BANCO SANTANDER, SA

Otras Comunicaciones #27531 - 31/10/2008 11:31

Presentación relativa a Santander Brasil.

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



José Antonio Álvarez,
CFO 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


                           Introduction
                          Introduction

         Our Portfolio Management principles
         Our Portfolio Management principles


                       Why invest in Brazil
                       Why invest in Brazil
Why we are comfortable with Brazil representing 20% of our portfolio / /earnings
Why we are comfortable with Brazil representing 20% of our portfolio earnings




                      Financials //Guidance
                      Financials Guidance



                 Summary //outlook for SAN
                 Summary outlook for SAN
                                                4
Introduction


               Our goal as a Group:
               Our goal as a Group:

 To deliver long term, high quality,
 To deliver long term, high quality,
 recurrent profit growth…
 recurrent profit growth…



                   … profit growth 5% above
                   … profit growth 5% above
                 our competitors in any cycle
                 our competitors in any cycle
                                                                                       5
What does “high quality growth” mean?

    P&L Quality: Good “vertical quality”:
     P&L Quality: Good “vertical quality”:
    Bottom line growth driven by customer activity; higher quality P&L lines
     Bottom line growth driven by customer activity; higher quality P&L lines
    (e.g., customer NII, fees) are the main growth drivers
     (e.g., customer NII, fees) are the main growth drivers


    P&L Quality: Good “horizontal quality”:
    P&L Quality: Good “horizontal quality”:
    All units contributing to bottom line growth
    All units contributing to bottom line growth


    Balance sheet quality:
     Balance sheet quality:
    We have never chosen to compromise future growth by relaxing risk
     We have never chosen to compromise future growth by relaxing risk
    standards
     standards


    Customer Service Quality: Some banks feel the temptation to trade
     Customer Service Quality: Some banks feel the temptation to trade
    customer satisfaction (i.e., long term franchise value) for short-term profits.
     customer satisfaction (i.e., long term franchise value) for short-term profits.
                                                                                   6


                              Introduction
                             Introduction


Our Portfolio Management principles
Our Portfolio Management principles

                       Why invest in Brazil
                       Why invest in Brazil
Why we are comfortable with Brazil representing 20% of our portfolio / /earnings
Why we are comfortable with Brazil representing 20% of our portfolio earnings




                      Financials //Guidance
                      Financials Guidance



                 Summary //outlook for SAN
                 Summary outlook for SAN
Portfolio management                                      7




                    Our principles:

  1 •• A “diversified growth” business portfolio
  1 A “diversified growth” business portfolio

  2 •• Good balance between mature and emerging markets
  2 Good balance between mature and emerging markets

  3 •• “Vertical Strategy”
  3 “Vertical Strategy”

  4 •• “Natural owner”
  4 “Natural owner”

  5 •• Conservative Balance-Sheet management
  5 Conservative Balance-Sheet management
                                                                                                               8
1 •• A “diversified growth” business portfolio
1 A “diversified growth” business portfolio

           Principal Segments                                                  Business Areas
      Attributable profit Proforma*                                  Profit before Taxes- proforma
 EUR Mill. and %



        Retail Units
          Europe                     UK                                       Commercial
                                                                               Banking
                               13%
                               (943)                                                               Global
                42%                                                                        17%    Banking &
                                                                              79%                  Markets
                (3,059)             29%
                                    (2,167)
                                                                                           4%
                                                                                                 Insurance /
                     6% 10%                                                                      Asset Mgmt
                            (725)       Latam
                   (471)
           Other           ABN-Real
                                                                                83%
          Europe                                                                retail

 (*) Operating areas attributable profit + ABN Real (accounted for by the equity method
     in Financial Management and Equity Stakes): EUR 7,365 mill.
                                                                       9
2 •• With a good balance between mature and emerging markets…
2 With a good balance between mature and emerging markets…
                       Principal Segments
                    EUR Mill. and %
                    Retail Units
                      Europe
                                                 UK

                                          13%
                                          (943)

         60%               42%
                          (3,059)              29%
                                                              40%
        Mature                                 (2,167)
                                                            Emerging
                               6% 10%
                                       (725)        Latam
                             (471)
                      Other           ABN-Real
                     Europe



   … and we are one of the few international banks with
       a significant presence in a “BRIC” country
                                                                                                            10
3 •• “Vertical Strategy”
3 “Vertical Strategy”
                              Strong positions //critical mass in a limited number of
                               Strong positions critical mass in a limited number of
                             attractive markets to obtain competitive efficiency levels
                             attractive markets to obtain competitive efficiency levels
                                 75%
   Cost / income ratio (H1 08)



                                            Abbey
                                             2004
                                 65%


                                 55%

                                            Abbey                   Abbey 2008
                                             2007                    proforma
                                 45%
                                                                           Portugal

                                                 Brasil -                                     Chile
                                 35%           Standalone                    Brasil -
                                                            Spain           Proforma

                                                                  Mexico
                                 25%
                                       0%           5%      10%              15%        20%           25%
                                                     Market share (branches)
                                                                                                                             11
4 •• “Natural Owner”
4 “Natural Owner”
                                                                           0      3 .5 0 0   7 .0 0 0   1 0 .5 0 0   1 4 .0 0 0

                                                       S a n ta n d e r

    “Natural Owner” means:
     “Natural Owner” means:                     W e lls F a rg o (1 )

                                                         U n ic re d it

                                                             HSBC

 Businesses we perfectly know
 Businesses we perfectly know
                                                                  C i ti

                                                        In te s a S P

 how to manage (where we can
 how to manage (where we can                                  B B VA


        create value)…
         create value)…
                                              B N P P a rib a s (1 )

                                          B a n k o f A m e ric a (1 )

                                                  J P M o rg a n (1 )
                                                                                                    We are the
  … in markets we know well
  … in markets we know well                              B a r c l a ys                           international
                                                                RBS
                                                                                                 bank with the
                                                                               largest branch network
    The market recognises us a
    The market recognises us a
    “Natural Owners” of:
    “Natural Owners” of:                                                        Our philosophy:
                                                                                Our philosophy:
     Retail and Commercial banks
     Retail and Commercial banks                                    Expand the “front”
                                                                     Expand the “front”
     Branch based //focused on distribution
     Branch based focused on distribution
     In our “home markets” (Europe //America)
      In our “home markets” (Europe America)
                                                                                               Cut the “back”
                                                                                                                               12
5 •• Conservative Balance Sheet management
5 Conservative Balance Sheet management
                                      Group- 30/06/08

                                            900

                                            800

                                            700
                                                                                       Loan
    •• Low liquidity risk
       Low liquidity risk                   600
                                                                                        Loan
                                                                                    portfolio
                                                                                      portfolio
                                                                                  funded with
                                                                                                      292,0         Deposits


                                                                                   funded with




                                 E U R bn
                                            500     Loans          560,4            deposits,
                                                                                     deposits,
                                                                                    M/T, L/T
                                                                                     M/T, L/T
    ••Strong capital base
                                                                                                                    M/T, L/T
                                            400                                                       155,0
      Strong capital base                   300
                                                                                     funding
                                                                                      funding
                                                                                                       99,0
                                                                                                                    funding


                                                                                                                  Securitisations

                                            200                                                        38,3       Capital instr.

    ••Sound credit policies
      Sound credit policies                 100
                                                  Fixed assets

                                                    Financial
                                                                    84,7
                                                                                   Negative
                                                                                    Negative
                                                                                                       84,6       Capital / others

                                                                   126,3          carry trade         102,5
      and monitoring                                markets                        carry trade                     S/T funding

      and monitoring                          0
                                                                   Assets                           Liabilities
                                                                  Activo                            Pasivo
                                                                            Santander: Core capital
    ••Disciplined
       Disciplined
      international expansion
       international expansion                                   Target
                                                                              6,25%               6,31%
                                                                  6%




        i.e., a low risk portfolio
         i.e., a low risk portfolio
                                                                               Dec'07             Sep'08
                                                                                  13


                               Introduction
                              Introduction


            Our Portfolio Management principles
            Our Portfolio Management principles


                  Why invest in Brazil
                 Why invest in Brazil portfolio / earnings
Why we are comfortable with Brazil representing 20% of our
Why we are comfortable with Brazil representing 20% of our portfolio / earnings



                       Financials //Guidance
                       Financials Guidance



                   Summary //outlook for SAN
                   Summary outlook for SAN
Why invest in Brazil?                             14




    1
    1   Largest market in LatAm
        Largest market in LatAm


    2
    2   Risk profile has changed // no way back
        Risk profile has changed no way back


    3
    3   Banco Real fits well in our portfolio
        Banco Real fits well in our portfolio
   1
   1          Brazil is the largest market in Latin America
              Brazil is the largest market in Latin America
                                                                                                    15


     Brazil
     LatAm - Others                                        •• 40% of LatAm in terms of GDP
                                                               40% of LatAm in terms of GDP
                                                              ($ 1.3tr) and Population (189mn)
                                                               ($ 1.3tr) and Population (189mn)
                                                           •• Top 10 economy in the World
                                                               Top 10 economy in the World
 GDP                       40%                             •• Good demographical profile, labour
               60%                                             Good demographical profile, labour
                                                              force over 100 mn people and low
                                                               force over 100 mn people and low
                                                              unemployment
                                                               unemployment
                                                           •• Natural resources only partly
                                                               Natural resources only partly
                                                              explored
                                                               explored
 Population                                                •• Less volatility in GDP growth and
                                                               Less volatility in GDP growth and
                                                              inflation
                                                               inflation
                              39%
                  61%                                       You can not have a leading
                                                           franchise in LatAm without a
                                                             strong presence in Brazil
LatAm – Others:
Argentine, Bolivia, Chile, Colombia, Ecuador, Mexico, Paraguay, Peru, Uruguay, Venezuela
Source: IMF
1
1   … with significant potential to improve bancarisation
    … with significant potential to improve bancarisation
                                                                      16




                                      ••Low banking penetration on
                                        Low banking penetration on
                                        debt and deposits on GDP.
                                        debt and deposits on GDP.

                                      ••Rise of the middle class
                                         Rise of the middle class
                                        and neccesary reduction in
                                         and neccesary reduction in
                                        inequality of income
                                         inequality of income
                                        distribution.
                                         distribution.
        GDP growth    Bancarisation
                        Growth
                                      ••Regulatory steps to ease
                                        Regulatory steps to ease
                                        access to banking
                                        access to banking
                                        products.
                                        products.
2
2    Risk profile has changed, and this time there is no way back
     Risk profile has changed, and this time there is no way back
                                                                         17



                      Why is this time different?
                       Why is this time different?
A virtuous circle out of policy improvement and commodity prices leads
A virtuous circle out of policy improvement and commodity prices leads
             to the development of local capital markets
              to the development of local capital markets

                                Increased
                                confidence

 Reliance on domestic saving
 – Current account surplus
 – Primary Fiscal surplus
 Floating exchange rates                      Debt issuance
 – competitive adjustments if
   required                                    – Local denominated
                                               – Long term
 Independent monetary                            maturities
 policy                                        – Fixed rates
 – Sucessful fight against                     – Long yield curve
   inflation
2
2   Risk profile has changed, and this time there is no way back
    Risk profile has changed, and this time there is no way back
                                                                                                                           18




                     Brazil’s virtuous circle
                        2500                          Increased confidence
                        2000

                        1500                            EMBI+ (Basic points)
                        1000

                        500

                          0
                           oct-01   oct-02   oct-03   oct-04   oct-05    oct-06   oct-07   oct-08

Solid fundamentals
                                                                                                    Debt issuance
                                                                                    100%

                                                                 Fixed
                                                                                     80%

                                                                 Open market -
                                                                 others              60%

                                                                 Price indexed
                                                                                     40%
                                                                 Exchange
                                                                                     20%
                                                                 Selic
                                                                                      0%
                                                               BCB as of august 2008 2001 2002 2003 2004 2005 2006 2007 2008
2
2   Risk profile has changed, and this time there is no way back
    Risk profile has changed, and this time there is no way back
                                                                           19



Therefore, Brazil is in a more sustainable financial position:
                                           ••Increase in fiscal
                                              Increase in fiscal
                                             orthodoxy
                                              orthodoxy
                                           ••Increase in monetary
                                              Increase in monetary
                                             orthodoxy
                                              orthodoxy
                                           ••Terms of trade
                                              Terms of trade
                                           ••Higher market confidence
                                              Higher market confidence
                                             = longer debt durations
                                              = longer debt durations
                                             (= virtuous cycle)
                                              (= virtuous cycle)
                                           ••Development of a yield
                                              Development of a yield
                                             curve = higher durations,
                                              curve = higher durations,
                                             development of some
                                              development of some
                                             businesses (e.g.,
                                              businesses (e.g.,
                                             mortgage market)
                                              mortgage market)
                                           ••This has led to investment
                                              This has led to investment
                                             grade status
                                              grade status
In summary, the “growth multiplier” in Brazil seems to   20

us more attractive than in most emerging markets…




    HIGH GDP                            INCREASED
    GROWTH                            BANCARISATION
3
3       Banco Real perfectly fits with our portfolio
        Banco Real perfectly fits with our portfolio
                                                                            21




       Real is a bank that fits with our business model

     Santander is a
     Santander is a                            Banco Real
                                               Banco Real
  “natural owner” of:
   “natural owner” of:
•• Retail and commercial banks        •• Real’s core business is retail
                                           Real’s core business is retail
   Retail and commercial banks
                                         / /commercial banking
                                             commercial banking
•• Branch-based / /focus on
    Branch-based focus on
   distribution                       •• Adds c.2000 branches,
                                           Adds c.2000 branches,
    distribution
                                         c.10.000 ATM’s…
                                           c.10.000 ATM’s…
•• With strong customer bases
   With strong customer bases         •• Good customer franchise…
                                         Good customer franchise…
•• Stable deposit bases
    Stable deposit bases              •• …with R$ +60bn deposits!
                                         …with R$ +60bn deposits!
•• Where we can create value
   Where we can create value          •• In-market synergies
                                          In-market synergies
•• In markets that we know well / /
    In markets that we know well      •• LatAm is one of our core
                                          LatAm is one of our core
   with growth potential
    with growth potential                markets
                                          markets
3
3   Banco Real perfectly fits with our portfolio
    Banco Real perfectly fits with our portfolio
                                                                                 22




     Good fit with
      Good fit with            Good fit in our Group
                               Good fit in our Group
    Santander Brasil
    Santander Brasil



Excellent
Excellent                Retail Spain
                                         Retail
                                        Portugal
                                                     Retail
                                                      UK
                                                              …   Retail Latam

geographical fit
geographical fit
                                                   Wholesale

                                             Consumer finance
Low product //
Low product                                          Cards


customer overlap
customer overlap
                                             Asset Management

                                                   Insurance …
                                                                                   23


                              Introduction
                             Introduction


         Our Portfolio Management principles
         Our Portfolio Management principles


                       Why invest in Brazil
                       Why invest in Brazil
Why we are comfortable with Brazil representing 20% of our portfolio / /earnings
Why we are comfortable with Brazil representing 20% of our portfolio earnings




                Financials // Guidance
                Financials Guidance

                 Summary //outlook for SAN
                 Summary outlook for SAN
At the time of the ABN Amro transaction, we announced                                    24

EUR 810 million in pre-tax synergies
EUR Million
                                                                          110      810
                                                      135       700

                                           70
                             40
                 150

   305




   Cost           IT         Ops          Head        Merger     Total   Revenues   TOTAL
 reduction    Integration Integration     Office                 costs            SYNERGIES
   Real                                 integration            synergies

 This was a previous “educated estimate” from the outside
We have now developed a better assessment of the potential
We have upgraded our cost synergy estimate                                  25




               R$ 1.9bn (*)          R$ 0.5bn               R$ 2.4bn
              (= EUR 700 bn.)




            Original synergies    Synergy upgrade       Revised synergies
             (*) R$ 1.9bn equivalent to EUR 700m (May 07 exchange rates)


   Cost synergies upgraded from 18% to 22% of proforma combined
                             2006 costs
We expect the following business dynamics…                    26


     Healthy revenue growth: significant increase in customer
     Healthy revenue growth: significant increase in customer
     base and business volumes
     base and business volumes
     Flat margins, through increased revenue by customer
      Flat margins, through increased revenue by customer
     (linkage + cross-selling) and change in business mix.
      (linkage + cross-selling) and change in business mix.
     Improved efficiency: Flat costs, with cost synergies
      Improved efficiency: Flat costs, with cost synergies
     exceeding those initially announced and absorbing
      exceeding those initially announced and absorbing
     incremental investments (commercial capacity)
      incremental investments (commercial capacity)
       •• Expected “jaws”: 15pp (vs competitors’ 4pp)
          Expected “jaws”: 15pp (vs competitors’ 4pp)
     Natural increase in credit provisions… but our risk
     Natural increase in credit provisions… but our risk
     appetite will continue to be low
     appetite will continue to be low
     Increased capital generation
      Increased capital generation
…that translate into our detailed Business Plan 2008-2010:                    27


                    Targets 2008-2010
  % growth in Brazilian Reales

     Businesses:              15-20% CAGR
     Customer             ~
     revenues:            =
                              15% CAGR                         Attributable
                                                               Attributable
     Expenses:                < 0% in 2009 and 2010            profit: >25%
                                                               profit: >25%
                              Cost synergies*: R$ 2,400 mln.   CAGR 08-10
                                                               CAGR 08-10

     Provisions:              growing in line with the
                              lending portfolio and the
                              business mix
 (*) Cost synergies in 2011


         We expect a R$ 7.9bn net profit (for both banks
                      combined) in 2010
                                                                                   28


                              Introduction
                             Introduction


         Our Portfolio Management principles
         Our Portfolio Management principles


                       Why invest in Brazil
                       Why invest in Brazil
Why we are comfortable with Brazil representing 20% of our portfolio / /earnings
Why we are comfortable with Brazil representing 20% of our portfolio earnings




                      Financials //Guidance
                      Financials Guidance



          Summary // outlook for SAN
          Summary outlook for SAN
Summary / outlook for SAN                                  29




        •• We are going to reach // surpass the goals we
           We are going to reach surpass the goals we
        exposed in the ABN – Banco Real acquisition
         exposed in the ABN – Banco Real acquisition
        •• Brazil is an important source of growth for
           Brazil is an important source of growth for
        Santander in the next years
         Santander in the next years
        •• We are well positioned to continue delivering
           We are well positioned to continue delivering
        stronger results than our competitors
         stronger results than our competitors

          Brazil’s plan, by itself, translates into
         +5% annual profit growth for the Group
               over the 2008-2010 period1
 1   In constant currency terms


Fuente: CNMV

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