Warburg Pincus in Acquisition of Stake in Santander Custody Business

Cleary Gottlieb represented Warburg Pincus on its acquisition of a stake in Banco Santander’s securities custody business in Spain, Mexico and Brazil. On June 19, 2014, Banco Santander announced it had entered into a definitive agreement with a group led by Warburg Pincus. Under the terms of the agreement, the group, which also includes Temasek, a Singapore based investment company, would acquire a 50% stake in Santander’s current custody operations in Spain, Mexico and Brazil. The remaining 50% would be owned by Santander. The transaction, which values the business at €975 million, is expected to close in the fourth quarter of 2014 pending legal and regulatory approvals.

The transaction, which is set in the context of a heavily regulated sector across three complex jurisdictions, necessitated a multi-stage carve-out together with a multi-jurisdictional regulatory and competition clearance process. It involved the project management of a large team within Cleary and three substantial local counsel. Garrigues advised on Spanish law, Pinheiro Neto on Brazilian law and Creel on Mexican law.