Revised offer raises valuation to €19.5 billion
Spanish banking giant BBVA has raised its takeover bid for rival Banco Sabadell by 10%, offering one BBVA share for every 4.8376 shares of Sabadell. The revised all-share proposal aims to be tax-neutral for shareholders, provided more than 50% of Sabadell’s voting rights accept the deal.
The new offer values Banco Sabadell shares at €3.39 each — the highest valuation seen in over a decade. BBVA noted that the offer’s total value has surged 60% since April 2024, increasing from €12.2 billion to €19.5 billion, the day before merger talks became public.
BBVA promises growth and higher shareholder returns
BBVA CEO Onur Genç emphasized the benefits of the merger for Sabadell shareholders, citing a projected 41% increase in earnings per share compared to remaining independent. “We invite them to join us in building a project that will bring significant benefits to customers, employees and shareholders of both entities and to society as a whole,” said Genç.
Under the revised offer, Sabadell shareholders would own 15.3% of the combined entity, allowing them to participate in the future growth of a larger, more competitive European bank.
Next steps depend on regulatory approval
The improved bid still awaits approval from the Spanish securities regulator, CNMV. Once cleared, a new take-up period will begin. BBVA Chair Carlos Torres Vila framed the proposal as a “historic opportunity” for Sabadell shareholders to secure a premium valuation and enjoy stronger earnings potential post-merger.
“With this improved offer, we are putting an extraordinary proposal in the hands of Banco Sabadell shareholders,” said Torres Vila. “All of this will result in a significant increase in expected earnings per share if they tender their shares.”
Challenges remain despite enhanced offer
Earlier this month, Banco Sabadell’s board urged shareholders to reject BBVA’s original bid, arguing it undervalued the bank’s prospects. Whether the improved terms will change that stance remains uncertain.
Additionally, the Spanish government has imposed a three-year freeze on any operational consolidation between the two banks if the merger moves forward. This delay could impact the timeline for synergy realization and integration planning.
