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 October, 2014
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 x 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 x
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 x
Banco Santander, S.A.
| Item |
||
| 1 |
Banco Santander, S.A. informs that it is envisaged to implement again the “Santander Dividendo Elección” program, on the dates on which the third interim dividend is traditionally paid (January / February). Thus, subject to the prior resolution of the Executive Committee of Banco Santander, shareholders shall have the possibility to choose whether to receive cash or new shares on such dates. The envisaged timeline for the implementation of the “Santander Dividendo Elección” program is as follows1:
| • | 12 January 2015. Execution of the capital increase. Communication of the number of rights needed to receive one share and of the final price of the right-purchase commitment2. Such price will be determined considering the stock price of the Santander share on 5,6,7,8 and 9 January. |
| • | 13 January 2015 (23:59 hours CET). Record date for the granting of rights. |
| • | 14 January 2015. Commencement of the rights trading period. Santander shares start trading ex-coupon. |
| • | 23 January 2015. Last date to request remuneration in cash (sale of rights to Grupo Santander). |
| • | 28 January 2015. End of the trading period of the rights. Acquisition of rights by Grupo Santander from those shareholders who have requested cash. |
| • | 2 February 2015. Payment of cash to shareholders who have so requested. |
| • | 6 February 2015. Commencement of the ordinary trading of the new shares in the Spanish Stock Exchanges, subject to the granting of the relevant authorizations3. Shareholders who have opted for new shares have them delivered. |
Subject to the aforementioned resolution, it is deemed that the gross price at which Grupo Santander shall irrevocably commit to purchase rights, which will be calculated pursuant to the formula approved by the Ordinary General Shareholders’ Meeting, will be approximately 0.150 Euros per right.
Boadilla del Monte (Madrid), October 27, 2014
| 1 | The term for the acceptance of the right-purchase commitment, the options available to shareholders and the envisaged payment date for those who request cash and date of delivery of shares may not be coincidental with those set out above in respect of those shareholders holding Santander shares in the various foreign stock exchanges in which the Bank is listed. |
| 2 | The option to receive cash throughout the sale of rights to Grupo Santander will be available only to shareholders as of the relevant record date and only with regard to the rights granted on that date. This option will not be available with regard to rights acquired on market. |
| 3 | Admission to listing of the new shares in the foreign stock exchanges where the Bank is listed shall also be requested. |
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.
| Banco Santander, S.A. | ||||||||
| Date: October 27, 2014 | By: | /s/ José Antonio Álvarez | ||||||
| Name: | José Antonio Álvarez | |||||||
| Title: | Executive Vice President | |||||||