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Santander Confirms Plans for IPO

July 9, 2013

DALLAS — According to a July 3 filing with the Securities and Exchange Commission (SEC), Santander Consumer USA confirmed plans to raise at least $50 million in an initial public offering.

“Our primary goal is to create stockholder value by leveraging our systems, data, liquidity, and management,” the filing read. “Our growth strategy is to increase market penetration in the consumer finance industry while deploying our capital and funding efficiently.”

Reports of a plan to take the company public surfaced in May, the same month Santander kicked off its 10-year agreement with Chrysler Group LLC to purchase finance contracts from the automaker’s dealers and FIAT outlets under the Chrysler Capital brand.

“We expect Chrysler Capital to help Chrysler Group continue its sales growth by offering consumers the most competitive and innovative retail purchase and lease financing available in the marketplace,” said Peter Grady, vice president of network development and fleet for Chrysler Group, at the time. Chrysler Capital replaced Ally Financial as Chrysler’s preferred lender.

In the recent filing with the SEC, Santander’s agreement with Chrysler is listed as a risk factor, with the company indicating that its agreement with the automaker could be terminated if it does not “result in currently anticipated levels of growth.” Santander paid Chrysler a $150 million upfront, nonrefundable payment as part of its initial agreement.

“Under the Chrysler agreement, we have agreed to specific transition milestones, including market penetration rates, approval rates, and staffing and service milestones for the initial year following launch,” the filing reads. Additionally, the agreement may be terminated if “a person other than SHUSA [Banco Santander] and its affiliates owns 20 percent or more of our common stock and SHUSA owns fewer shares of common stock than such person, or … we become, control, or become controlled by, an OEM that competes with Chrysler.”

Reuters recently reported that Spain-based Banco Santander is considering existing its U.S.-based auto finance business, of which it owns 65 percent, via IPO, as it hopes to bolster cash on its balance sheet through asset sales as the Spanish economy continues to deteriorate.

Tom Dundon, CEO, owns about 11 percent Santander Consumer USA, while the remaining shares were purchased by Centerbridge Partners, KKR and Warburg Pincus for a total of $1 billion. The company has a portfolio of approximately $21 billion and relationships with nearly 14,000 U.S. dealers.

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