Banco Santander, S.a. · BME:SAN

Banco Santander — Merger or Acquisition (March 2021)

15 slides from Banco Santander's merger presentation, Mar 26, 2021

  1. Slide 1: Announcement to acquire minority interests in Santander Mexico

    Secret March 26, 2021 Announcement to acquire minority interests in Santander Mexico

  2. Slide 2: Disclaimer

    Secret Disclaimer IMPORTANT INFORMATION FOR INVESTORS ABOUT THE PROPOSED TRANSACTION The tender offer described in this communication has not yet commenced. This communication is provided for informational purposes only and does not constitute an offer to purchase or the solicitation of an offer to

  3. Slide 3: Agenda

    Secret Agenda 1 Proposed transaction 2 Rationale for the transaction 3 Key takeaways 3

  4. Slide 4: Proposed transaction

    Secret Proposed transaction  Offer by Santander Group to acquire the remaining minority interests (approx. 8.3%) in Santander Mexico with the intention to delist Santander Mexico in both Mexico and the United States. − Santander Mexico shareholders will receive MXN24.00 per share, or if higher, the

  5. Slide 5: Steps needed to complete transaction

    Secret Steps needed to complete transaction March 26, 2021 Transaction Announcement Filing with regulators EGM of Santander Mexico Approval by securities regulators in Mexico 2Q / 3Q, 2021 Commencement of Offer Offer Period Expires Offer Settlement/Delisting 5

  6. Slide 6: Agenda

    Secret Agenda 1 Proposed transaction 2 Rationale for the transaction 3 Key takeaways 6

  7. Slide 7: Rationale for the transaction

    Secret Rationale for the transaction A B Transaction is consistent with Santander Mexico is a core market with attractive long Group strategy to deploy more capital in the term fundamentals Americas C D Increasing ownership in a leading bank in Attractive offer both for Group and Mexico Mexico that

  8. Slide 8: Transaction is consistent with Santander Group strategy to deploy more capital in the Americas

    Secret Transaction is consistent with Santander Group strategy to deploy more capital in the Americas A Higher exposure to the Americas as a lever to increase profitability US Europe Accelerating Building the leading growth with European bank in sustainable customer experience profitability and prof

  9. Slide 9: Mexico is a core market with attractive long term fundamentals

    Secret Mexico is a core market with attractive long term fundamentals B Mexico is a core market with attractive fundamentals Low credit penetration compared to other LatAm countries Strong economic growth potential (Domestic credit to private sector by banks as % of GDP, 2019) GDP Per Capita (US$’00

  10. Slide 10: Increasing ownership in a leading bank in Mexico that is a key component of Santander's growth story

    Secret Increasing ownership in a leading bank in Mexico that is a key component of Santander’s growth story C Increasing ownership in a leading bank in Mexico that is a key to Santander growth story Total Gross Loans SAN Mexico – Net Profit (MXN bn) (MXN bn) CAGR 2015 - 2019: +7% CAGR 2015 - 2019: +

  11. Slide 11: Mexico contribution within group becoming more in line to its GDP weight

    Secret Increasing ownership in a leading bank in Mexico that is a key component of Santander’s growth story C Mexico contribution within group becoming more in line to its GDP weight Current weight Post-transaction 10% 13% 11% 13% MX share of 2019 Group business 29% 29% areas net 40% 40% profit 59%

  12. Slide 12: Attractive both to Santander Group and Santander Mexico shareholders

    Secret Attractive for both Group and Mexico shareholders D Attractive both to Santander Group and Santander Mexico shareholders Santander Group Shareholders Santander Mexico Shareholders Improve overall group growth and profitability profile by Possibility of exiting a low liquidity stock at an incr

  13. Slide 13: Agenda

    Secret Agenda 1 Proposed transaction 2 Rationale for the transaction 3 Key takeaways 13

  14. Slide 14: Key takeaways

    Secret Key takeaways  Santander Group to acquire the remaining minority interests (approx. 8.3%) in Santander Mexico Proposed  Santander Mexico shareholders to receive MXN24.00 per share Transaction  Santander Mexico EGM to be called to approve delisting of shares  Consistent with Santander Grou

  15. Slide 15: Thank you

    gracias shukran danke mercie Thank you grazie obrigado faleminderit akpe «Santander

Banco Santander — Merger or Acquisition (March 2021) on 6ix