Banco Santander-Chile Announces a Cash Tender Offer for its Ps.247,255,000,000 CLP-Denominated 6.50% Senior Notes due 2020
(ISIN/CUSIP US05965XAP42/05965XAP4 (144A) and USP15069AL46/P15069AL4 (Reg S))
SANTIAGO, Chile, Feb. 12, 2014 /PRNewswire/ -- Banco Santander-Chile ("Santander-Chile") today announced the commencement of a cash tender offer (the "Tender Offer") for any and all of the outstanding Ps.247,255,000,000 CLP-Denominated 6.50% Senior Notes due 2020 (the "Notes"). There is currently Ps.148,837,500,000 in aggregate principal amount of the Notes outstanding. The Tender Offer will expire at 5:00 p.m., New York City time on February 19, 2014 unless extended (the "Expiration Time").
Santander-Chile will pay holders (the "Noteholders") Ps.500,000 per Ps.500,000 principal amount of Notes validly tendered, not validly withdrawn and accepted for purchase pursuant to the Tender Offer, plus accrued and unpaid interest to, but not including, the settlement date (and any additional amounts payable in respect thereof pursuant to the terms of the Indenture governing the Notes). Because the Depository Trust Company does not have the ability to deliver payments to its participants in Chilean pesos, such amount will be paid in U.S. dollars, calculated by exchanging the Chilean peso amount into U.S. dollars at the Dolar Observado rate reported by the Central Bank of Chile (Banco Central de Chile) on the morning of the second Business Day (as defined in the Offer to Purchase) following the Expiration Time or February 21, 2014, unless the Expiration Time is extended. The Consideration expressed in U.S. dollars based on the Dolar Observado rate reported by the Central Bank of Chile on the morning of February 11, 2014 would be $900.33. The Dolar Observado rate for any date can be found on the website of the Central Bank of Chile (www.bcentral.cl/eng/index.asp). Settlement is expected to occur on or around February 21, 2014. The Tender Offer is being undertaken as a part of Santander-Chile's active management of liabilities and capital, and is focused on core capital generation as well as the optimization of the future interest expense. The Tender Offer is also designed to provide liquidity in the market and to offer Noteholders the possibility to exit their investment in the Notes.
Additional terms and conditions of the Tender Offer are contained in the Offer to Purchase dated February 12, 2014, which is being sent to Noteholders.
Deutsche Bank Securities Inc. and Santander Investment Securities Inc. will act as dealer managers (the "Dealer Managers") in connection with the Tender Offer. D.F. King & Co., Inc. is the tender and information agent for the Tender Offer. Questions regarding the Tender Offer should be directed to Deutsche Bank Securities Inc. at (866) 627-0391 (toll-free) or (212) 250-2955 (collect) or to Santander Investment Securities Inc. at (212) 407-7822 (collect). Requests for documentation should be directed to D.F. King & Co., Inc. at (800) 488-8095 (toll-free), (212) 709-3328 (by fax, Attention: Elton Bagley), or (212) 269-5550 (for banks and brokers). This press release is for informational purposes only.
The Tender Offer will not be made to, and any tenders will not be accepted from, or on behalf of, holders in any jurisdiction in which the making of such tender offer would not be in compliance with the laws or regulations of such jurisdictions. This press release is not an offer to purchase or a solicitation of an offer to purchase with respect to any Notes or any other securities. The Tender Offer is being made solely pursuant to the terms of the Offer to Purchase. The Offer to Purchase does not constitute an offer to purchase in Chile or to any resident of Chile, except as permitted by applicable Chilean law. None of Santander-Chile, the Dealer Managers or D.F. King & Co., Inc. makes any recommendation as to whether Noteholders should tender or refrain from tendering their Notes. Noteholders must make their own decision as to whether to tender Notes and, if so, the principal amount of the Notes to tender
THE TENDER OFFER IS SUBJECT TO OFFER AND DISTRIBUTION RESTRICTIONS IN ANY JURISDICTION IN WHICH THE MAKING OR ACCEPTANCE OF THE TENDER OFFER WOULD NOT BE IN COMPLIANCE WITH THE LAWS OF SUCH JURISDICTIONS, INCLUDING APPLICABLE SECURITIES OR "BLUE SKY" LAWS. THE DISTRIBUTION OF THIS ANNOUNCEMENT IN THOSE JURISDICTIONS IS RESTRICTED BY THE LAWS OF SUCH JURISDICTIONS.
We consider portions of this press release to be forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "will," "plan," "should," "expect," "anticipate," "estimate," "continue" or comparable terminology. Forward-looking statements are inherently subject to risks and uncertainties, many of which we cannot predict with accuracy and some of which we might not even anticipate. Although we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions at the time made, we can give no assurance that such expectations will be achieved. Future events and actual results, financial and otherwise, may differ materially from the results discussed in the forward-looking statements as a result of risks and uncertainties, including, without limitation, possible changes in the timing and consummation of the Tender Offer and other matters detailed in Santander-Chile's filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements. We assume no obligation to update and supplement forward-looking statements that become untrue because of subsequent events, new information or otherwise except as may be required under Rule 14e-1 under the Securities Exchange Act of 1934, as amended.
The forward-looking statements contained in this press release speak only as of the date of this press release. Santander-Chile undertakes to publicly update, to the extent required by federal securities laws, any forward-looking statement to reflect events or circumstances after such dates or to reflect the occurrence of unanticipated events.
SOURCE Banco Santander-Chile
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