Banco Sabadell presents its charges against the BBVA takeover bid to the CNMC after entering the second phase

Just 24 hours after CNMC decided to expand its analysis of the implications of a possible BBVA-Sabadell merger to phase 2, which complicates the completion of the takeover bid and allows the discovery of charges in the operation, Sabadell emerged. take an active part in the process and present its allegations against the operation, which will allow CNMC to present its research and the bank to present its arguments.

This was confirmed by Sabadell CEO Cesar Gonzalez-Bueno, who said at a financial forum organized by Deloitte and ABC that the company took this step because “until now we have not been able to do this”, being in the first phase, which is limited information requirements requested by the regulatory authority.

According to Gonzalez-Bueno, it is “absolutely clear” that Sabadell’s clients prefer the bank to continue to exist, especially in the case of SMEs, because every second one works with this enterprise, and if it were integrated into BBVA, “it would already be “They would not have such a right to decide.” For this reason, he argued that various business associations and the most affected autonomous communities had repeatedly “very clearly” opposed the operation. According to the CEO, there are five SME banks across Spain, so subtracting one business would reduce the many options – a factor he believes CNMC took into account to expand its analysis.

The organization had to accelerate its timeline to decide whether to send the OPA to Phase 2 because it had to continually request information from Sabadell. After being analyzed in Stage 2, Sabadell is now able to step up and oppose the OPA. Third parties may also do this. “There were a lot of groups that wanted to be heard and wanted to appear in the second stage,” Gonzalez-Bueno noted.

The banker argued that clients “would prefer that Banco Sabadell continue to exist”, a host of professional associations and small and medium-sized enterprises spoke out against the operation, and the bank’s conversations with shareholders suggested that it was “unenthusiastic”. or. . As for institutional investors, Gonzalez-Bueno assured that the majority view is that “until all the information is on the table, they are not going to make a decision. Today they feel like there is no price.” He also recalled that many individual investors are also clients. In any case, since Sabadell shareholders will have the final say, the CEO insisted on the importance of investors having “all the information”, without losing sight of the fact that there are small shareholders who are also clients, making it clear that they would prefer for Sabadell to be independent.

The competition yesterday made its decision because of the “potential impact” on maintaining effective competition in the financial sector, particularly in banking and payment services.

In any case, the fact that the transaction is analyzed at this second stage does not predetermine the final conclusions that the CNMC may reach regarding the concentration transaction. In cases where the decision of the CNMC Council is to prohibit or submit to obligations or conditions, the operation will pass to the Ministry of Economy, which in turn can transfer it within 15 days to the Council of Ministers. In this third stage, the government may introduce new conditions, relax the CNMC conditions, or tighten them based on criteria of general interest.

With its decision, the Competition recognized that it is not enough to study the operation in the first stage, as is usually the case in most cases and as happened with the merger of CaixaBank and Bankia, but that in this case it is necessary to move on to the second stage of the study, which will last until mid-2025.