On May 24, 2019, Santander Consumer USA Holdings Inc. (the “Company”) announced that the Board of Governors of the Federal Reserve System (the “Federal Reserve”) did not object to an amendment to the 2018 capital plan (the “Amended Capital Plan”) of Santander Holdings USA, Inc. (“SHUSA”), the majority stockholder of the Company. This Amended Capital Plan authorizes the Company to repurchase up to $400 million of the Company’s common stock through the end of the second quarter of 2019.
This new share repurchase program, which has been authorized by the Company’s and SHUSA’s boards of directors, is in addition to the previously announced $200 million share repurchase program that was completed in January 2019. The timing and amount of any stock repurchases and any other capital actions will depend on a variety of factors, including the market price of the Company’s shares, the business plans and financial performance of the Company, general market and economic conditions, and other factors. The repurchases of common stock may be executed through open market purchases and repurchase plans designed to comply with Rule10b5-1 of the Securities Exchange Act of 1934. The share repurchase program does not obligate the Company to acquire any particular amount of common stock, and it may be suspended or discontinued at any time.
A copy of the Company’s press release relating to this announcement is attached as Exhibit 99.1.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements about expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and may be forward-looking and reflect the current beliefs and expectations of the Company’s management. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends,” and similar words or phrases. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties which are subject to change based on various important factors, some of which are beyond the Company’s control. Factors that could cause the Company’s actual results to differ materially from those described in the forward-looking statements can be found in the Company’s Annual Report on Form10-K for the year ended December 31, 2018 and Quarterly Report on Form10-Q for the quarter ended March 31, 2019, which have been filed with the Securities and Exchange Commission and are available on the Company’s website (http://investors.santanderconsumerusa.com/investor-home/default.aspx) and on the Securities and Exchange Commission’s website (www.sec.gov). The Company does not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.
| Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits.
