BANCO SANTANDER, SA

Otras Comunicaciones #27530 - 31/10/2008 11:19

Presentación relativa a Santander Brasil.

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GRUPO
SANTANDER BRASIL
Integration for
leadership
São Paulo. 31 October 2008



Alfredo Sáenz,
CEO Santander
                                                                                                                                              2
Important information
Banco Santander, S.A. ("Santander") cautions that this presentation contains forward-looking statements within the meaning of the US
Private Securities Litigation Reform Act of 1995. These forward-looking statements are found in various places throughout this
presentation and include, without limitation, statements concerning our future business development and economic performance. While
these forward-looking statements represent our judgment and future expectations concerning the development of our business, a
number of risks, uncertainties and other important factors could cause actual developments and results to differ materially from our
expectations. These factors include, but are not limited to: (1) general market, macro-economic, governmental and regulatory trends;
(2) movements in local and international securities markets, currency exchange rates, and interest rates; (3) competitive pressures; (4)
technological developments; and (5) changes in the financial position or credit worthiness of our customers, obligors and
counterparties. The risk factors and other key factors that we have indicated in our past and future filings and reports, including those
with the Securities and Exchange Commission of the United States of America (the “SEC”), could adversely affect our business and
financial performance. Other unknown or unpredictable factors could cause actual results to differ materially from those in the forward-
looking statements.

The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available
information, including, where relevant any fuller disclosure document published by Santander. Any person at any time acquiring
securities must do so only on the basis of such person's own judgment as to the merits or the suitability of the securities for its purpose
and only on such information as is contained in such public information having taken all such professional or other advice as it
considers necessary or appropriate in the circumstances and not in reliance on the information contained in the presentation.

In making this presentation available, Santander gives no advice and makes no recommendation to buy, sell or otherwise deal in
shares in Santander or in any other securities or investments whatsoever.

No offering of Securities shall be made in the United States except pursuant to registration under the U.S. Securities Act of 1933, as
amended, or an exemption therefrom.

Nothing contained in this presentation is intended to constitute an invitation or inducement to engage in investment activity for the
purposes of the prohibition on financial promotion in the U.K. Financial Services and Markets Act 2000.

Note: Statements as to historical performance, historical share price or financial accretion are not intended to mean that future
performance, historical share price or future earnings (including earnings per share) for any period will necessarily match or exceed
those of any prior year. Nothing in this presentation should be construed as a profit forecast.
                                                  3



The importance of emerging markets in a
The importance of emerging markets in a
          diversified portfolio
          diversified portfolio

     We believe in Brazil’s growth potential…
     We believe in Brazil’s growth potential…



 …and we bring a business model that adds value
 …and we bring a business model that adds value



           Summary //outlook for SAN
           Summary outlook for SAN
                                              4



Emerging markets’ “differential growth”
Emerging markets’ “differential growth”
   is now more valuable than ever
    is now more valuable than ever


The growth potential
 The growth potential
of emerging markets’
 of emerging markets’
banking systems
 banking systems
remains solid…
 remains solid…           … at a point when
                          … at a point when
                            banking in many
                            banking in many
                         mature markets has
                         mature markets has
                        become “exhausted”
                        become “exhausted”
                                             5


Emerging markets are a key ingredient in
 Emerging markets are a key ingredient in
any “diversified growth” banking portfolio
any “diversified growth” banking portfolio


 Diversification
 Diversification

 Differential growth
 Differential growth

 … with a reduced risk
 … with a reduced risk
 profile
 profile
                                                      6



The importance of emerging markets in a diversified
The importance of emerging markets in a diversified
                    portfolio
                    portfolio


    We believe in the Brazil’s growth
    We believe in the Brazil’s growth
               potential…
              potential…

 …and we bring a business model that adds value
 …and we bring a business model that adds value



            Summary //outlook for SAN
            Summary outlook for SAN
                                          7




        Why did we buy Banco Real?
     We believe in the sustained growth
               potential of…

1
1                      2
                       2
    …the Brazilian
    …the Brazilian      …the Brazilian
                         …the Brazilian
      economy
      economy           banking system
                        banking system
1     We believe in the growth potential of the Brazilian economy   8




             Brazil can be a USD 2-3Tr economy
           within two decades (Top 5 in the World)


      Sound economic policies
      Sound economic policies

      Favourable ‘terms of trade’
      Favourable ‘terms of trade’

    … and now they even find oil!
    … and now they even find oil!

      Rise of middle class
      Rise of middle class

      Stability //growth virtuous circle
      Stability growth virtuous circle
                                           Source: Goldman Sachs
22   We believe in the potential of the Brazilian banking system
     We believe in the potential of the Brazilian banking system   9




                                           … and development
                                           … and development
     Increasing banking
      Increasing banking                   of strong domestic
                                            of strong domestic
         penetration…
         penetration…                        capital markets
                                              capital markets
      Growth potential relative not only
      Growth potential relative not only
         to “mature” economies…
          to “mature” economies…

             …but also relative even to
             …but also relative even to
              other emerging markets
               other emerging markets
As a result…                                    10




Bancarisation in Brazil can double again over
Bancarisation in Brazil can double again over
             the next 10 years
              the next 10 years

          The emerging markets’
          The emerging markets’
            growth multiplier
             growth multiplier


   Higher GDP
   Higher GDP
     growth
      growth         x      Higher banking
                            Higher banking
                              penetration
                              penetration
                                                      11



The importance of emerging markets in a diversified
The importance of emerging markets in a diversified
                    portfolio
                    portfolio


   We believe in the Brazil’s growth potential …
   We believe in the Brazil’s growth potential …


…and we bring a business model that
…and we bring a business model that
            adds value
            adds value

            Summary //outlook for SAN
            Summary outlook for SAN
                                         12




Santander brings a business model that
Santander brings a business model that
              adds value…
              adds value…
 1. Commercial excellence
 1. Commercial excellence
 2. Efficiency focus
 2. Efficiency focus
 3. Global synergies
 3. Global synergies
 4. Risk management discipline
 4. Risk management discipline

  … and we will execute a “textbook”
  … and we will execute a “textbook”
            integration
             integration
1
1           Commercial excellence
            Commercial excellence
                                                                            13




We are focused on retail and commercial banking
We are focused on retail and commercial banking

           Business Areas
    Profit before Taxes proforma
                                        •• Strong deposit-based franchise
                                           Strong deposit-based franchise
                                        •• Customer-driven relationships
                                           Customer-driven relationships
        Commercial
         Banking          Global        •• Capacity to manage large
                                            Capacity to manage large
                         Banking &         commercial networks: branches
                                            commercial networks: branches
                     17% Markets           and multi-channel
                                            and multi-channel
        79%
                                        •• Wide and innovative product
                                            Wide and innovative product
                     4%                    offering
                          Insurance /       offering
                          Asset Mgmt
        83%                             “Invest in the front…”
                                        “Invest in the front…”
        retail
      1
      1                      Commercial excellence
                             Commercial excellence                                                                    14




         Managing distribution networks is one of our core skills
         Managing distribution networks is one of our core skills
                      Focus on distribution: Santander now has 80 million customers2 2
                       Focus on distribution: Santander now has 80 million customers
                    Number of branches (*)
                             0      3,500       7,000      10,500      14,000

               Santander

          Wells Fargo (1)
                                                                                               …and we continue
                                                                                               …and we continue
                Unicredit                                                                         to grow:
                                                                                                   to grow:
                    HSBC

                      Citi

                Intesa SP
                                                              Brazil:
                                                              Brazil:           +2,011
                                                                                 +2,011
                    BBVA
                                                               US:
                                                               US:               +747
                                                                                  +747
          BNP Paribas (1)                                      UK:
                                                               UK:               +592
                                                                                  +592
      Bank of America (1)

           JP Morgan (1)

                 Barclays

                     RBS
                                                                                “Invest in the front…”
                                                                                “Invest in the front…”
(*)    After new incorporations and including PABs in Brazil and B&B agencies in UK
(1)    Including new incorporations: Wells Fargo + Wachovia; BNP Paribas + Fortis; BoA + Merrill Lynch; JP Morgan +
       WaMu
(2)    Proforma, including A&L, B&B and Banco Real
1
1                Commercial excellence
                 Commercial excellence                            15




            We have a track record of improving
            We have a track record of improving
                 “commercial muscle”…
                 “commercial muscle”…

           The Abbey case: revenue trends

9%                                 7%        9%
                6%       5%

                1%       5%
                                    3%        3%


                                                     “Invest in
                                                     “Invest in
    (7%)                                           the front…”
                                                    the front…”
    2004       2005      2006      2007      H108
                   Abbey        Sector PFS
2
2                            Efficiency focus
                             Efficiency focus
                                                                                       16




    We believe in improving our efficiency, year after year

                               “Jaws” ...
% change
                              +21.3
    +17.1        +9.7 p.p.            +10.8 p.p.
                                                    +13.0
                                        +10.5               +9.5 p.p.*       “Opening
                                                                              “Opening
                   +7.4
                                                               +3.5          our jaws”
                                                                              our jaws”
                                                                           every year is
                                                                           every year is
  Revenues Expenses          Revenues Expenses     Revenues Expenses           a clear
                                                                               a clear
           2006/2005             2007/2006            9M’08/9M’07           imperative
                                                                             imperative
    In the past, we have proven that we can
     In the past, we have proven that we can                              “…while
                                                                           “…while
successfully execute synergies and improve the
 successfully execute synergies and improve the
          efficiency of acquired banks…
           efficiency of acquired banks…
                                                                           cutting
                                                                            cutting
        … and we will do it again in Brazil
         … and we will do it again in Brazil                             the back”
                                                                          the back”
3
3               Global synergies
                Global synergies                                                                         17




      The Group is making each unit
    more efficient and more competitive

                                                                 Global unit


                                                                 Global unit




                                                                  Local unit
                                                    Local unit




                                                                               Local unit


                                                                                            Local unit
                                                                       •
                                                         •




                                                                                    •




                                                                                                 •
                         … leveraging the … and taking full
                             Group’s       advantage of
    Best local
                          economies of    “best practices”
    business…
                             scale…
        “local tools”                    “global tools”
                                          “global tools”
         “local tools”
3
3                          Global synergies
                           Global synergies                                                                  18



                         Impact on revenues:
                          Impact on revenues:
             The Group adds higher top-line growth
             The Group adds higher top-line growth

    Cooperation with global               • •Global Banking & Markets
                                              Global Banking & Markets
     Cooperation with global
                                          • •Santander Cards
                                              Santander Cards
    business units makes each
     business units makes each            • •Santander Private Banking
                                              Santander Private Banking
    local bank more competitive:
     local bank more competitive:         • •Asset Management
                                              Asset Management
                                          • •Insurance
                                              Insurance
       •• Global reach
          Global reach

       •• Transfer of best-practices //
           Transfer of best-practices
          know-how
           know-how                                                  Global unit


       •• Faster product innovation //
           Faster product innovation                                 Global unit


          reduced time-to-market
           reduced time-to-market




                                                                      Local unit
                                                        Local unit




                                                                                   Local unit


                                                                                                Local unit
                                                                           •
                                                             •




                                                                                        •




                                                                                                     •
4
4           Risk management discipline
            Risk management discipline             19




      Our risk management principles:

    Focus on customer business…
     Focus on customer business…

    … in our core markets
    … in our core markets

    Focus on products we understand
     Focus on products we understand

    High geographic and business diversification
    High geographic and business diversification

    Sharp focus on risk-return trade-offs
    Sharp focus on risk-return trade-offs




     Medium-low and predictable risk profile
  4
  4                       Risk management discipline
                          Risk management discipline                                                                              20




        Our differential management capabilities
        and our lower risk appetite translate into
                  better asset quality…

                  …as a Group                                     …and in our main markets
            NPLs (%)                 Coverage (%)                  Spain                   UK **                  LatAm**
                                                                                                                        4.20
                                                                         (Aug.)
                     2.64                                       (Sep.)                                           2.50
                                     119                                 2.47
        1.34                                       65            1.50
                                                                                         0.72 1.33

        SAN         European
                                                                 SAN Banks              Abbey Sector            SAN Sector
                                     SAN       European
                                                                    +Savings
                     peers*                      peers*
  June 2008                                                     NPL ratio (%)                                     June 2008
  (*)   Average European banks included in our peer group       (**) Data according to local criteria, on a like-for-like basis
                                                                     with the sources for each sector
Sources for Sectors: Spain - Banco de España, UK – Council Morttgage Lenders,
LatAm – Central Banks
 4
 4                    Risk management discipline
                      Risk management discipline                                                         21




Adding value through increased customer business…
…not through relaxed standards / “climbing up the risk curve”

During the previous cycle, an environment of apparent “zero 4
risk” invited the sector to climb up the “risk curves”:

                                                                                 • No toxic products
                                    Credit risk:
                                    Credit risk:
                               Shift towards subprime segments
                                Shift towards subprime segments
                     Financing of leveraged structures (e.g., private equity)
                      Financing of leveraged structures (e.g., private equity)
                                                                                 • No conduits / SIV’s

                                 Liquidity risk:
                                                                                 • No liquidity or
                                 Liquidity risk:
                      Financing long term assets with short term liquidity
                       Financing long term assets with short term liquidity
                         Increasingly lower reliance on retail deposits
                                                                                   interest rate carry
                          Increasingly lower reliance on retail deposits
                                                                                   trades
                                   Market risk:
                                   Market risk:
                                 Interest rate / /FX: carry trades
                                  Interest rate FX: carry trades
                                Equity market: e.g., prop trading
                                                                                 • Importance of
                                 Equity market: e.g., prop trading
                                                                                   deposit funding
                                         22




Santander brings a business model that
Santander brings a business model that
              adds value…
              adds value…
 1. Commercial excellence
 1. Commercial excellence
 2. Efficiency focus
 2. Efficiency focus
 3. Global synergies
 3. Global synergies
 4. Risk management discipline
 4. Risk management discipline

  … and we will execute a “textbook”
  … and we will execute a “textbook”
            integration
             integration
1
1           Banco Real and Santander Brasil are highly
            Banco Real and Santander Brasil are highly                                            23

                            complementary banks
                            complementary banks

Very limited overlap…
Very limited overlap…
… which means that the integration can
… which means that the integration can
be executed with limited revenue attrition
be executed with limited revenue attrition
                                                        Low product //
                                                        Low product
Excellent geographical fit
Excellent geographical fit                              customer overlap
                                                        customer overlap
                     % of    Market   Market Combined    PF individuals         SMEs
                    national share    share-  market     Corporates             Real Estate & Others
                     GDP      SAN      ABN     share          6            5               6

Sao Paulo             34%     13%       7%       20%                       25
                                                                                           35
Rio de Janeiro        13%      3%      10%       13%          49
                                                                           19
Minas Gerais          10%      2%       7%        9%                                       15
                       8%      8%       2%       11%          10
Rio Grande do Sul
                                                                           51              44
Subtotal- "top 4"     64%       9%      7%       16%          35

Brazil- total        100%       6%      6%       12%
                                                             SAN          REAL         Combined
2
2       Well-defined integration plan
        Well-defined integration plan                           24




We have a very clear plan:
We have a very clear plan:   We will execute a
                              We will execute a
We know how to do this…
We know how to do this…      “textbook” integration:
                              “textbook” integration:
                                ••In-market acquisition in a
                                   In-market acquisition in a
                                core market
                                 core market
                                ••Strong and experienced
                                   Strong and experienced
                                teams in both banks,
                                 teams in both banks,
                                ••Existing base allows us
                                   Existing base allows us
                                to achieve “quick wins”
                                 to achieve “quick wins”
                                ••Established IT platform
                                  Established IT platform
In summary: We want to be as profitable as Brazil’s “best in class”                                 25


 There is no reason why our operations in Brazil would not
 There is no reason why our operations in Brazil would not
   generate, over the medium term, a net profit similar to
   generate, over the medium term, a net profit similar to
                   Brazil’s “best in class”
                   Brazil’s “best in class”

                     BR$ 4,8bn              BR$ 7,9bn
                    BR$ 4.8 bn           BR$ 7.9 bn


  A high-value
   A high-value
   investment                                                    +BR$
    investment                                                   2-3bn
       for
        for
  Santander’s
   Santander’s
  stockholders
  stockholders
                                 +BR$
                                 +BR$
                                 2,8bn
                                 3.1bn



                  Santander + Real
                     Santander + Real      Combined
                                         Combined- 2010 target           Brazil’s “best in
                                                                         Brazil's "best in class"
                   proforma 2008
                      proforma
                               2008        2010 target                          class”
                                                      26



The importance of emerging markets in a diversified
The importance of emerging markets in a diversified
                    portfolio
                    portfolio


   We believe in the Brazil’s growth potential…
   We believe in the Brazil’s growth potential…



 …and we bring a business model that adds value
 …and we bring a business model that adds value



       Summary // outlook for SAN
       Summary outlook for SAN
                                                                                   27
Santander Group’s goals: To deliver long term,
Santander Group’s goals: To deliver long term,
 high quality, balanced, recurrent profit growth:
 high quality, balanced, recurrent profit growth:
  Santander’s business model…
  Santander’s business model…                       …plus our “extra
                                                    …plus our “extra
Well-diversified Group
                                                    kicker”: BRAZIL
                                                    kicker”: BRAZIL
 Well-diversified Group
Focused on commercial banking
 Focused on commercial banking                      Market growth
                                                    Market growth
“Vertical strategy” principle
 “Vertical strategy” principle                      Banking system growth
                                                    Banking system growth
Footprint in attractive markets
 Footprint in attractive markets                    Cost / /Revenue synergies
                                                     Cost Revenue synergies
Solid retail banking model
 Solid retail banking model
Intensive in Distribution/Customer Relationship     Closing of the profit gap
                                                     Closing of the profit gap
 Intensive in Distribution/Customer Relationship
                                                   with Brazil’s “best in class”
                                                   with Brazil’s “best in class”
Conservative balance sheet and risk management
 Conservative balance sheet and risk management




      Brazil will be a key driver of Santander’s
      Brazil will be a key driver of Santander’s
             outperformance vs our peers
              outperformance vs our peers


Fuente: CNMV

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