BBVA to proceed with Sabadell bid despite government condition

By Jesús Aguado

MADRID (Reuters) -Spain's BBVA said on Monday it would move ahead with its hostile takeover bid for Sabadell despite the government effectively blocking it from fully merging with its smaller rival for at least three years.

In a further twist to a deal's process that began in April 2024, BBVA's arch-rival Santander has put in a binding offer for Sabadell's British unit, TSB, sources told Reuters on Monday.

Other media outlets said that British lender Barclays had also submitted a bid for TSB, according to La Vanguardia. Both Santander and Barclays declined to comment.

BBVA's decision to proceed with buying Sabadell means the latter bank will need to get permission from its shareholders before selling TSB, but analysts see it as a potential defensive play to keep BBVA away.

On June 24, the Spanish government said BBVA would not be allowed to integrate its operations with Sabadell for at least three years as one of the conditions imposed on the more than 14 billion-euro ($16 billion) bid. The cabinet could extend this condition for another two years, it said then.

BBVA must now comply with the requirements set by the government on grounds of common interest such as protecting workers, protecting companies and protecting financial customers.

"After reviewing (the government) resolution BBVA has decided not to withdraw the offer," it said in a filing.

Neither bank could reduce staff or close branches in the event of a merger, according to the condition set by Madrid.

Euro zone banking supervisors have called for banking consolidation to strengthen the sector, but deals have been scarce as politicians have sought to preserve jobs.

Under Spanish law, the government cannot stop BBVA from buying Sabadell shares, but it has the final word on whether a merger can take place.

That has raised the possibility BBVA could end up with a majority share without an outright merger, risking expected synergies.

On Monday, BBVA did not disclose any details on the impact from the Madrid decision on the expected 850 million euros in cost savings it had previously announced. It had previously said that the bulk of savings would be administrative and IT savings.

The market supervisor has to approve the formal bid with its takeover prospectus, which could happen in three weeks' time following the government's decision, its chair said last week.

BBVA would then follow with an offer, with Sabadell shareholders having 30 to 70 days to tender their shares.

"In the coming weeks, Banco Sabadell shareholders will have the opportunity to join this great project," BBVA Chairman Carlos Torres said in a statement.

($1 = 0.7296 pounds)

(Reporting by Jesús Aguado; additional reporting by Andres González and Amy-Jo Crowley in London; Editing by Tommy Reggiori Wilkes and Susan Fenton)