MATERIAL FACT
ANNOUNCEMENTS OF RESULTS OF EXCHANGE OFFERS
On 15 November 2011 Banco Santander, S.A. (Banco Santander) invited, amongst others, holders of the securities set out below (the Existing Securities) to offer the exchange of those Existing Securities for new securities to be issued (the New Securities) (the Offer).
Banco Santander announces with respect to the Offer: (i) the aggregate nominal amount of the Existing Securities accepted for the exchange; and (ii) the final nominal amount and interest rate of New Securities to be issued. Such amounts are set out in the table below.
It is expected that the settlement date of the Offer is 1 December 2011.
Series No. |
Name of Existing Security1 |
ISIN |
Aggregate Amount of Existing Securities accepted for Exchange |
Aggregate Nominal Amount of New Securities to be issued |
Aggregate Outstanding Amount of Existing Securities after the exchange |
1. |
Santander Issuances, S.A. Unipersonal €1,500,000,000 Callable Subordinated Step-Up Floating Rate Instruments due 2017 |
XS0291652203 |
€274,000,000 |
€243,300,000 |
€1,226,000,000 |
2. |
Santander Issuances, S.A. Unipersonal €550,000,000 Callable Subordinated Step-Up Floating Rate Instruments due 2017 |
XS0261717416 |
€202,200,000 |
€180,000,000 |
€347,800,000 |
3. |
Santander Issuances, S.A. Unipersonal €1,500,000,000 Callable Subordinated Lower Tier 2 Step-Up Fixed/Floating Rate Instruments due 2017 |
XS0327533617 |
€394,250,000 |
€347,500,000 |
€1,105,750,000 |
4. |
Santander Issuances, S.A. Unipersonal £300,000,000 Callable Subordinated Step-Up Fixed/Floating Rate Instruments due 2018 |
XS0284633327 |
£146,053,000 |
£124,800,000 |
£153,947,000 |
5. |
Santander Issuances, S.A. Unipersonal €500,000,000 Callable Subordinated Step-Up Fixed/Floating Rate Instruments due 2018 |
XS0255291626 |
€165,471,000 |
€141,300,000 |
€334,529,000 |
6. |
Santander Issuances, S.A. Unipersonal €500,000,000 Callable Subordinated Step-Up Fixed/Floating Rate Instruments due 2019 |
XS0301810262 |
€85,150,000 |
€72,600,000 |
€414,850,000 |
7. |
Santander Issuances, S.A. Unipersonal €449,250,000 Callable Subordinated Lower Tier 2 Step-Up Fixed/Floating Rate Instruments due 2019 |
XS0440402393 |
€135,500,000 |
€131,500,000 |
€313,750,000 |
8. |
Santander Issuances, S.A. Unipersonal £843,350,000 Callable Subordinated Lower Tier 2 Step-Up Fixed/Floating Rate Instruments due 2019 |
XS0440403797 |
£70,950,000 |
£65,000,000 |
£772,400,000 |
Final nominal amount and interest rate of New Securities to be issued:
· EUR 1,116,200,000 3.381% due 1 December 2015.
· GBP 189,800,000 3.160% due 1 December 2015.
The effect of the global result of the exchange offers (which invitation was announced on 15 November) over the financial statements of Santander Group will be duly announced once such offers have been settled.
Boadilla del Monte (Madrid), 24 November 2011
1All references to an amount in euro or in pounds sterling in this column are to the original nominal amount of the Existing Securities. Such nominal amount may have been reduced by prepayments in accordance with the terms of such Existing Securities.