(Date of Event Which Requires Filing this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐
Rule 13d-1(b)
☑
Rule 13d-1(c)
☐
Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
If this statement is filed pursuant to §§ 240.13d—1(b) or 240.13d—2(b) or (c), check whether the person filing is a:
Not applicable. This Schedule 13G is filed pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934 (the “Exchange Act”).
Item 4.
Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a)
Amount beneficially owned:
207,811,670
(b)
Percent of class: 5.47%
Page 3 of 6 Pages
(c)
Number of shares as to which the person has:
(i)
Sole power to vote or to direct the vote
207,811,670
(ii)
Shared power to vote or to direct the vote
0
(iii)
Sole power to dispose or to direct the disposition of
207,811,670
(iv)
Shared power to dispose or to direct the disposition of
0
This report is being filed by Qatar Holding LLC on behalf of itself and its parent, Qatar Investment Authority, which may be deemed a beneficial owner of the 207,811,670 American Depositary Shares of the issuer beneficially owned by its wholly owned subsidiary, Qatar Holding LLC. Qatar Holding LLC received 190,030,195 shares from Banco Santander, S.A. pursuant to the mandatory exchange on October 29, 2013 of exchangeable bonds issued by Banco Santander to Qatar Holding Luxembourg II S.a r.l., a wholly owned subsidiary of Qatar Holding LLC and an indirect wholly owned subsidiary of Qatar Investment Authority.
Item 5.
Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable.
Item 9.
Notice of Dissolution of Group.
Not Applicable.
Page 4 of 6 Pages
Item 10.
Certifications.
By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Page 5 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
