Santander Bank Announces the Completion and Final Results of its Cash Tender Offers for Any and All of its 2.00% Senior Notes Due 2018 & Senior Floating Rate Notes Due 2018

BOSTON, March 29, 2017 /PRNewswire/ -- Santander Bank, N.A. (the "Bank"), a wholly-owned subsidiary of Santander Holdings USA, Inc. ("SHUSA"), today announced the completion and final results of its cash tender offers (each, an "Offer") for any and all of its outstanding (i) 2.00% Senior Notes due 2018 and (ii) Senior Floating Rate Notes due 2018 (collectively, the "Notes").  The Bank has been advised that the aggregate principal amounts specified in the table below have been validly tendered and not validly withdrawn pursuant to the Offers:

The Offers were made pursuant to an Offer to Purchase and a Notice of Guaranteed Delivery, each dated March 22, 2017, which contain detailed information concerning the terms of the Offers. 

The Offers expired at 5:00 p.m., New York City time, on March 28, 2017 (the "Expiration Date").  The Bank has accepted for payment all Notes validly tendered and not validly withdrawn, and such Notes will be paid for on the initial payment date, which is expected to be today, March 29, 2017.

J.P. Morgan Securities LLC and Santander Investment Securities Inc. acted as dealer managers for the Offers, and D.F. King & Co., Inc. is serving as the tender agent and information agent.  Requests for documents may be directed to D.F. King & Co., Inc. by telephone at +1-212-269-5550 (banks and brokers) or +1 800-820-2416.  Questions regarding the Offers may be directed to J.P. Morgan Securities LLC at +1 866-834-4666 or collect at +1 212-834-3424 or Santander Investment Securities Inc. at +1 855-404-3636 or collect at +1 212-940-1442.

Copies of the Offer to Purchase and related Notice of Guaranteed Delivery are available at the following web address: www.dfking.com/santander.

Neither the Offer to Purchase or the Notice of Guaranteed Delivery nor any related documents have been filed with the U.S. Securities and Exchange Commission, nor have any such documents been filed with or reviewed by any federal or state securities commission or regulatory authority of any country.  No authority has passed upon the accuracy or adequacy of the Offer to Purchase or the Notice of Guaranteed Delivery or any related documents, and it is unlawful and may be a criminal offense to make any representation to the contrary.

This announcement is not an offer to purchase or a solicitation of an offer to purchase.  The Offers were made solely by the Bank pursuant to the Offer to Purchase and the Notice of Guaranteed Delivery.  The Offers were not made to, nor will the Bank accept tenders of Notes from, holders in any jurisdiction in which the Offers or the acceptance thereof would not be in compliance with the securities or blue sky laws of such jurisdiction.

Santander Bank, N.A. is one of the country's top retail and commercial banks by deposits and a wholly owned subsidiary of Banco Santander, S.A. - one of the most respected banking groups in the world. With its corporate offices in Boston, Santander Bank's more than 675 branches and nearly 2,100 ATMs are principally located in Massachusetts, New Hampshire, Connecticut, Rhode Island, New York, New Jersey, Pennsylvania and Delaware. The Bank's 9,400 employees are committed to helping our 2.1 million customers make progress toward their financial goals with the support of our call centers, interactive online banking platform and easy-to-use mobile app. Madrid-based Banco Santander (NYSE: SAN) serves more than 125 million customers in the U.K., Europe, Latin America and the U.S. Through its local affiliates, including Santander Bank, Banco Santander is the largest corporate contributor to higher education in the world, investing over $165 million annually in colleges and universities across more than 20 countries, including the U.S. For more information on Santander Bank, please visit www.santanderbank.com.

Cautionary Statement Regarding Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about our expectations, beliefs, plans, or future events are not historical facts and may be forward-looking. Such statements include, but are not limited to, the Bank's statements regarding the Offers. These statements are often, but not always, made through the use of words or phrases such as "anticipates," "believes," "can," "could," "may," "predicts," "potential," "should," "will," "looking forward," "would," "hopes," "assumes," "estimates," "plans," "projects," "continuing," "ongoing," "expects," "intends," and similar words or phrases. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date on which the statements are made, these statements are not guarantees of future performance and involve risks and uncertainties that are subject to change based on various important factors and assumptions, some of which are beyond our control.  For additional discussion of these risks, refer to the section entitled "Risk Factors" and elsewhere in the Annual Report on Form 10-K SHUSA files with the Securities and Exchange Commission (the "SEC").  Among the factors that could cause actual results to differ from those reflected in forward-looking statements include, without limitation, the risks and uncertainties described in SHUSA's filings with the SEC.  New risks and uncertainties emerge from time to time, and it is not possible for the Bank to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in communication.  In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Bank or any other person that the Bank's expectations, objectives or plans will be achieved in the timeframe anticipated or at all.  Investors are cautioned not to place undue reliance on the Bank's forward-looking statements, and the Bank undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.  Any forward-looking statements only speak as of the date of this document, and we undertake no obligation to update any forward-looking information or statements, whether written or oral, to reflect any change, except as required by law.  All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

FINANCIAL CONTACTS:
Juan Carlos Alvarez
617.757.3520
[email protected]

Andrew Withers
617.757.3524
[email protected]

MEDIA CONTACTS:
Ann Davis
617.757.5891
[email protected]

Nancy Orlando
617.757.5765
[email protected]

SOURCE Santander Bank, N.A.

Related Links

http://www.santanderbank.com