Report of Foreign Issuer (6-k)
November 06 2017 - 5:30PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
6-K
Report of
Foreign Issuer
Pursuant to Rule
13a-16
or
15d-16
of
the Securities Exchange Act of 1934
For the month of November, 2017
Commission File Number:
001-12518
Banco Santander, S.A.
(Exact name of registrant as specified in its charter)
Ciudad Grupo
Santander
28660 Boadilla del Monte (Madrid) Spain
(Address of principal executive office)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form
20-F
or Form
40-F:
Form 20-F
☒ Form
40-F ☐
Indicate by check mark if the registrant is submitting the Form
6-K
in paper as permitted by Regulation
S-T
Rule 101(b)(1):
Yes ☐
No ☒
Indicate by check mark if the registrant is submitting the Form
6-K
in paper as permitted by Regulation
S-T
Rule 101(b)(7):
Yes ☐
No ☒
Banco Santander, S.A.
TABLE OF CONTENTS
Item 1
MATERIAL FACT
Further to the material fact communication dated October 16, 2017 (registry number 257,438), Banco Santander, S.A. (
Banco Santander
)
informs that the trading period for the bonus share rights corresponding to the capital increase with a charge to reserves (the
Capital Increase
) by means of which the Santander Dividendo Elección scheme is
carried out ended on November 1, 2017.
The holders of 84.61% of the bonus share rights have chosen to receive new shares. Thus, the definitive
number of ordinary shares of 0.5 Euros of face value issued in the Capital Increase is 95,580,136, corresponding to 0.60% of the share capital, and the amount of the Capital Increase is 47,790,068 Euros. After the Capital Increase, the share capital
amounts to 8,068,076,791 Euros represented by 16,136,153,582 ordinary shares of 0.5 Euros of face value each. The value of the compensation corresponding to the holders of bonus share rights who have requested new shares amounts to 542,895,172.48
Euros.
The shareholders holding the remaining 15.39% of the bonus share rights have accepted the irrevocable commitment to purchase bonus share rights
assumed by Banco Santander. Consequently, Banco Santander has acquired 2,468,193,907 rights for a total gross consideration of 98,727,756.28 Euros. Banco Santander has waived the bonus share rights so acquired.
It is envisaged that the relevant authorisations for the admission to listing of the new shares in the Spanish Stock Exchanges will be granted on
November 14, 2017, so that ordinary trading of such shares in Spain will commence on November 15
1
. The authorisation for the admission to listing of those shares will also be requested
on all other stock exchanges on which Banco Santander is listed.
Boadilla del Monte (Madrid), November 6, 2017
1
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Estimated date. Subject to the granting of the relevant authorisations.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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Banco Santander, S.A.
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Date: November 6, 2017
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By:
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/s/ José García Cantera
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Name:
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José García Cantera
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Title:
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Chief Financial Officer
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