BBVA to Open Sabadell Bid Window in September

BBVA [BBVA:E] is expected to launch the acceptance period for its Sabadell takeover bid in early September. The Spanish bank aims to include the target’s 1H25 results in the prospectus and is awaiting the outcome of Sabadell’s 6 August shareholder meetings on the sale of its UK unit, TSB.

This marks a shift from earlier expectations that Spain’s financial markets regulator CNMV would approve the prospectus in July. Delaying past August — typically a low-activity period in Spanish markets — also helps BBVA avoid a quiet trading window during summer holidays. (Source: Yahoo Finance)

TL;DR 

• Offer includes 1 BBVA share + EUR 0.70 per 5.3456 Sabadell shares

• Deal hinges on securing 49.3% of Sabadell’s share capital

• TSB sale vote on 6 August is a key milestone

• BBVA shares down 2.7% since deal conditions announced; Sabadell up 7.5%

BBVA Shares Slip After Government Sets Deal Conditions

BBVA shares have declined 2.7% over the past month, and as of the time of the writing, roughly tracking the period since Spain’s government approved the Sabadell takeover with special conditions on 24 June.

Meanwhile, Sabadell shares have increased almost 7.5% over the same time period.

The measures go beyond those imposed by antitrust watchdog CNMC (National Commission on Markets and Competition). Sabadell must remain a separate legal entity for at least three years, with a possible two-year extension. Both banks must retain separate assets and governance and avoid deal-related layoffs.

These restrictions, the government said, are necessary to safeguard the public interest.

After several days of deliberation, BBVA announced in late June that it would move forward with the transaction.

Next Step: Sabadell Shareholder Vote on TSB Sale

The next key step is Sabadell’s shareholder vote on 6 August on the sale of TSB, to Santander for GBP 2.65 billion. If approved, BBVA plans to update the offer prospectus to reflect the deal.

Moreover, the offer is conditional on BBVA securing at least 49.3% of Sabadell’s share capital. Failing to meet that threshold would prevent the bank from gaining control.

BBVA Maintains Untouched Offer for Sabadell

BBVA is offering Sabadell shareholders one newly issued BBVA share plus EUR 0.70 in cash for every 5.3456 Sabadell shares tendered. That equates to 187 BBVA shares and EUR 130.95 in cash per 1,000 Sabadell shares.

Speculation around a possible sweetened bid has circulated in the Spanish press, with some analysts arguing the offer undervalues Sabadell’s growth outlook. Still, BBVA CEO, Onur Genç, stated in April that there are no plans to revise the offer, which has remained unchanged since its initial announcement.

Conclusion

BBVA heads into September with a firm offer, but key hurdles are still ahead.

While management remains committed to the current terms, investor attention will focus on the TSB sale vote and whether the bank can secure sufficient shareholder support.

Whether BBVA can secure control — and at what final cost — will shape sentiment into year-end.

*Past performance does not reflect future results.