GAAP). We had
loans of Ps. 22,217 million, deposits of Ps. 28,222 million, total assets of
Ps. 36,253 million and stockholders’ equity of Ps. 3,401 million at March 31,
2011, and our net income for 2010 and the three months ended March 31, 2011
was Ps. 1,361 million and Ps. 368 million, respectively.
We are a full-service bank engaged in a wide variety of commercial and
investment banking activities and related financial services directed towards
individuals, small- and medium-sized enterprises, or SMEs, and large
corporations. Our commercial banking activities include products and services
for individuals and SMEs, such as personal and corporate loans,
deposit-taking, payroll accounts for employees at our corporate customers
(plan sueldo ), credit and debit cards and overdraft facilities. Our global
wholesale banking activities include products and services for our large
corporate customers, such as investment banking and project finance. As of
March 31, 2011, we had 2,176,165 individual customers, 116,746 SME customers
and 900 global wholesale banking customers. Our individual customers included
719,822 employee payroll accounts associated with 18,843 SME and global
wholesale banking customers, which generate stable balances of demand deposits
and reduce our average overall cost of funding.
As of December 31, 2010 , our branch network was the second-largest among
private-sector banks in Argentina, according to the Central Bank . As of
March 31, 2011, we had 1 57 branches in the Buenos Aires metropolitan area
and 133 branches located in 20 of the other 23 Argentine provinces, and 937
automated teller machines, or ATMs, which as of December 31, 2010 constituted
the second-largest number of ATMs in Argentina of any private-sector bank.
Combining our branch and ATM network, as of December 31, 2010 we had the
second-largest retail banking network among private-sector banks in the
country . We also offer telephone banking and Internet banking options,
a telemarketing center and a telephone hotline, which we refer to as
Superlinea . Our self-service terminals ( Rioself ) accept deposits,
payments and account inquiries, allowing customers to manage their accounts
and investments. Furthermore, in line with the global strategy of the
Santander Group, we have established relationships with 62 of the 115
Argentine universities through the Programa Universidades. In 2010, we
entered into an agreement with the Universidad de Buenos Aires , the largest
university in Argentina, to offer financial services to the university
community, including payroll accounts and services, and as of March 31, 2011,
we had approximately 291,036 university customers including students,
professors and other administrative employees. We also utilize
non-traditional distribution channels, such as our relationships with
retailers and car dealerships with a total of 384 sales points as of March
31, 2011, pursuant to which they promote our credit and debit cards and
consumer finance loans to their customers to finance purchases at their
locations. We believe this distribution channel provides an opportunity to
access and cross-sell to customers without established banking relationships.
We have a unique and differentiated commercial business platform that
efficiently targets individual customers, SMEs and large corporations. Our
state-of-the-art technology infrastructure, combined with our multi-channel
distribution network and our banking sector expertise, enables us to capture
new commercial opportunities and offer high levels of customer service. We
utilize a custom-made, internally-developed client relationship management
software, or CRM, which is a highly effective tool for managing our customer
interactions and identifying cross-selling opportunities, allowing us to offer
targeted products to our customers at each point of contact.
We have also invested heavily in our risk management systems, which have
allowed us to significantly accelerate our credit approval and monitoring
processes, particularly for individuals and SMEs. This has increased customer
satisfaction and driven increased credit volumes, while allowing us to control
credit quality.
Our prestige and leadership has been recognized in the Argentine financial
system, as well as in the broader Argentine business community. Since 2007,
we have consistently ranked as one of the 15 best companies in Argentina,
including tenth-best in 2010, according to a survey of the management of top
Argentine companies conducted by Apertura magazine and in 2010, we were named
the best bank in Argentina by international publications such as Euromoney ,
Latin Finance and The Banker. Our Internet banking system has been
recognized as the best Internet banking system in Argentina by Global
Finance for eight consecutive years and, in 2006, Global Finance named us the
best Internet banking system in Latin America.
We are a subsidiary of Banco Santander. The Santander Group, through its
stand-alone subsidiaries, is the largest foreign bank group in Latin America in
terms of assets, with a business volume of more than €2,319.3 billion (the sum
of loans, deposits and mutual funds) as of March 31, 2011. The Santander Group
had shareholders equity of €79,753 million and a market capitalization of
€69,143 million as of March 31, 2011, and net income of €9,129 million and
€2,108 million for 2010 and the three months ended March 31, 2011, respectively.
As of March 31, 2011, the Santander Group had 14,179 offices in 15 countries
and had operations in 20 countries worldwide.
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In 1908, we were founded in La Plata, Argentina as an insurance company under
the name of Río de la Plata Compañía de Seguros Contra Incendios. As banking
transactions increased during the 1930s, we expanded into banking operations
in 1932 under the name of Banco de Créditos y Seguros Río de la Plata S.A.
In 1935, we changed our name to Banco Río de la Plata S.A. and transferred
our insurance activities to a separate, unrelated company.
Since the 1960s, we have expanded through organic growth and by acquiring
small and medium-sized banks in Argentina. In 1981, we acquired Banco
Delta, a local commercial bank, which marked the beginning of a period of
sustained growth that involved the acquisition of Banco Rural, Banco Español,
Banco Comercial del Norte and Banco Ganadero Argentino. In 1997,
a subsidiary of Banco Santander acquired 105,180,556 of our Class A shares,
representing 35.1% of our capital stock and 51.0% of our voting interests.
In connection with this acquisition, Banco Santander and Santander Investment
S.A. were granted options to purchase from the selling shareholders Class
A shares and Class B shares representing at that time 98.9% of our capital
stock and 99.2% of our voting interests. Upon exercising such options,
Banco Santander became our controlling shareholder. In 2000, we merged with
Banco Tornquist, a wholly-owned subsidiary of Banco Santander, and Banco
Santander launched an exchange offer to our minority stockholders, offering
five shares of Banco Santander for seven Class B shares of Santander Río.
The exchange offer was accepted by 94.0% of our minority stockholders, and
Banco Santander increased its ownership of our capital stock to 91.6%,
representing 96.5% of our voting interests.
As a result of the exchange offer and the exercise of its remaining options
obtained from the 1997 acquisition, Banco Santander currently owns, directly
and indirectly, 99.3% of our capital stock and 99.3% of our voting interests.
After giving effect to the global offering, Banco Santander will beneficially
own % of our capital stock and % of our voting interests
(or, % and %, respectively, assuming full exercise of
the over-allotment option). Assuming the conversion of all preferred shares
held by minority shareholders to Class B shares and full exercise of
preemptive rights by minority shareholders, after giving effect to the global
offering, Banco Santander will beneficially own % of our capital
stock and % of our voting interests (or, % and
%, respectively, assuming full exercise of the over-allotment option).
In 2007, we changed our name to Banco Santander Río S.A.
In 2010, we acquired the retail operations of BNP Paribas, Sucursal Argentina,
including 17 branches and its deposits, in which it had a 0.3% market share
as of March 31, 2010, according to the Central Bank.
Our Class B shares trade on the BASE and the Latibex. Our free float as of
the date of this prospectus is comprised of a total amount of 7,005,903
shares (3,752,671 Class B shares and 3,253,232 preferred shares) representing
0.65% of our capital stock and 0.37% of our voting interests.
Our principal executive offices are located at Bartolomé Mitre 480, Ciudad
Autónoma de Buenos Aires, Argentina, and our telephone number is
(+54-11-4341-1000). Our website address is www.santanderrio.com.ar.