Sabadell rewards shareholders with 370 million euros and forces BBVA to adjust its takeover bid.
The Catalan bank's share price remains above the offer made by the Basque-based entity.
BarcelonaIn the final stretch of BBVA's takeover bid, Banc Sabadell is paying its shareholders €370 million this Friday, at €0.07 per share (€0.0567 net, after deducting tax withholdings). This sum is part of the €6.3 billion it plans to distribute both in cash and through share buybacks between 2025 and 2027, the dates of its new strategic plan. It includes an extraordinary dividend of €2.5 billion from the sale of the British subsidiary TSB (0.50 per share) – massively ratified by shareholders in early August – which will be distributed in early 2026.
This new move forces BBVA to 'BBVA plus 0.70 per share for every 5.3456 Sabadell shares at 5.5483. Any dividend alters the share exchange equation. As a result of all this and the stock market's performance, it would still be more profitable for Sabadell shareholders today to sell their shares directly on the market than to resort to a takeover bid. Therefore, although the Basque-based bank has reiterated that it does not intend to improve its offer, many analysts are taking it for granted if it wants its operation to go ahead. The takeover bid is subject to a minimum threshold of obtaining 50.01% of the Valles-based bank (49.3% if treasury stock is not taken into account).
Furthermore, starting next week, the entity chaired by Carlos Torres plans to submit the takeover bid prospectus to the National Securities Market Commission (CNMV) for approval, thus opening the acceptance period. The entity has up to five days before this deadline to modify its offer. BBVA also challenged the conditions imposed by the Spanish government on the takeover bid before the Supreme Court, which prevent the merger between the two entities for three years, which could be as long as five.
The Basque-based entity has twice reaffirmed its intention to proceed with the takeover bid. The first time, following the decision by Pedro Sánchez's executive to impose conditions; and the second time, a few days after the massive support from Sabadell shareholders for the sale of the British subsidiary TSB in Santander and the distribution of an extraordinary dividend of 2.5 billion euros.
In 2025, the bank chaired by Josep Oliu and of which César González-Bueno is CEO plans to distribute €1.3 billion from the current fiscal year. It will do so through cash dividends and share buybacks. The first interim dividend, paid this Friday, August 29th, will be followed by two ordinary dividends. All of this was approved at the last shareholders' meeting and the scheduled dates are December 29th and between March and April 2026. In addition, the distribution of anything above 13% of capital will be added. For the following two fiscal years, 2026 and 2027, Sabadell estimates it will remunerate its shareholders with at least €2.5 billion.