BBVA’s takeover bid (OPA) for Banco Sabadell, which has generated hundreds of headlines in recent months, has ended up failing obtain 25.47% acceptance by shareholders as reported by the two entities to the National Securities Market Commission (CNMV).
The operation, which was launched 17 months ago, was conditional on obtaining at least half of the capital from the Catalan bank but has not even achieved the necessary support to launch a second offer. The acceptances presented are void and now the shareholders who attended the takeover bid will retain their titles. Analysts were already anticipating that it was unlikely that the operation would exceed 50% as expected by the president of BBVA, Carlos Torres, although 30% was predicted, which would allow a new offer to be opened.
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Torres is confident that BBVA will “widely” exceed 50% in the takeover bid for Sabadell
It has been accepted for 1.27 million shares, which are 25.33% of those to which the offer was directed and of the capital of the offeree company and 25.47% of the voting rights of Banco Sabadell, this latter percentage calculated excluding the treasury stock of this bank.
The notification that has been sent to the CNMV details that the acceptances that have been presented to the OPA will be ineffective with immediate effect, with the costs incurred by the acceptance being borne by the offeror, as reported by Europa Press. This means that Sabadell shareholders who have attended the takeover bid will continue to hold their shares without having any impact.
Banco Sabadell already anticipated the possibility that the takeover bid would not go ahead
Last week, César González Bueno, the CEO of Banco Sabadell, already anticipated the possibility that the takeover bid would fail, continuing the trend of low acceptance registered among minority shareholders.
30% of Sabadell shareholders were minorities and had shares deposited in the Catalan bank. Until now, around 1% had attended and the entity did not expect that figure to increase. Of the 10% of minority shareholders, up to 40%, the bank did not know the information because their shares were not deposited.
He also commented on the disparity of opinions among the rest of the institutional investors such that Sabadell gave the BBVA takeover bid an acceptance of between 26% and 27%.
With the acceptance period closed on Friday, October 10, Banco Sabadell announced some of the results of the takeover bid: of the 30.8% of shareholders with shares deposited in the Catalan entity, only 2.8% had attended, representing 1.1% of the bank’s share capital.
BBVA resumes its shareholder remuneration plan
Once the result was known, BBVA announced that it was resuming its shareholder remuneration plan in an “accelerated manner.” On October 31, the bank will begin a share buyback worth 1,000 million euros and on November 7 it will pay a record dividend of 0.32 euros per share, with a disbursement of 1,800 million. It plans new buybacks once it obtains authorization from the European Central Bank (ECB).
According to the strategic plan, the entity plans to distribute 36,000 million euros among its shareholders until 2028 and obtain net profits of 48,000 million euros in this period. On the part of the market, this failure of the takeover bid has been interpreted as a relief for BBVA shares, which could appreciate between 5% and 10% according to XTB as the premium implied by the operation disappears.
But analysts do assure that it could cause damage to its president Carlos Torres, due to the management of the process that, despite all the effort and means that have been allocated, has not gone ahead.
The Government expresses its respect for shareholders
The Ministry of Economy, Commerce and Business of Carlos Body has expressed “total respect” for the “shareholders’ decision” highlighting the “impeccable performance” of the supervisors involved such as the Bank of Spain, the CNMV and CNMC.
The president of the Generalitat, Salvador Illa, has considered that this outcome “confirms the need for a banking system adapted to the Catalan reality” and former president Carles Puigdemont celebrated the “attempt to put an end to the Catalan banking system has failed.”
The employers’ associations have also applauded the result, ensuring that if it had gone ahead, banking competition would have been damaged.