BBVA is giving itself two weeks to file a takeover bid for Sabadell.

VALENCIA (EP). BBVA has given itself a two-week deadline to request clearance of its hostile takeover bid for Sabadell before the National Securities Market Commission (CNMV), starting from the date of the transaction announcement last Thursday, December 9th. May .

To carry out this procedure, which includes the submission of an explanatory draft and other additional documents, BBVA can count on one month from the date of publication of the decision on the formulation of the takeover offer. However, both in the announcement published before the CNMV and at the press conference, the bank expressed its intention to submit this request within two weeks, ending on May 23.

The CNMV authorization is one of those required by BBVA to formulate a hostile takeover bid for Sabadell, along with the approval of the National Markets and Competition Commission (CNMC), the European Central Bank (ECB) and the British Prudential Supervisory Authority. It will also require approval from competition authorities in the US, Mexico and Portugal, as well as voluntary notification to competition authorities in the United Kingdom.

BBVA will submit requests for these approvals to competition authorities “as soon as possible” following last Thursday’s announcement.

The bank estimates that obtaining all these approvals and holding a shareholders meeting to approve the capital increase that would entail a hostile takeover will take six to eight months. After this, the bank will launch an offer for 100% of Sabadell’s capital, which will last for a maximum of 70 days.

Other permissions

The announcement includes other approvals for subsidiaries that Sabadell has and which BBVA intends to seek, such as the approval of the ECB for the subsidiary Sabadell Consumer Finance, the Bank of Spain for Paycomet, the CNMV for the manager. collective investment institutions Urquijo Gestión; The General Directorate of Insurance of the insurers Bansabadell Seguros Generales, Bansabadell Vida and Bansabadell Pensiones, as well as the bancassurance operator Bansabadell Mediación.

Other approvals will be those of the National Banking and Securities Commission of Mexico for the Mexican subsidiary of Sabadell; from the US financial regulator, FINRA, from the broker Sabadell Securities USA; The Board of Governors of the US Federal Reserve System, the New York State Department of the Treasury and the Florida Office of Financial Regulation.

In its statement, BBVA also does not rule out that the takeover proposal requires authorization from the European Commission in accordance with the provisions of Regulation (EU) 2022/2560 of the European Parliament and of the Council of 14 December 2022 on foreign subsidies that distort the situation. market inside.

“Once the necessary information in this regard has been received and the corresponding analysis has been completed, BBVA will request, if necessary, authorization from the European Commission as soon as possible and in cooperation with it,” reads the announcement sent to the CNMV. .

The merger will be completed by mid-2025.

If the proposal is approved and successful, i.e. at least 50.01% of Sabadell shareholders participate in the takeover proposal, BBVA will assume control of the board of the Catalan entity and submit the merger proposal to the Ministry of Economy for your approval.

According to the twelfth additional provision of the Law on the Supervision of Credit Institutions, Economía is responsible for authorizing a merger, spin-off or full or partial transfer of assets and liabilities upon the intervention of the bank.

To this end, before issuing the authorization, the Ministry will request a report from the Bank of Spain, which will already have been notified of the takeover bid before it is carried out, to the Executive Service of the Commission for the Prevention of Money. on money laundering and financial irregularities (Sepblac) – CNMV and the General Directorate of Insurance.

BBVA executives said last week that Economía will need another six months to approve the merger, so the bank expects the merger with Sabadell to be completed in mid-2025.