Business description of SANTANDER-HOLDINGS-USA-INC from last 10-k form

General

Santander Holdings USA, Inc (“SHUSA” or the “Company), formerly known as Sovereign Bancorp Inc. is the parent company of Sovereign Bank, National Association (“Sovereign or the “Bank”), a federally chartered savings bank as of December 31, 2011 which converted to a national banking association on January 26, 2012. In connection with the charter conversion, the Bank changed its name to Sovereign Bank, National Association. Also effective on January 26, 2012, SHUSA became a bank holding company. Sovereign had over 720 retail branches, over 2,300 ATMs and 8,557 team members as of December 31, 2011 with principal markets in the Northeastern United States. The Bank’s primary business consists of attracting deposits from its network of retail branches, and originating small business and middle market commercial loans, multi-family loans, residential mortgage loans, home equity loans and lines of credit, and auto and other consumer loans in the communities served by those offices. The Bank uses its deposits, as well as other financing sources, to fund its loan and investment portfolios. The Bank earns interest income on its loan and investment portfolios. In addition, the Bank generates non-interest income from a number of sources including deposit and loan services, sales of loans and investment securities, capital markets products and bank-owned life insurance. The principal non-interest expenses include employee compensation and benefits, occupancy and facility-related costs, technology and other administrative expenses. The volumes, and accordingly the financial results, of the Bank are affected by the economic environment, including interest rates, consumer and business confidence and spending, as well as the competitive conditions within its geographic footprint.

SHUSA is headquartered in Boston, Massachusetts, and its principal executive offices are at 75 State Street, Boston, Massachusetts. The Bank’s home office is in Wilmington, Delaware.

On January 30, 2009, SHUSA became a wholly owned subsidiary of Banco Santander, S.A. (“Santander”). Pursuant to a Transaction Agreement, dated October 13, 2008, between the Company and Santander (the “Transaction Agreement”), Santander acquired all of the outstanding shares of the Company’s common stock that it did not already own in exchange for the right to receive 0.3206 Santander American Depository Shares, or ADSs, for each share of Company common stock. As a result of the Santander transaction, the Company’s state of incorporation changed from Pennsylvania to Virginia.

In July 2009, Santander contributed Santander Consumer USA Inc (“SCUSA”), a majority owned subsidiary, into the Company. SCUSA, headquartered in Dallas, Texas, is a specialized consumer finance company engaged in the purchase, securitization, and servicing of retail installment contracts originated by automobile dealers and direct organization of retail installment contracts over the internet. SCUSA acquires retail installment contracts from manufacturer franchised dealers in connection with their sale of used and new automobiles and trucks primarily to nonprime customers with limited credit histories or past credit problems. SCUSA also purchases retail installment contracts from other companies.

SCUSA’s results of operations were consolidated from January 2009 until December 31, 2011. On December 31, 2011, the Company deconsolidated SCUSA as a result of certain agreements with investors entered into during the fourth quarter 2011 (“SCUSA Transaction”). The SCUSA Transaction reduced the Company’s ownership interest and its power to direct the activities that most significantly impact SCUSA’s economic performance so that SHUSA no longer has a controlling interest in SCUSA. Accordingly, as of December 31, 2011, SCUSA is accounted for as an equity method investment. Refer to the SCUSA Transaction section of Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) and Note 3 to the Consolidated Financial Statements for additional information.

Segments

The Company has five business segments including Retail banking, Corporate banking, Specialized Business, Global Banking and Markets, and SCUSA.

The Company’s segments are focused principally around the customers the Bank serves. The Retail banking segment is primarily comprised of the branch locations and the residential mortgage business. The branches offer a wide range of products and services to customers and each attracts deposits by offering a variety of deposit instruments including demand and interest bearing demand deposit accounts, money market and savings accounts, certificates of deposits and retirement savings products. The branches also offer consumer loans such as home equity loans and line of credits. The Retail banking segment also includes business banking loans and small business loans to individuals.

SANTANDER HOLDINGS USA, INC.

(Registrant)

By:   /s/ Jorge Morán

Name:

Title:

 

Jorge Morán

President, Chief Executive Officer