July 19, 2024 | 11:04

Bilbao

The funds approve BBVA's hostile takeover bid for Sabadell

Jesus Carames

May 9, 2024 | 9:22 a.m.

BBVA has announced a hostile Takeover Offer (OPA) with the aim of absorbing Banco Sabadell. The offer involves an exchange of shares where 1 BBVA share would be exchanged for 4,3 of Sabadell, which would give Sabadell shareholders 16% of BBVA in exchange for giving up the Catalan bank.

BBVA values ​​Sabadell at 11.600 billion euros, maintaining the same value that it had previously proposed, but with an additional premium of 17,7% over the current price of Sabadell, whose shares have already risen 18,6% in the last month. However, this figure is still below the 14.000 million that Banco Sabadell expected.

Key details of the offer:

  1. Conditions: The offer is conditional on BBVA acquiring at least 50,01% of Banco Sabadell.
  2. It is not an exclusion offer: BBVA does not plan to take Sabadell off the stock market.

Challenges and Responses:

  • Sabadell obstacles: Banco Sabadell had imposed three conditions for a successful merger:
    • He asked for more money, an offer that was not met.
    • It offered 2.800 billion in dividends to retain its shareholders.
    • He requested not to make employment adjustments.
  • BBVA response:
    • BBVA has promised to maintain dividends to reassure shareholders.
    • Regarding employment, it ensures that decisions will be guided by professional competence and merit, avoiding traumatic decisions.

The takeover bid is now in the hands of the investment funds that own 53% of Sabadell, along with the remaining 47% of retail shareholders.

The regulator has an important role in this scenario, since the European Central Bank (ECB) usually observes hostile takeover bids with caution, while the National Markets and Competition Commission (CNMC) considers that mergers do not always reduce competition. .

Impact on the banking market:

This merger would create the second largest bank by assets in Spain and the third largest bank by market capitalization in Europe. The new resulting entity, BBVA-Sabadell, would manage 22% of the deposits and credit in Spain.

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