REG - Banco Santander S.A. - Further re dividend approval

Banco Santander SAAnnouncement

19/02/2024 08:00

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RNS Number : 5885D  Banco Santander S.A.  19 February 2024

Santander increases its cash dividend per share by 50% for 2023 and launches a
new €1.5 billion share buyback

 

 

·     Santander submits a final cash dividend for 2023 of 9.50 euro cents
per share for approval at the forthcoming annual general meeting (AGM).

 

·     With this new payment and the new share buyback, the bank's
shareholder remuneration for the 2023 results will total over €5.5 billion,
approximately 50% of the group attributable profit in that year 1  and
representing an equivalent yield of approximately 10% 2 .

 

·    The board of directors of Banco Santander also submits the
appointments of Carlos Barrabés and Antonio Weiss as new independent
directors for approval at the AGM.

 

 

Madrid, 19 February 2024 - PRESS RELEASE

The board of directors of Banco Santander today announced its decision to
submit a final cash dividend for 2023 of 9.50 euro cents per share for
approval at the forthcoming annual general meeting (AGM), expected to be held
on 22 March 2024. As a result, the total cash dividend per share charged to
2023 results will be 17.60 euro cents, an increase of approximately 50%
compared to the cash dividend against 2022. Furthermore, the bank has received
the regulatory approval to execute a share buyback programme for an
approximate amount of €1.5 billion, which will be launched on Tuesday 20
February 2024.

 

The final cash dividend will be paid on 2 May 2024 and the shareholder
remuneration against the 2023 results will total over €5.5 billion,
representing an equivalent yield of approximately 10%(2). Once the new share
buyback programme is completed by next June, Santander will have repurchased
approximately 11% of its outstanding shares since 2021.

 

With these new payments, Santander's payout ratio (the proportion of earnings
distributed to shareholders) increases from 40% to 50% of attributable
profit(1), consistent with the new remuneration policy announced at the bank's
Investor Day a year ago.

 

Ana Botín, Banco Santander executive chair, said: "Our strategy and
competitive advantages have proven to deliver sustainable, increasing
profitability and growth, year after year. After record performance in 2023,
we continue to invest for future growth while increasing shareholder returns,
returning more than €5.5 billion through dividends and buybacks, which
represents an equivalent yield of approximately 10%. We are already seeing
good progress in 2024 and expect to achieve all our targets for this year,
including a return on tangible equity of 16%."

 

New board members

The board of directors of Banco Santander also submitted the appointments of
Carlos Barrabés and Antonio Weiss as new independent directors for approval
at the AGM, subject to regulatory authorisations. Mr Barrabés and Mr Weiss
will fill the vacancies that will be left by Bruce Carnegie-Brown, who will be
stepping down after this year's AGM, and Ramiro Mato, who has also informed of
his intention to not stand for re-election and leave the board of directors
after the AGM, once the regulatory approval for the appointment of Antonio
Weiss is obtained.

 

Mr Barrabés is considered an influential e-commerce pioneer. He brings vast
experience of the Spanish market, especially in digitalization and innovation,
with a focus on using technology for socio-economic development, promoting
talent, and helping people and institutions get the most out of the digital
transformation. Mr Weiss brings extensive experience of the US market, which
is one of the group's strategic markets, and in particular in the financial
sector, where he has held different executive positions, and in relevant
public policy matters.

 

Ana Botín said: "It has been a real privilege and honor to have Bruce as our
lead director and very much appreciate his outstanding contribution and
counsel to our progress over almost a decade. We are also very grateful to
Ramiro for his contribution to Santander's board and we will miss them
both. Carlos and Antonio bring great innovation and digital expertise and
financial capabilities as well as business experience to our board of
directors. I look forward to working together."

 

Santander's board of directors has 15 members, of which two thirds are
independent. Members provide a broad variety of professional expertise and
diversity in nationality and skills. Furthermore, 40% of its members are
women.

 

 

Note to editors:

Carlos Barrabés is president and founder of Grupo Barrabés, which offers
advisory services to large companies in digital transformation, innovation,
new technologies and e-commerce and internet, as well as to SMEs in innovation
and efficient use of technology in business processes. He has been a member of
the board of directors of the business unit of Santander Spain, of the
advisory board of Vodafone, director of the Master Strategic Design Lab of the
European Institute of Design and of the MBA program at the School of
Industrial Organization in Madrid. Mr Barrabés was born in Spain in 1970.

 

Antonio Weiss is a partner in investment firm SSW and a research fellow at
Harvard Kennedy School's Mossavar-Rahmani Center. He served in the Obama
Administration as Counselor to the Secretary of the U.S. Department of the
Treasury, where he oversaw the department of Domestic Finance. Previously, Mr.
Weiss served for over twenty years in various leadership roles at Lazard in
New York and Paris, including as Global Head of Investment Banking. Mr. Weiss
is a director of The Volcker Alliance, a trustee of the Citizens Budget
Commission and a member of the Council on Foreign Relations. He is a trustee
and past publisher of the leading literary quarterly, The Paris Review. He
was born in New York in 1966 and is a dual citizen of the U.S. and Italy.

Important information

Non-IFRS and alternative performance measures

This document contains financial information prepared according to
International Financial Reporting Standards (IFRS) and taken from our
consolidated financial statements, as well as alternative performance measures
(APMs) as defined in the Guidelines on Alternative Performance Measures issued
by the European Securities and Markets Authority (ESMA) on 5 October 2015, and
other non-IFRS measures. The APMs and non-IFRS measures were calculated with
information from Grupo Santander; however, they are neither defined or
detailed in the applicable financial reporting framework nor audited or
reviewed by our auditors. We use these APMs and non-IFRS measures when
planning, monitoring and evaluating our performance. We consider them to be
useful metrics for our management and investors to compare operating
performance between periods. APMs we use are presented unless otherwise
specified on a constant FX basis, which is computed by adjusting comparative
period reported data for the effects of foreign currency translation
differences, which distort period-on-period comparisons. Nonetheless, the APMs
and non-IFRS measures are supplemental information; their purpose is not to
substitute IFRS measures. Furthermore, companies in our industry and others
may calculate or use APMs and non-IFRS measures differently, thus making them
less useful for comparison purposes. APMs using ESG labels have not been
calculated in accordance with the Taxonomy Regulation or with the indicators
for principal adverse impact in SFDR. For further details on APMs and Non-IFRS
Measures, including their definition or a reconciliation between any
applicable management indicators and the financial data presented in the
consolidated financial statements prepared under IFRS, please see the 2022
Annual Report on Form 20-F filed with the U.S. Securities and Exchange
Commission (the SEC) on 1 March 2023
(https://www.santander.com/content/dam/santander-com/en/documentos/informacion-sobre-resultados-semestrales-y-anuales-suministrada-a-la-sec/2023/sec-2022-annual-20-f-2022-en.pdf
(https://www.santander.com/content/dam/santander-com/en/documentos/informacion-sobre-resultados-semestrales-y-anuales-suministrada-a-la-sec/2023/sec-2022-annual-20-f-2022-en.pdf)
), as well as the section "Alternative performance measures" of Banco
Santander, S.A. (Santander) Q4 2023 Financial Report, published on 31 January
2024
(https://www.santander.com/en/shareholders-and-investors/financial-and-economic-information#quarterly-results
(https://www.santander.com/en/shareholders-and-investors/financial-and-economic-information#quarterly-results)
). Underlying measures, which are included in this document, are non-IFRS
measures.

The businesses included in each of our geographic segments and the accounting
principles under which their results are presented here may differ from the
businesses included and local applicable accounting principles of our public
subsidiaries in such geographies. Accordingly, the results of operations and
trends shown for our geographic segments may differ materially from those of
such subsidiaries.

Forward-looking statements

Santander hereby warns that this document contains "forward-looking
statements" as per the meaning of the U.S. Private Securities Litigation
Reform Act of 1995. Such statements can be understood through words and
expressions like "expect", "project", "anticipate", "should", "intend",
"probability", "risk", "VaR", "RoRAC", "RoRWA", "TNAV", "target", "goal",
"objective", "estimate", "future", "commitment", "commit", "focus", "pledge"
and similar expressions. They include (but are not limited to) statements on
future business development, shareholder remuneration policy and NFI.

While these forward-looking statements represent our judgement and future
expectations concerning our business developments and results may differ
materially from those anticipated, expected, projected or assumed in
forward-looking statements.

In particular, forward looking statements are based on current expectations
and future estimates about Santander's and third-parties' operations and
businesses and address matters that are uncertain to varying degrees and may
change, including, but not limited to (a) expectations, targets, objectives,
strategies and goals relating to environmental, social, safety and governance
performance, including expectations regarding future execution of Santander's
and third-parties' (including governments and other public actors) energy and
climate strategies, and the underlying assumptions and estimated impacts on
Santander's and third-parties' businesses related thereto; (b) Santander's and
third-parties' approach, plans and expectations in relation to carbon use and
targeted reductions of emissions, which may be affected by conflicting
interests such as energy security; (c) changes in operations or investments
under existing or future environmental laws and regulations; (d) changes in
rules and regulations, regulatory requirements and internal policies,
including those related to climate-related initiatives; (e) our own decisions
and actions including those affecting or changing our practices, operations,
priorities, strategies, policies or procedures; and (f) the uncertainty over
the scope of actions that may be required by us, governments and others to
achieve goals relating to climate, environmental and social matters, as well
as the evolving nature of underlying science and industry and governmental
standards and regulations.

In addition, the important factors described in this document and other risk
factors, uncertainties or contingencies detailed in our most recent Form 20-F
and subsequent 6-Ks filed with, or furnished to, the SEC, as well as other
unknown or unpredictable factors, could affect our future development and
results and could lead to outcomes materially different from what our
forward-looking statements anticipate, expect, project or assume.

Forward-looking statements are therefore aspirational, should be regarded as
indicative, preliminary and for illustrative purposes only, speak only as of
the date of this document, are informed by the knowledge, information and
views available on such date and are subject to change without notice.
Santander is not required to update or revise any forward-looking statements,
regardless of new information, future events or otherwise, except as required
by applicable law. Santander does not accept any liability in connection with
forward-looking statements except where such liability cannot be limited under
overriding provisions of applicable law.

Not a securities offer

This document and the information it contains does not constitute an offer to
sell nor the solicitation of an offer to buy any securities.

Past performance does not indicate future outcomes

Statements about historical performance or growth rates must not be construed
as suggesting that future performance, share price or results (including
earnings per share) will necessarily be the same or higher than in a previous
period. Nothing in this document should be taken as a profit and loss
forecast.

 

 1  The bank's shareholder remuneration policy is approximately 50% payout of
the group net attributable profit (excluding the impacts that do not affect
cash or capital ratios directly), split in approximately equal parts in cash
dividends and share buybacks. Implementation of this policy is subject to
future corporate and regulatory decisions and approvals.

 2  Per Banco Santander's market capitalization on 16 February 2024.

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