SHARE
COPY LINK

BANKING

Spain’s Banco Sabadell rejects BBVA merger offer

Banco Sabadell has turned down the offer of a possible merger with BBVA, Spain's second-largest bank, more than three years after it turned down a similar offer.

Spain's Banco Sabadell rejects BBVA merger offer
The logos of Spanish banks BBVA and Sabadell. (Photo by GABRIEL BOUYS and Josep LAGO / AFP)

Sabadell’s board had “carefully considered the proposal” but had concluded that it was “not in the best interest” of the bank and its shareholders, it said in a statement sent to Spain’s CNMV markets commission.

“The board believes that the proposal significantly undervalues the potential of Banco Sabadell and its standalone growth prospects,” it explained, saying it was “highly confident in Banco Sabadell’s growth strategy and its financial targets”.

It also pointed to the recent “decline and volatility in the BBVA share price” which reflected “the uncertainty around the value of the proposal”.

A merger would have created a banking powerhouse capable of competing with Santander — Spain’s leading bank — as well as with major European banks like HSBC and BNP Paribas.

On April 30, BBVA informed the CNMV it had reached out to its smaller rival “to explore a potential merger between the two entities” but gave no further information on the possible tie-up.

Banco Sabadell confirmed receiving “a written proposal… about a merger” and pledged to “carefully analyse all aspects of the proposal”.

BBVA, which also has operations in Mexico, Argentina and Turkey, is Spain’s second-largest banking group in terms of capitalisation and has 74.1 million customers.

Sabadell, which ranks fourth, operates in 14 countries and has nearly 20 million customers.

News of the merger proposal had won a mixed reaction on Madrid’s Ibex 35 exchange, with analysts saying it was due to the unequal nature of such a tie-up.

The two banks had initially announced a plan to merge in November 2020 with the aim of better weathering the economic crisis triggered by the Covid-19 pandemic.

But it was scrapped just 10 days later, with Sabadell saying that BBVA’s offer did not reflect the real value of its business.

In the ensuing months, Sabadell undertook a major restructuring plan to slash costs that resulted in 1,800 redundancies, with BBVA going through a similar process, shedding 3,000 jobs.

Both have since recovered as has the wider Spanish banking sector which posted record profits in recent months, despite an exceptional windfall tax imposed by Spain’s left-wing government to help households cope with soaring consumer prices.

Member comments

Log in here to leave a comment.
Become a Member to leave a comment.

BANKING

Banking in Spain: Why BBVA’s takeover of Sabadell may never happen

The hostile takeover bid launched by Spanish banking giant BBVA for its smaller rival Banco Sabadell has sparked a political uproar in the country. However, the deal faces some key challenges before it can become a reality.

Banking in Spain: Why BBVA's takeover of Sabadell may never happen

Sabadell refusal

BBVA is offering an exchange of one if its shares for every 4.83 Sabadell shares, a 30-percent premium over the April 29 closing price of both banks.

Sabadell has said this “significantly undervalues” its value. It accuses BBVA of breaching takeover rules since it provided “incomplete information that could affect the market”.

Spain’s fourth-largest bank has reported its concerns to stock market regulator CNMV.

BBVA Chair Carlos Torres Vila played down this opposition on Thursday, saying he had been contacted by shareholders in favour of the deal.

But Sabadell’s capital is held by multiple of investors, none of them holding more than 5.0 percent of the lender, making the takeover unpredictable since many players must be convinced.

Government opposition

Economy Minister Carlos Cuerpo has warned his leftist government “will have the last word when it comes to authorising the operation” which he said would be “potentially damaging” for the economy.

Cuerpo did not detail what steps the government can take but Labour Minister Yolanda Diaz said Spanish banking supervision law allowed it “to authorise or not authorise this type of operation”.

This hostile takeover bid, the first in the Spanish banking sector in nearly four decades, is “extremely risky” for the economy and against the country’s “interests”, she added.

READ ALSO: How would the BBVA takeover of Sabadell affect customers in Spain?

Regional hostility

The takeover bid has also come up against hostility in Catalonia, the northeastern region where Sabadell originated and has a strong presence, and the neighbouring region of Valencia where it currently has its headquarters.

They both fear a reduction in the number of branches, which they say would be detrimental to businesses and individuals.

Pere Aragones, a moderate separatist who heads the regional government of Catalonia, has said the takeover bid could “weaken the economic weight” of the region.

The issue has been in focus in the final days of campaigning for Sunday’s regional election in Catalonia, with parties across the political spectrum voicing concerns.

“For some time, there’s been a strategy to kill the Catalan banking industry,” former Catalan president Carles Puigdemont, the head of hardline separatist party JxCat who led Catalonia’s failed 2017 secession bid, wrote on X.

The hostile offer “must be responded to with full force, with all the law and with all reason,” he added.

Union concerns

Spain’s two main trade union confederations, the UGT and Comisiones Obreras, have also sounded the alarm over possible job losses. Workers must not “pay the cost of this operation,” the UGT warned.

Asked about these concerns at a news conference on Thursday, BBVA Chair Carlos Torres Vila ruled out any “traumatic measures” for employees and highlighted the career opportunities the merger would create.

But he did not rule out any staff cuts.

BBVA employs around 121,000 people worldwide, while Sabadell has some 19,000 workers.

Supervisory rules

The main obstacle for BBVA lies with supervisors. The operation needs the green light from the European Central Bank, Spanish stock market regulator CNMV and the competition authorities in the countries where the two lenders operate.

The Spanish banking sector is already highly concentrated, with 56 percent of the market in the hands of three groups — Santander, BBVA and Caixabank.

This “rate would rise to 64 percent” if BBVA’s takeover bid is successful, which could lead to a “significant reduction in competition,” according to broker XTB.

The operation will take up to eight months to complete, according to BBVA.

“There is going to be a war of attrition,” economist Javier Santacruz told Spanish public radio, adding BBVA will have to do a great deal of “persuasion” to be successful.

SHOW COMMENTS