Banco Sabadell’s client-shareholder, BBVA’s headache

President of BBVA, Carlos Torres, He raised the banner of victory to the company’s shareholders, calling the approval of the capital increase that would make the takeover bid for Banco Sabadell effective “stunning”.

Torres stressed that this operation is not hostile at all, but represents a friendly approach to the Catalan company and a benefit for the shareholders of both banks. The banker will have the opportunity to test this assertion once the CNMV approves the takeover bid and the period opens.

That’s when Banco Sabadell shareholders will decide whether to agree to the share swap proposed by BBVA, an equation that would entitle them to 16 percent of the bank, compared to the 20 percent contributed by the bank chaired by Josep Oliu, the combined entity.

Headache for BBVA

Oliu himself, shortly before the BBVA meeting, stated that “at this time, in no case is anything being decided that would imply a possible successful acceptance of the takeover offer, nor any decision by shareholders who could be shareholders of both companies.”

The truth is that the Catalan banker made this statement deliberately, because he knows the profile of his shareholders well. Almost half of them are retailers, “loyal customers who will be an obstacle for BBVA,” financial sources explained to Finanzas.com.

In fact, it has already emerged that Banco Sabadell’s clients are asking their managers to do everything possible to protect themselves from the hostile takeover launched by BBVA, although it is true that the Vallesan division does not have many alternatives due to the restrictions imposed by the Takeover Law.

SMEs and the self-employed are the crown jewels

Any analyst who is asked will easily answer that Banco Sabadell is the best bank in Spain for servicing small and medium-sized businesses. This is reflected in the high degree of loyalty between companies and self-employed workers who are the bank’s clients and shareholders.

For the self-employed and small and medium-sized businesses, “Banco Sabadell is very good and offers a wide range of products, especially credit lines, factoring, confirmation, ICO loans or import-export loans, in addition to a full package of credit and discount policies, which is usually available to almost all clients of this profile,” financial sources explained to Finanzas.com.

It is no coincidence that BBVA “realized that this is where the pie is, because these clients are much more profitable than individual depositors and generate higher returns,” added the sources consulted.

This operation is very reminiscent of the Banco Popular operation carried out by Banco Santander, an operation in which the former contributed much more than the Cantabrian bank in human capital and experienced business bankers.

A whole year ahead to think about BBVA’s offer

The next step in the takeover bid will therefore be to wait for the “non-resistance” of the European Central Bank (ECB), soon to be followed by the National Securities Market Commission. Meanwhile, the competition regulator, the CNMC, will have to speak out, all of whose arbiters support the government of Pedro Sánchez and his partners.

In the best case, sources interviewed say, “we won’t know anything until November,” meaning Banco Sabadell shareholders will have practically the rest of the year to mature their BBVA offer.

All this is subject to the CNMV setting a 30-day acceptance period, but the timetable could be extended to 70 days, leading to a decision on the takeover bid being made practically in 2025.

Realizing that time is money and that any delay represents an additional risk to strengthening the loyalty of Sabadell shareholders, La Vela prefers a decision period of no more than 30 days. Banco Sabadell’s shareholder clients are a real pain in the ass.

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