Scheme of arrangement becomes effective

    RNS Number : 6417F
  Alliance & Leicester PLC
  10 October 2008
   
    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM CANADA, AUSTRALIA OR JAPAN OR ANY OTHER
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

    FOR IMMEDIATE RELEASE

    Recommended acquisition 
    of 
    Alliance & Leicester plc 
    by 
    Banco Santander, S.A.
    to be implemented by means of a scheme of arrangement
under Part 26 of the Companies Act 2006 
    10 October 2008


    Scheme of Arrangement becomes effective

    Alliance & Leicester plc ("A&L") and Banco Santander, S.A. ("Banco Santander") announce that the Court Orders have been delivered to,
and, in the case of the Reduction Court Order, registered by, the Registrar of Companies and accordingly that the Scheme of Arrangement to
effect the recommended acquisition of A&L by Banco Santander has now become effective.

    Dealings in A&L Shares have been suspended and it is expected that the listing of A&L Shares on the Official List will be cancelled with
effect from 8.00 a.m. (London time) on 13 October 2008. 

    Upon the Scheme of Arrangement becoming effective, Banco Santander has resolved to execute the capital increase for the Acquisition,
which involves the issuance of one New Banco Santander Share for every three A&L Shares, and has therefore issued a total of 140,950,944 New
Banco Santander Shares.

    Applications have been made by Banco Santander for admission of the New Banco Santander Shares to listing on the Bolsas de Valores
(stock exchanges) of Madrid, Barcelona, Bilbao and Valencia and on the London Stock Exchange, amongst others. Admission of the New Banco
Santander Shares to listing on the Bolsas de Valores is expected to occur at 5.35 p.m. (Spanish time) on 13 October. Admission of the New
Banco Santander Shares to trading on the London Stock Exchange is expected to occur at 8.00 a.m. (London time) on 14 October 2008.
    
Unless stated otherwise above, the terms used in this announcement have the same meanings as set out in the Scheme Document dated 19 August
2008.

    - ends -

 Enquiries:
 Banco Santander, S.A.
 Angel Santodomingo        +34 91 259 6514
 Alliance & Leicester plc
 Stuart Dawkins            +44 (0) 116 200 3088
 Ginny Broad               +44 (0) 116 200 2551
 Press Office              +44 (0) 116 200 3355
 Mark Jones (Investor      +44 (0) 116 200 4492
 Relations)

    The Directors of A&L and the members of the ComisiEjecutiva (the executive committee of the board of directors) of Banco Santander
accept responsibility for the information contained in this announcement and, to the best of their knowledge and belief (having taken all
reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does
not omit anything likely to affect the import of such information. 

    Merrill Lynch, which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Banco Santander
as financial adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than Banco Santander for
providing the protections afforded to customers of Merrill Lynch nor for providing advice in relation to the Acquisition, or any matter
referred to herein.

    JPMorgan Cazenove, which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for A&L as
financial adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than A&L for providing the
protections afforded to customers of JPMorgan Cazenove nor for providing advice in relation to the Acquisition, or any matter referred to
herein.

    Morgan Stanley, which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for A&L as financial
adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than A&L for providing the
protections afforded to customers of Morgan Stanley nor for providing advice in relation to the Acquisition, or any matter referred to
herein.

    Rothschild, which is regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for A&L as financial
adviser and no one else in connection with the Acquisition and will not be responsible to anyone other than A&L for providing the
protections afforded to customers of Rothschild or for providing advice in relation to the Acquisition, or any matter referred to herein.




This information is provided by RNS
The company news service from the London Stock Exchange
 
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