BBVA's long-running hostile bid to acquire Banco Sabadell has ended in failure after Spain's market regulator declared the public offer had a "negative outcome". The lender secured acceptances covering just 25.33% of Sabadell's share capital (25.47% of voting rights) — below the 30% minimum required for the transaction to proceed, the level above which BBVA had said it would waive its 50% minimum-acceptance condition.
The Comisión Nacional del Mercado de Valores confirmed the result on 16 October 2025, formally closing the offer period. BBVA had pressed ahead with the unsolicited approach despite resistance from Sabadell's board and the Spanish government. BBVA had framed the deal as a route to building a stronger bank better positioned to compete across Europe and Latin America.
ACCEPTANCES BELOW THRESHOLD
The 25.33% acceptance rate fell some five percentage points beneath the 30% threshold that would have allowed BBVA to proceed towards a full consolidation of Sabadell. Under the terms of its offer, BBVA needed acceptances of at least 30% of Sabadell's voting rights for the bid to succeed.
Sabadell had campaigned against the bid throughout the offer period, publishing updated financial forecasts that presented the case for the bank remaining independent. The Catalan lender argued its standalone trajectory offered shareholders superior value compared with the all-share terms put forward by BBVA.
ONE-YEAR LOCKOUT NOW IN EFFECT
As a consequence of the failed offer, BBVA must now refrain from making any further acquisition attempts targeting Sabadell for a period of at least one year, in line with Spanish securities law. The restriction prevents the bank from launching a revised bid during that period.