BBVA Takeover Bid Faces Uncertainty as Acceptance Rate Debated
The BBVA takeover bid for Banco Sabadell is approaching a critical juncture, with predictions on acceptance rates varying widely. While BBVA โChairman Carlos Torres expressed confidence in exceeding 50% acceptance, perhaps reachingโ 60%, โขBanco Sabadellโค CEO Cรฉsar Gonzรกlez-Bueno believes reaching theโ minimum 30% threshold will be “very challenging,”โฃ and even if achieved, wouldโข be a narrow โvictory potentially jeopardizing BBVA itself.
The National Securities Market Commission (CNMV) has issued โขclarifications regarding the โtimeline for communicating results of the offer, responding โคto conflicting details. The CNMV will announce decisions stemming from the bid on the 17th, โขfollowing the publication of results.
A key โconsideration is the potential for a mandatory second takeoverโ bid.If BBVA secures between 30%โ and 50% acceptance,โฃ it can waive the โminimum acceptance requirement but would then be obligated to launch aโ subsequent bid for the remaining โSabadell shares, eitherโค in cash or with a โคcash option, at a price deemed equitable by the CNMV.The CNMV would establish the criteria for determining this equitable price, setting a floor below which BBVAS offer price could not fall.
BBVA anticipates significant participation from active investment funds, holding approximately 30% โขof Sabadell’s โฃcapital, and half of the passive funds, representing another 10%. Adding to โคthisโ is the nearly 4% stake held by David Martรญnez Guzmรกn, a โฃBanco Sabadell proprietary director.
Currently, Martรญnez is the only major shareholder publicly supporting the โbid. Zurich, anotherโ significant investor, has announced it will not participate in โthe exchange.
Economistโ Carmelo Tajadura,a former BBVA employee,has highlighted potential โflaws in the bid’s structure and associated risks. While he predicts acceptance between 30% and 40%,he also suggests the possibility of a second bid or a prolonged โคbattle of attrition between the two banks,ultimately detrimental to both.