European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

<ul>
<li>The BBVA-Sabadell takeover deal has been elevated to the Council of Ministers for review, making political risk central despite both EU and CNMC's (antitrust) clearance.</li>
<li>Spanish government’s minority status makes it vulnerable to Catalan pressure opposing the deal.</li>
<li>Gross spread of -6.2% signals market skepticism or expectation of a sweetened offer.</li>
</ul>


The BBVA-Sabadell takeover deal has been elevated to the Council of Ministers for review, making political risk central despite both EU and CNMC's (antitrust) clearance.
Spanish government’s minority status makes it vulnerable to Catalan pressure opposing the deal.
Gross spread of -6.2% signals market skepticism or expectation of a sweetened offer.


Cabinet Clause: Political Hurdles in BBVA’s Takeover of Sabadell

<ul>
<li>BBVA’s hostile bid for Sabadell has cleared regulatory hurdles but faces political resistance (public consultation ending today 16 May), with final Government review pending by June 26.</li>
<li>A potential Sabadell–Abanca merger appears unlikely; Escotet would be the top shareholder (~33–36%) in such a deal, but Abanca has publicly denied interest.</li>
<li>The offer trades at a negative gross spread, suggesting market doubts or expectations of a sweetened bid — supporting a long SAB / short BBVA pair trade setup.</li>
</ul>


BBVA’s hostile bid for Sabadell has cleared regulatory hurdles but faces political resistance (public consultation ending today 16 May), with final Government review pending by June 26.
A potential Sabadell–Abanca merger appears unlikely; Escotet would be the top shareholder (~33–36%) in such a deal, but Abanca has publicly denied interest.
The offer trades at a negative gross spread, suggesting market doubts or expectations of a sweetened bid — supporting a long SAB / short BBVA pair trade setup.


Under Review: Banking on Politics in BBVA’s Bid for Sabadell

<ul>
<li>CNMC approved BBVA’s bid with mild SME lending and branch access commitments. The offer now enters Phase 3, with government review and CNMV filing expected by late Q2 2025.</li>
<li>Sabadell shares trade 6.7% above the offer value, suggesting market expectation of an improved bid or deal failure. The <strong>gross spread is negative despite regulatory momentum</strong>.</li>
<li>BBVA’s CET1 would drop to 11.99% under current terms. It can raise the cash offer by €0.12–0.17/share and still stay above 11.5%, allowing room to improve the deal.</li>
</ul>


CNMC approved BBVA’s bid with mild SME lending and branch access commitments. The offer now enters Phase 3, with government review and CNMV filing expected by late Q2 2025.
Sabadell shares trade 6.7% above the offer value, suggesting market expectation of an improved bid or deal failure. The gross spread is negative despite regulatory momentum.
BBVA’s CET1 would drop to 11.99% under current terms. It can raise the cash offer by €0.12–0.17/share and still stay above 11.5%, allowing room to improve the deal.


BBVA’s Hostile Offer for Sabadell Moves into Final Phase: The Catalan Conundrum

<ul>
<li>The CNMC is expected to approve the deal with mild remedies, reducing regulatory uncertainty; however, a potential Phase 3 review by the government could delay timing and introduce political risk.</li>
<li>Sabadell’s standalone defense is robust, anchored in increased dividends, buybacks, and 14%+ RoTE guidance, which have helped reposition the bank as a viable independent alternative in the market.</li>
<li>The offer’s gross spread has turned negative, reflecting investor skepticism about deal success or expectations of an improved offer; the lack of a premium currently weakens BBVA’s negotiating leverage.</li>
</ul>


The CNMC is expected to approve the deal with mild remedies, reducing regulatory uncertainty; however, a potential Phase 3 review by the government could delay timing and introduce political risk.
Sabadell’s standalone defense is robust, anchored in increased dividends, buybacks, and 14%+ RoTE guidance, which have helped reposition the bank as a viable independent alternative in the market.
The offer’s gross spread has turned negative, reflecting investor skepticism about deal success or expectations of an improved offer; the lack of a premium currently weakens BBVA’s negotiating leverage.


BBVA Faces Resistance at the Vault with CNMC’s Verdict Looming

<ul>
<li>Revised Offer Terms: BBVA increased the cash payment to €0.13/Sabadell share (raising total cash outlay to €705 million), while adjusting the exchange ratio to 5.3456 Sabadell shares per BBVA share.</li>
<li>The deal requires CNMC, CNMV, and government approvals, with market skepticism evident as Sabadell's market price exceeds the offer value, signaling a low probability of success under current terms.</li>
<li>Financial Impact on BBVA: The increased cash component raises the estimated CET1 capital impact to 51bps, with potential further dilution if BBVA raises the cash payment to €0.20-€0.30 per share.</li>
</ul>


Revised Offer Terms: BBVA increased the cash payment to €0.13/Sabadell share (raising total cash outlay to €705 million), while adjusting the exchange ratio to 5.3456 Sabadell shares per BBVA share.
The deal requires CNMC, CNMV, and government approvals, with market skepticism evident as Sabadell's market price exceeds the offer value, signaling a low probability of success under current terms.
Financial Impact on BBVA: The increased cash component raises the estimated CET1 capital impact to 51bps, with potential further dilution if BBVA raises the cash payment to €0.20-€0.30 per share.


Spain

Banco de Sabadell SA attracts deposits and offers commercial banking services. The Bank offers mortgage, consumer, student, and building improvement loans, private banking services, and insurance, and sponsors Visa credit cards.  The Bank operates branches throughout Spain, elsewhere in Europe, the Caribbean, the Americas, and Asia.

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Banco De Sabadell SA (SAB SM)

Cabinet Clause: Political Hurdles in BBVA’s Takeover of Sabadell

BBVA’s bid for Sabadell faces a political wildcard as Spain’s minority government, reliant on Catalan votes, reviews the deal—injecting headline...

Jesus Rodriguez Aguilar

Under Review: Banking on Politics in BBVA’s Bid for Sabadell

BBVA’s hostile bid for Sabadell nears final approval amid political tension. Market doubts create a negative spread, offering a tactical long SAB /...

Jesus Rodriguez Aguilar

BBVA’s Hostile Offer for Sabadell Moves into Final Phase: The Catalan Conundrum

BBVA's offer for Sabadell enters its final regulatory phase. With Sabadell shares trading above the bid, the market anticipates a sweeter offer or...

Jesus Rodriguez Aguilar

BBVA Faces Resistance at the Vault with CNMC’s Verdict Looming

BBVA’s hostile bid for Sabadell faces regulatory, political, and market hurdles. As the CNMC decision nears, I analyze deal economics, timing, and...

Jesus Rodriguez Aguilar

BBVA/Sabadell: Updated Terms

BBVA revises offer terms for Sabadell acquisition, increasing cash payment to €0.13/share and adjusting exchange ratio, facing market skepticism...

Jesus Rodriguez Aguilar

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

Cabinet Clause: Political Hurdles in BBVA’s Takeover of Sabadell

BBVA’s bid for Sabadell faces a political wildcard as Spain’s minority government, reliant on Catalan votes, reviews the deal—injecting headline...

Jesus Rodriguez Aguilar

Under Review: Banking on Politics in BBVA’s Bid for Sabadell

BBVA’s hostile bid for Sabadell nears final approval amid political tension. Market doubts create a negative spread, offering a tactical long SAB /...

Jesus Rodriguez Aguilar

BBVA’s Hostile Offer for Sabadell Moves into Final Phase: The Catalan Conundrum

BBVA's offer for Sabadell enters its final regulatory phase. With Sabadell shares trading above the bid, the market anticipates a sweeter offer or...

Jesus Rodriguez Aguilar

BBVA Faces Resistance at the Vault with CNMC’s Verdict Looming

BBVA’s hostile bid for Sabadell faces regulatory, political, and market hurdles. As the CNMC decision nears, I analyze deal economics, timing, and...

Jesus Rodriguez Aguilar

BBVA/Sabadell: Updated Terms

​BBVA revises offer terms for Sabadell acquisition, increasing cash payment to €0.13/share and adjusting exchange ratio, facing market skepticism...

Jesus Rodriguez Aguilar

BBVA revises offer terms for Sabadell acquisition, increasing cash payment to €0.13/share and adjusting exchange ratio, facing market skepticism...