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BBVA must decide whether to continue its offer to buy shares in Sabadell after the Spanish Government has ordered the merger to be extended to three years

The President of the Generalitat, Salvador Illa, has expressed his satisfaction that the decision guarantees "balanced competition" and "the rights of workers, customers and businesses".

GRAFCAV9210. BILBAO, 24/06/2025.-Un cartel en una sucursal del BBVA, en Bilbao este martes aludiendo a la fusión entre BBVA y Sabadell. La Comisión Europea recordó este martes que cualquier condición impuesta por un Gobierno para aprobar una transacción debería ser "excepcional, proporcionada y justificada por razones de interés público válidas", aunque rehusó pronunciarse en concreto sobre la decisión del Ejecutivo español respecto a la opa del BBVA por el Sabadell. EFE/Luis Tejido

Poster announcing a public offering to buy shares. Photo: EFE

The Spanish Government has authorized the BBVA offer to Sabadell ifthere is no merger between  and the next three years, so it will now be up to the potential buyer to decide whether to proceed with the plan and transfer the offer to the shareholders of the Catalan bank.

The BBVA may give in and waive the offer of public purchase of shares, as well as appeal to the Supreme Court against the decision of the Council of Ministers, and may cautiously request the Government to leave the condition in the air.

The Council of Ministers has finally clarified the decision on the public offer announced 13 months ago, provided that the BBVA undertakes to maintain the legal personality and heritage of Sabadell independently, as well as the autonomy to manage its activity.

After these three years, the Spanish Government shall assess, even if it may amend it, on the basis of two reports by the institutions, whether they have complied with the measures established to safeguard the general interest, or whether the impossibility of merging is extended by two more years.

The Spanish Government has tightened up the operation on the pretext of maintaining funding for small and medium-sized enterprises.

If the public offer succeeds, the BBVA may renew the Board of Directors of Sabadell in the amount controlled by the entity, as well as the Head (President or Chief Executive Officer), in accordance with the rules and in defence of the interests of the entity.

The Spanish Minister of the Economy, Carlos Cuerpo, has stated that the Government's intention is to avoidthe impact that the merger between BBVA and Sabadell may have on employment and customers. He has stressed that other processes have pulled from past experience and has reported that the autonomous activity of both banks aims to maximize the value of each entity.

The President of the Generalitat, Salvador Illa, has welcomed the news because it guarantees "balanced competition" and "the rights of workers, customers and businesses".

According to ERC, the conditions of the Spanish Government want the operation to "fail" so that "the Catalan financial system can be protected".

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