BOSTON--(BUSINESS WIRE)--Santander Holdings USA, Inc. today announced results as of the Early Participation Date (as defined below) for its previously announced cash tender offer for up to $255,000,000 in aggregate principal amount of its 4.450% Senior Notes due 2021 and 3.700% Senior Notes due 2022. The Offer is made upon the terms and subject to the conditions set forth in the Offer to Purchase dated November 30, 2020. Consummation of the Offer is subject to certain conditions as described in the Offer to Purchase.
As previously announced, the Early Participation Date for the Offer was 5:00 p.m., New York City time, on December 11, 2020 (the “Early Participation Date”). The Early Participation Date was not extended. Withdrawal rights for the Offer expired at 5:00 p.m., New York City time, on December 11, 2020, and were not extended. Accordingly, Notes tendered in the Offer may no longer be withdrawn. As the Offer was oversubscribed, subject to the satisfaction or waiver of the conditions to the Offer and in accordance with the Acceptance Priority Levels (as defined in the Offer to Purchase) and proration (in respect of the 2021 Notes), SHUSA intends to accept for purchase Notes that were validly tendered and not validly withdrawn in the Offer at or prior to the Early Participation Date in the amounts set forth in the table below.
The aggregate principal amount of the Notes of each series that were validly tendered and not validly withdrawn in the Offer at or prior to the Early Participation Date and the aggregate principal amount of each series of Notes that SHUSA intends to accept for purchase are set forth in the table below.
| Title of Security | Security Identifiers | Principal Amount Outstanding | Acceptance Priority Level | Aggregate Principal Amount Tendered as of the Early Participation Date | Aggregate Principal Amount Expected to be Purchased | Percent of Amount Outstanding Tendered as of the Early Participation Date |
| 3.700% Senior Notes due 2022 | CUSIP: 80282KAT3 ISIN: US80282KAT34 CUSIP: 80282KAK2 (144A) ISIN: US80282KAK25 (144A) CUSIP: U8029KAA0 (Reg S) ISIN: USU8029KAA08 (Reg S) | $847,881,000 | 1 | $141,145,000 | $141,145,000 | 16.65% |
| 4.450% Senior Notes due 2021 | CUSIP: 80282KAU0 ISIN: US80282KAU07 | $605,990,000 | 2 | $153,858,000 | $113,855,000 | 25.39% |
The applicable “Total Consideration” payable per $1,000 principal amount for each series of Notes subject to the Offer will be $1,036.00, with respect to the 2021 Notes, and $1,036.50, with respect to the 2022 Notes, each of which includes an Early Participation Amount of $30.00 per $1,000 principal amount for each series of Notes.
The Early Payment Date for the Offer will be promptly following the Early Participation Date and is expected to be on or about December 15, 2020.
Subject to the satisfaction or waiver of the conditions to the Offer, SHUSA expects to purchase on the Early Payment Date Notes representing an aggregate principal amount that is equal to the Maximum Amount for the Offer, and therefore SHUSA expects that no additional Notes will be purchased in the Offer, and there will be no Final Payment Date for the Offer.
SHUSA is making the Offer in order to retire Notes prior to their maturity. SHUSA will fund the purchases of Notes from available cash on hand. The Offer is conditioned upon the satisfaction of certain customary conditions described in the Offer to Purchase. The Offer is not conditioned upon the tender of any minimum principal amount of Notes. Subject to applicable law, SHUSA may, at its sole discretion, waive any condition applicable to the Offer and may extend the Offer. Under certain conditions and as more fully described in the Offer to Purchase, SHUSA may terminate the Offer before the Expiration Date.
Santander Holdings USA, Inc. (SHUSA) is a wholly-owned subsidiary of Madrid-based Banco Santander, S.A. (NYSE: SAN) (Santander), a global banking group with 147 million customers in the U.S., Europe and Latin America. As the intermediate holding company for Santander’s U.S. businesses, SHUSA is the parent organization of five financial companies with approximately 15,000 employees, 5 million customers, and $150 billion in assets as of September 2020. These include Santander Bank, N.A., Santander Consumer USA Holdings Inc. (NYSE: SC), Banco Santander International of Miami, Santander Securities LLC of Boston, Santander Investment Securities Inc. of New York, and several other subsidiaries.
