Erste Group set out a plan in a Friday statement to lift its stake in its newly acquired Polish unit, aiming for as much as 75% ownership from 49%. The voluntary offer is priced at 713 zloty per share, putting the maximum spend at up to 18.9 billion zloty, roughly $4.9 billion.
The bank aims to acquire anywhere from 1% to 26% of Erste Bank Polska's stock. One key condition: at least a quarter of shareholders must choose not to sell so the free float remains large enough to satisfy Polish rules. The transaction also requires regulatory sign off in Poland. Erste plans to finance the purchase from internal resources and still meet its management floor for capital strength, keeping a common equity tier 1 capital ratio of 14.25% or higher at close.
Chief Executive Officer Peter Bosek has said he wants a bigger stake, but crossing 50% would normally mean having to bid for all remaining shares. At the same time, Polish regulators require banks to keep a stock exchange listing, which could lead to reselling some stock if ownership went too high. If cleared by authorities, this structure would let Erste secure majority control without triggering a full takeover bid.
The prospective price tag reflects the bank's strong profitability as the largest lender in eastern Europe, after it paid roughly €7 billion ($8 billion) to acquire its original Polish holding earlier this year. To fund that earlier deal, Erste sharply reduced its dividend and scrapped a planned share buyback.
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Erste expects to open a 30 day tender at the start of November and wrap up the deal in December. The 713 zloty offer price is 12% below Erste Bank Polska's Friday close after a 48% rally year to date. That level exceeds by 22% the initial per-share amount that Erste paid to the unit's former owner, Banco Santander SA.
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