BBVA launches €14.8 bln takeover bid for Sabadell amid government curbs

Published 08/09/2025, 08:26

Investing.com -- Spanish banking major BBVA has launched a €14.8 billion takeover bid for Banco Sabadell, intensifying one of Europe’s most closely watched financial battles in recent years. 

The move comes after months of speculation and marks BBVA’s second attempt in five years to consolidate Spain’s fragmented banking sector.

Under the terms of the offer, Sabadell shareholders will receive one newly issued BBVA share plus €0.70 in cash for every 5.5483 Sabadell shares. 

At current market prices, the deal values Sabadell at roughly €14.76 billion. Spain’s securities regulator, the CNMV, approved the offer last week, clearing the way for an acceptance period that runs from September 8 to October 7, with results due by mid-October.

The bid is being closely watched not just by investors but also by Spain’s government, which has attached conditions limiting how quickly BBVA can integrate Sabadell. 

In particular, Madrid has ruled that the two banks cannot formally merge for at least three years, with a possible extension of up to five. That restriction, analysts say, could complicate BBVA’s efforts to realize cost synergies from the deal.

BBVA has pitched the takeover as a bet to strengthen its domestic base while increasing scale in Europe. 

The bank initially forecast about €850 million in annual cost savings, later revising the figure upward to nearly €900 million by 2029. 

However, its latest financial disclosures show a shift in accounting assumptions: instead of the €2.1 billion “badwill” once projected, BBVA now expects up to €477 million in positive goodwill if it secures full ownership.

Despite the aggressive offer, Sabadell’s board has firmly rejected the bid, calling it undervalued. 

Executives argue that shareholders would lose out on both the bank’s standalone growth prospects and an expected €0.50 per share dividend tied to the sale of its UK arm, TSB. 

BBVA retains the option to lower its acceptance threshold from a majority stake to just 30% of voting rights, though its stated preference remains to secure control. 

The bank has also ruled out raising its bid price, underscoring the high-stakes gamble it is making in pursuit of scale.

For now, the contest moves to Sabadell’s shareholders, who must weigh BBVA’s promise of long-term value against near-term uncertainties and the Spanish government’s merger restrictions. 

The outcome, expected in October, will determine whether BBVA succeeds in reviving a deal it first floated, and failed to clinch, in 2020.

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