Tender Offer for Santander Ba

RNS Number : 1949O

Banco Santander S.A.

24 June 2010

 

MATERIAL FACT ANNOUNCEMENT

Further to the Material Fact Announcement number 117629, published on December 14, 2009, Banco Santander S.A. ("Banco Santander") announces that it has filed today with the Securities and Exchange Commission (SEC) a Tender Offer Statement and Schedule 13e-3 Transaction Statement and other materials relating to the cash tender offer (the "Offer") commenced through its wholly-owned subsidiary, Administración de Bancos Latinoamericanos Santander, S.L. ("ABLASA"), for all outstanding shares (the "Shares") of common stock of Santander BanCorp not owned by ABLASA (9.4% of the share capital of Santander BanCorp approximately) at US$12.69 per share.

The Offer starts today and is scheduled to expire at 12:00 midnight, New York City time, on July 22, 2010, unless extended.

Following the consummation of the Offer, Banco Santander intends to consummate in Puerto Rico a short-form merger (the "Merger") with Santander BanCorp in which any holders whose shares were not purchased in the Offer will receive the same price per share as was paid in the Offer.

Banco Santander will take the necessary steps to terminate the listing of the Shares on the New York Stock Exchange and Latibex after the completion of the Merger.

Shareholders who have their shareholding through Latibex will receive soon information on the mechanisms to sell their shares in the Offer.

The total consideration payable by Banco Santander in the Offer and the Merger is approximately US$55.8 million.

Boadilla del Monte (Madrid), June 24, 2010

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This announcement is neither an offer to purchase nor a solicitation of an offer to sell Santander BanCorp common stock. The solicitation and offer to buy Santander BanCorp's common stock is being made pursuant to a tender offer statement on Schedule TO (including the offer to purchase and related materials).

The Offer is not being made in the United Kingdom.

 

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