyback program for Webster Financial Corporation (WBS) until the company’s shareholders approve the $12.2 billion takeover. The suspension will be in effect from April 24 through May 26, 2026, after which the buyback is expected to resume on May 27 and continue through August 20, 2026.
The pause is a procedural step required by U.S. regulations that prohibit a share‑buyback when the consideration for a transaction includes the acquiring company’s shares. It ensures that the financing structure of the deal remains intact while the shareholder vote is pending.
The acquisition will create a top‑ten U.S. retail and commercial bank by combining Santander’s consumer‑finance strength with Webster’s commercial‑banking and deposit base. The deal, valued at $12.2 billion to $12.3 billion, is expected to close in the second half of 2026.
Webster Financial’s Q4 2025 results showed an adjusted EPS of $1.59, beating estimates of $1.52, and revenue of $746.2 million, exceeding forecasts of $649.8 million. CEO John R. Ciulla said the company entered 2026 from a position of strength. The company is awaiting its Q1 2026 earnings, scheduled for April 28, with an estimated EPS of $1.54 and revenue of $741.24 million.
The buyback pause does not affect Webster’s ongoing operations. The company continues to report strong loan growth and disciplined expense management, although its net‑interest margin has been gradually declining. The pause is a standard step in transactions where the acquirer’s shares are part of the consideration.
The suspension reflects regulatory compliance and the need to secure shareholder approval before finalizing the transaction. It signals Santander’s commitment to capital return while respecting regulatory constraints.
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