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Published on 1/30/2009 in the Prospect News Special Situations Daily.

Banco Santander completes acquisition of Sovereign Bancorp

By Susanna Moon

Chicago, Jan. 30 - Sovereign Bancorp, Inc. was acquired by Banco Santander, SA on Friday, according to an 8-K filing with the Securities and Exchange Commission.

On Oct. 13, Banco Santander, a Madrid-based bank, agreed to acquire Sovereign in a stock-for-stock transaction valued at $1.9 billion.

As previously noted, Sovereign shareholders could elect to receive 0.3206 Santander American Depositary Shares or Santander ordinary shares in exchange for each share of Sovereign common stock.

Under the deal, each warrant is now exercisable for either 0.5482 Santander ADSs representing 0.5482 common shares or 0.5482 common shares.

It was estimated that Santander would issue up to 177,407,715 ordinary shares in connection with the transaction.

Sovereign is a Philadelphia-based bank holding company.


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