CNMV authorises BBVA’s improved Sabadell takeover bid, acceptance period extended until 10 October

Sabadell BBVA

Link Securities | On 25 September 2025, the National Securities Market Commission (CNMV) has agreed to authorise the modification of the characteristics of the voluntary takeover bid for Banco Sabadell shares made by BBVA, which was authorised by the CNMV on 5 September 2025. In accordance with the content of the registered documentation, the modification of the offer consists of an improvement in the mixed consideration offered, with a change in its nature, consisting of the exchange of one newly issued BBVA share for every 4.8376 Sabadell shares. Details of the modifications to the initial prospectus are included in the supplement to the prospectus presented by BBVA.

This consideration has been set by the offeror and has not been submitted for consideration as a fair price for the purposes of Article 110 of Law 6/2023 of 17 March on Securities Markets and Investment Services and Article 9 of the aforementioned Royal Decree. Taking into account the provisions of Article 31.4 of the aforementioned Royal Decree, the acceptance period for the offer is extended until 10 October 2025, inclusive.

On the other hand, in relation to this same matter, Expansión newspaper reported yesterday that BBVA has reiterated that it does not plan to waive the current minimum acceptance condition of the ongoing takeover bid for Sabadell, set at a majority of voting rights. If it finally achieves a level of acceptance of at least 30% of SAB’s capital and waives the minimum threshold, the bank would be obliged to launch a second offer to the shareholders of the Catalan entity. It would have to be formalised within one month and with a consideration in cash.

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