{"id":177382,"date":"2025-10-16T23:14:00","date_gmt":"2025-10-16T23:14:00","guid":{"rendered":"https:\/\/teknomers.com\/en\/carlos-torres-second-attempt-to-have-bbva-acquire-sabadell-fails-with-the-takeover-barely-gaining-support-from-25-of-shareholders\/"},"modified":"2025-10-16T23:14:00","modified_gmt":"2025-10-16T23:14:00","slug":"carlos-torres-second-attempt-to-have-bbva-acquire-sabadell-fails-with-the-takeover-barely-gaining-support-from-25-of-shareholders","status":"publish","type":"post","link":"https:\/\/teknomers.com\/en\/carlos-torres-second-attempt-to-have-bbva-acquire-sabadell-fails-with-the-takeover-barely-gaining-support-from-25-of-shareholders\/","title":{"rendered":"Carlos Torres’ second attempt to have BBVA acquire Sabadell fails, with the takeover barely gaining support from 25% of shareholders."},"content":{"rendered":"\n
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BBVA has faced a significant setback in its attempted \u00a0hostile takeover\u00a0 of Banco Sabadell, failing to secure the required \u00a0minimum of 30% stake\u00a0 necessary for a controlling position. Carlos Torres, BBVA’s chairman, has seen his endeavor falter just \u00a017 months and 8 days\u00a0 after the public announcement of his takeover offer in May 2024. Despite years of interest in acquiring the entity led by \u00a0Josep Oliu\u00a0, neither of his two offers\u2014one in 2020 and another more definitive offer in 2024\u2014were able to gain sufficient traction among the bank\u2019s management or its shareholders. As of now, Torres is not expected to step down from the council.<\/p>\n

The latest takeover bid received acceptance from only \u00a025.47% of voting rights\u00a0 (25.33% of shares)\u00a0, according to a statement released by the \u00a0National Securities Market Commission (CNMV)\u00a0 on Thursday. This result was drastically below the required minimum, leading to the conclusion that the bid was ineffective. The regulator emphasized that since the necessary voting rights threshold of \u00a030%\u00a0 wasn\u2019t met, the bid is void, as outlined in the offer prospectus and \u00a0Article 33.3 of the Royal Decree\u00a0. BBVA even attempted to enhance its share offer during the acceptance period, but shares were trading at a negative premium compared to their market price, resulting in a financial loss for shareholders who exchanged their stocks.<\/p>\n

In recognition of the effort, the president of BBVA expressed his gratitude to the shareholders of Banco Sabadell who supported the merger and also thanked their shareholders for their ongoing confidence throughout the acquisition process. However, both banks experienced staff fatigue and morale issues as they grappled with a prolonged, intensive battle across various fronts, including media scrutiny, legal challenges, and the financial complexities associated with the takeover bid.<\/p>\n

In a notable turn of events, the regulator announced the outcome of the takeover bid a full day before the expected date, following information received from \u00a0Iberclear\u00a0, the entity responsible for managing share custody. This outcome surprised the market, as many anticipated some form of agreement with Sabadell\u2019s leadership. In fact, even those within Sabadell\u2019s management had doubts about remaining completely independent, speculating on a likely acceptance rate below \u00a050%\u00a0 but never anticipating a rejection on this scale, thus isolating Oliu as the sole major advocate for resisting BBVA’s overtures.<\/p>\n

The day following the announcement, Carlos Torres, along with BBVA’s CEO \u00a0Onur Gen\u00e7\u00a0, plans to address the media. Questions loom over their earlier statements, which claimed strong backing from institutional investors holding a robust \u00a030%\u00a0 stake. The outcome has been decidedly unexpected, casting doubt on the veracity of those assurances. Despite these setbacks, BBVA states it \u201clooks toward the future with confidence and optimism,\u201d and revealed plans to reactivate its shareholder remuneration scheme, including a \u00a0\u20ac1 billion share buyback program\u00a0. BBVA will also distribute a \u00a0\u20ac0.32 per share dividend\u00a0 on November 7, which had been delayed in hopes of attracting Sabadell\u2019s shareholders to the takeover offer.<\/p>\n

After the news broke, BBVA shares soared by \u00a09%\u00a0 in post-market trading on Wall Street as \u00a0American Depositary Receipts (ADRs)\u00a0 gained traction. The inefficacy of the bid has been attributed by BBVA to having acted as a major determent to the stock, sparking speculation about whether the mere possibility of a second bid influenced the shareholders\u2019 decisions to reject the offer outright.<\/p>\n

Furthermore, the fate of \u00a0David Mart\u00ednez\u00a0, Banco Sabadell’s third largest shareholder, remains uncertain. Mart\u00ednez had publicly declared his intention to pursue the takeover bid, creating a potential conflict for his position on the board.<\/p>\n

The Unfolding 17-Month Saga<\/h2>\n

Carlos Torres now faces an uphill battle characterized by a drawn-out and publicly fraught process. In recent weeks, as the acquisition’s viability came into question, both banks exchanged accusations over misrepresented \u00a0support figures\u00a0 and miscalculated potential outcomes of a secondary bid. The initial conversations between Torres and Oliu leaked prematurely to the British media, disrupting the carefully laid plans for the takeover. This lack of discretion forced BBVA to launch its bid without first securing consensus from Sabadell\u2019s management\u2014an essential strategy rule in securing acquisitions.<\/p>\n

The timing of the bid was another misstep, coinciding with the Catalan elections, which introduced unwanted \u00a0political dimensions\u00a0 to what was primarily a financial undertaking. Combining political sentiment with a merger attempt invited scrutiny from the government, leading to an unprecedented degree of interventionism that hindered BBVA\u2019s plans significantly. The ongoing negotiations turned contentious as management leveraged the \u00a0dividend\u00a0 as a key bargaining tool to retain shareholder support during the tumultuous period leading up to the vote.<\/p>\n

Despite the challenges ahead, the market dynamics may offer some reassurance for Sabadell in the future. With interest rates stabilizing around \u00a02%\u00a0, there exists the possibility for profitability growth in the sector, although the bank’s future plans depend heavily on its ability to optimize its dividend strategy. Now, with the fierce battle lost, Sabadell’s leadership must chart a course for independence, a venture fraught with uncertainty but also potential.<\/p>\n<\/div>\n


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General News – 2<\/a><\/p>\n","protected":false},"excerpt":{"rendered":"

BBVA has faced a significant setback in its attempted \u00a0hostile takeover\u00a0 of Banco Sabadell, failing to secure the required \u00a0minimum of 30% stake\u00a0 necessary for a controlling position. Carlos Torres, BBVA’s chairman, has seen his endeavor falter just \u00a017 months and 8 days\u00a0 after the public announcement of his takeover offer in May 2024. Despite […]<\/p>\n","protected":false},"author":1,"featured_media":0,"comment_status":"","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[23832],"tags":[20694,6355,2359,37542,22737,43424,3338,30852,37545,37940,5537,554,7746,32122],"class_list":["post-177382","post","type-post","status-publish","format-standard","hentry","category-finance","tag-acquire","tag-attempt","tag-barely","tag-bbva","tag-carlos","tag-economy-business","tag-fails","tag-gaining","tag-sabadell","tag-sabadell-bank","tag-shareholders","tag-support","tag-takeover","tag-torres"],"_links":{"self":[{"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/posts\/177382","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/comments?post=177382"}],"version-history":[{"count":0,"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/posts\/177382\/revisions"}],"wp:attachment":[{"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/media?parent=177382"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/categories?post=177382"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/teknomers.com\/en\/wp-json\/wp\/v2\/tags?post=177382"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}