BBVA persists with its engagement in Banco Sabadell, amidst the sale of its British branch
BBVA's Takeover Bid for Banco Sabadell: A Timeline and Current Status
BBVA's takeover bid for Banco Sabadell, valued at around €15 billion, has been a significant development in the Spanish banking sector. Here's a comprehensive timeline of the bid, from its inception to the current status.
Initial Bid Announcement: More than 15 months ago, BBVA announced its hostile takeover bid for Banco Sabadell, marking the beginning of a long process.
Government Authorization: In June 2025, the Spanish government approved BBVA’s proposed acquisition, but imposed a condition delaying the full merger of the two banks by at least three years, due to concerns over employment risks.
Legal Challenge: Just a month later, on July 15, 2025, BBVA filed an appeal with Spain’s Supreme Court against the government’s conditions, arguing they interfere with the takeover. The European Commission also launched infringement proceedings against Spain over these conditions.
Shareholder and Regulatory Steps: By mid-August 2025, the bid entered the shareholders’ decision phase. The National Securities Market Commission (CNMV) is expected to approve the takeover bid prospectus in early September.
Adjustments to Offer: BBVA announced it will readjust the exchange ratio of its offer by the end of August 2025 to reflect a recent cash dividend Sabadell plans to distribute.
Shareholder Acceptance Period: Once the CNMV approves the prospectus, Sabadell shareholders will have an acceptance period of 30 or 70 days to decide on BBVA’s offer. BBVA favors a shorter period to expedite the process.
Prospectus Publication: The prospectus of the operation will be published at the beginning of September, including the semi-annual results of both BBVA and Banco Sabadell. The acceptance period for the takeover bid will open five days after the prospectus is made public and can last between 15 and 70 days.
CEO Demands: Banco Sabadell's CEO, César González-Bueno, has demanded that the OPV prospectus should state whether Banco Sabadell shareholders will receive 25% of the bank's value in dividends and buybacks, and if this percentage will reach 40% by 2027.
TSB Sale: Separately, Banco Sabadell has approved the sale of its British subsidiary, TSB, to Banco Santander. The sale is expected to close in the first quarter of 2026.
Condition and Ongoing Legal Challenges: The authorization comes with a condition that BBVA must remain separate from Banco Sabadell for at least three years. The takeover bid involves the exchange of shares, and BBVA has decided not to withdraw the offer despite ongoing legal challenges.
Focus on Value Creation: BBVA's CEO, Onur Genç, emphasized that the bank's focus is on value creation, and the bank continues with the takeover bid for Banco Sabadell. The offer remains valid according to applicable regulations. The prospectus of the operation is the next step in the takeover bid.
The takeover bid by BBVA for Banco Sabadell, as a significant development in the Spanish finance industry, is anticipated to undergo a shareholder acceptance period once the prospectus is approved by the National Securities Market Commission (CNMV). During this period, Sabadell shareholders will have the opportunity to decide on BBVA’s offer, which will reflect the average value of both banks in the business sector. Despite ongoing legal challenges, BBVA remains committed to the takeover bid, focusing on value creation as a driving force in the industry.
