Santander Holdings USA begins tender offer for Sovereign trust Piers

By Angela McDaniels

Tacoma, Wash., Dec. 3 - Santander Holdings USA, Inc. began a tender offer for Sovereign Capital Trust IV's $476.5 million of 4.375% contingent convertible trust preferred income equity redeemable securities, according to a company news release.

The company is offering $72.54 per $50.00 liquidation amount.

The tender offer will expire at 11:59 p.m. ET on Dec. 30.

Each week, Santander expects to accept all tenders made by 5 p.m. on Tuesday of that week and settle those tenders no later than Thursday of that week.

The company expects to redeem any of the securities that remain outstanding after the tender offer on Jan. 30.

On Nov. 23, 2012, Santander and the trustee of the trust Piers reached a settlement agreement that acknowledged that a change of control occurred when Sovereign Bancorp, Inc. was acquired in 2009.

The agreement also requires the company to make offers to purchase the trust Piers within 10 trading days of each quarterly distribution on the trust Piers until no trust Piers remain outstanding. The price offered must equal $78.95 per $50.00 of liquidation amount minus the per-share aggregate amount of any distributions made after the completion of any tender offers preceding such additional offer.

The tender agent and information agent is D.F. King & Co., Inc. (212 269-5550 for banks and brokers; all others call 800 488-8095).

Santander Holdings USA is based in Boston. It is a subsidiary of Banco Santander, SA and is the holding company for Sovereign Bank, NA.

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