This is how it affects the small shareholders of BBVA and Sabadell



BBVA’s takeover bid for Banco Sabadell has finally failed after failing to achieve the minimum of 30% of support. The Basque entity has barely achieved a 25.47% of voting rightsequivalent to 25.33% of the capital, which in practice prevents the operation from going ahead.

“The public offer has had a negative result as the minimum limit set by the offeror for its validity has not been reached and, in accordance with the provisions of the brochure of the offer, since this minimum cannot be waived to the extent that the number of Banco Sabadell shares that have accepted the offer represents a percentage less than 30% of their voting rightsexcluding treasury shares,” explained the National Securities Market Commission (CNMV) in a statement.

The BBVA offer, which involved exchanging a new bank share for 4.8376 Sabadell shares, has therefore become void and there will not be any type of merger between both entities.

After learning the result, the president of BBVA, Carlos Torreshas gone out to “thank” to the shareholders who have endorsed the proposal “for their constant support”, as well as to “the bank’s team for the work carried out throughout the process.” “I want to thank the shareholders of Banco Sabadell who have shown their support for the merger project, the shareholders of BBVA for their constant support and our team for the great work carried out throughout the entire process,” said Torres.

This is how it affects Sabadell shareholders…

Despite the majority rejection of the shareholders of Banco Sabadell, there are a good number that have accepted it. Specifically, BBVA managed to capture up to 1,272,671,801 shares of the Catalan companywhich represent 25.33% of the securities to which the offer was directed and 25.47% of the voting rights. Thus, after the merger operation failed, the consequence for those who accepted is that BBVA will return your shares as if nothing had happened.

The news, however, has meant that at the opening this Friday on the Ibex 35 the shares of the Catalan entity fell just over 6.4%, to 3,020 euros per title.

The president of Sabadell, Josep Oliuhas stated that it is “the best solution for everyone” and has thanked the “majority and unwavering” support of all shareholders, clients and society in general, as well as the entity’s team. “This is the best way out for everyone and It has been achieved thanks to the majority and unwavering support of our shareholders, clients and society in general.and also thanks to the commendable effort and commitment of the great team of professionals that makes up Banco Sabadell,” he said in a statement.

…and those of BBVA

For its part, the Basque bank has been ensuring that, if the takeover bid were not successful, The BBVA project was still attractive for its growth, profitability and dividend distribution prospects.

In this way, BBVA will resume the buyback program frozen by the takeover bid for an amount of 1,000 million euros. Subsequently, on November 7, a dividend of 0.32 euros per share will be paid, which represents a total distribution of 1.8 billion euros. “Within the framework of our financial objectives and once the restrictions derived from the operation have been overcome, We accelerate our shareholder remuneration plan“, highlighted the CEO of BBVA, Onur Genç.

Furthermore, given the significant accumulated excess capital of over 12%, BBVA’s board of directors has agreed to launch a “significant additional share buybacks”, as soon as it receives authorization from the ECB.

The bank plans to distribute 36,000 million euros among its shareholders until 2028. In the short term, BBVA has announced that it plans to have 13,000 million euros to distribute to its shareholders. BBVA shares soared 7% this Friday on the Spanish stock market in the first stages of the session. In the US market, the Basque bank, where it is listed through ADR (American Depositary Receipt), closed the session with a rise of 6.68% ($19.48 per share).

These perks, together with the good moment of the entity, which In 2024, for the first time in history, it exceeded 10 billion profitsare the main arguments that the current board of directors will present to continue at the helm of the Basque bank.

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