One year of Sabadell's 'no' to BBVA: from failed takeover bid to happy ending

BarcelonaOn October 16 of last year, Banc Sabadell and BBVA definitively buried any possibility of a merger. After 17 months of open warfare and tug-of-war, a statement to the National Securities Market Commission (CNMV) confirmed it. The offer from the entity presided over by Carlos Torres had achieved only 25% acceptance from the capital of the Valles-based bank, below the 30% minimum threshold that the Basque-origin group had set to continue with the operation. The group presided over by Josep Oliu had won the battle. But twelve months later, time has shown that, after the failed takeover bid, the final outcome has turned out to be happy for both.

The most evident proof is the stock market performance of both banks since their breakup. At the time the divorce was finalized, Sabadell's stock was trading at 3.23 euros, an amount that at the close of this Friday's session stood at 3.62 euros. A 12.1% revaluation to which an important nuance must be added. It should be remembered that, on May 27, the Catalan bank's shares went from being worth 3.44 euros to 2.91. The decline was in response to the distribution of a dividend of 50 cents per share as a result of the sale of its British subsidiary TSB for about 3.3 billion euros to Banco Santander. Far from stagnating, Sabadell's shares managed to recover and surpass the value prior to the divestment of its major asset in the United Kingdom.

"Those who anticipated that the stock price would collapse after the takeover bid or the dividend distribution were wrong. The stock not only remains strong but has appreciated, and analysts' perspectives continue to be positive," note financial sources close to the entity based in Sant Cugat del Vallès.

The rejection of the takeover bid also seems to have favored BBVA's performance, which since the no from Sabadell has preferred to focus on its own programs, organic growth, and shareholder remuneration. Over the last twelve months, the group's shares have appreciated by more than 47%, going from 15.7 euros per share to the current 23.18 euros. During the last year, Carlos Torres' entity has announced two extraordinary share buyback programs for nearly 6 billion euros –a first one of 3.96 billion completed this past August and a second of 2 billion initiated this summer– and has distributed dividends never seen before. In 2025, the bank compensated shareholders with 92 cents per share –disbursing 5.2 billion euros– and this 2026 it has paid out the largest interim dividend in its history, delivering a total of 2 billion euros.

Record profits

Despite adopting separate paths, both Sabadell and BBVA continue to boost their commercial activity, increasing income derived from lending activity –5.5% year-on-year in the case of Sabadell and 17.7% in the case of BBVA– and improving profitability ratios. All this has translated into record profits for the entity based in Madrid: this first half of the year it reached 6.051 billion euros, 10% more compared to the same period last year.

Regarding the entity chaired by Josep Oliu, earnings suffered a slight drop of 0.5% compared to the first six months of last year. Between January and June, Sabadell obtained a profit of 971 million euros, very close to the previous year's record, while at the same time announcing a new share buyback for 331 million euros.

While part of the reason for the sector's good performance is attributed to a favorable context marked by the interest rate hikes by the European Central Bank (ECB), the professor at the Department of Economics and Business of Pompeu Fabra University (UPF), Albert Banal-Estañol, concludes that adopting separate paths "has strengthened" both entities. Although it is complicated to venture what would have happened if the BBVA offer had succeeded, the academic questions its hypothetical success. "The Spanish market is already very consolidated," he points out, and cites precisely the stock market performance of both banks as a weighty argument. "The markets interpreted that it was good news [to discard the takeover bid]," he says,

A new partner for Sabadell

On the eve of the first anniversary of the failed takeover bid, Sabadell announced the entry of the French group BPCE into its shareholder base, which includes other entities such as Banque Populaire and Natixis. With a stake of around 7%, Josep Oliu's bank detailed that the operation was agreed upon "amicably" and that the French company's intention was not to exceed the 9.9% capital threshold.

Beyond shielding itself against future takeover bids, the move is a complete win-win, according to experts. For Banal-Estañol, the operation combines "the positive part of a merger with BBVA" –such as the entry of a partner to explore new markets and business segments and strengthen its strategy– and, at the same time, "sets aside the negative part" of the takeover bid, which would have led to a loss of competition in the State. In parallel, Sabadell maintains its structure and its decision-making center in Catalonia and claims the weight of minority shareholders. "From the beginning, it was said that they were the most powerful core group [the minority shareholders], and they continue to be so, many of them as clients," remark financial sources close to the group.