Spanish banking giant BBVA announced that its tender offer for smaller national rival Sabadell will begin on Monday, after the stock‑market regulator approved its hostile bid. The deal aims to create a European banking powerhouse capable of competing with industry heavyweights such as Santander, BNP Paribas and HSBC. BBVA, Spain’s second‑largest bank with a significant presence in Latin America and Turkey, valued Sabadell at around €15 billion ($18 billion) in the all‑share bid unveiled in May 2024.
The CNMV regulator ruled that BBVA will have 30 days, starting on 8 September, to secure enough Sabadell shareholders to accept the proposal. The offer is conditional on obtaining a minimum number of shares representing more than half of Banco Sabadell’s voting rights, excluding treasury shares. BBVA chair Carlos Torres Vila described the offer as “very attractive,” noting that it reflects Sabadell’s “best valuation in more than a decade” and includes a premium higher than recent comparable transactions in Europe. He added that, after the merger, Sabadell shareholders would enjoy earnings per share 25 percent higher than they would with a standalone Banco Sabadell.
Sabadell chairman Josep Oliu, however, expressed skepticism. He said the lender has grown in value and delivered more rewards to its shareholders than BBVA since the takeover bid was announced, calling the offer “weak,” based on “unrealistic assumptions,” and “undervaluing our entity’s standalone project.” To fend off the bid, Sabadell has sold its UK subsidiary TSB to Santander for €3.1 billion, a move intended to reduce its appeal as a takeover target and generate cash for dividends, share buybacks or acquisitions that could diminish BBVA’s attractiveness to shareholders.
The outcome remains uncertain because Sabadell’s ownership is highly dispersed, with no investor holding more than 7 percent of the bank. BBVA has already overcome opposition from Spain’s left‑wing government and secured approvals from the European Central Bank and Spain’s competition authority. The company reported a record net profit of €5.45 billion for the first half of the year, up 9.1 percent from the same period last year.
The takeover bid will be open from 8 September to 7 October 2025, and its result will have significant implications for the European banking sector. A successful merger would give BBVA a stronger platform to compete with industry giants, potentially increasing market share and revenue growth. The next steps will be crucial in determining the fate of the proposed deal and its impact on the banking landscape.
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