Spanish bank BBVA’s €17bn hostile takeover attempt of smaller rival Banco Sabadell has collapsed, with the lender managing to secure just a quarter of its target’s shares — a stinging setback for executives who had bet their reputations on the merger.
The result marks a personal defeat for BBVA chair Carlos Torres, a former McKinsey consultant, whose insistence that the deal was ‘unstoppable’ had dominated the bank’s agenda for the past 18 months.
According to Spain’s market regulator, the CNMV, Sabadell shareholders controlling nearly 75% of the Catalan lender’s stock rejected BBVA’s tender offer, bringing to a close a bitter takeover fight that had dragged on for months. ALSO READ: Spain’s BBVA raises its offer for smaller rival Banco Sabadell by 10%.
The failure leaves BBVA holding its position as Spain’s third-largest bank by assets, unable to leapfrog Santander and close the gap with market leader CaixaBank.
For Sabadell, with its headquarters in Catalonia, the outcome represents a major reprieve. The bank had opposed the offer from the beginning, bolstered by the backing of both the Spanish government and Catalonia’s business elite.
The struggle between the two institutions dates back to May 2024, when BBVA’s pursuit of Sabadell ran into strong political resistance. The socialist-led government in Madrid warned that even if BBVA succeeded in its bid, it would not be permitted to merge with Sabadell for at least three years, casting doubt on BBVA’s estimated €900m in potential cost savings. ALSO READ: BBVA to proceed with Sabadell takeover bid, despite government’s conditions.
Throughout the saga, Sabadell maintained that it could thrive independently, pledging higher shareholder returns and continuing to expand through its UK subsidiary TSB, which it agreed to sell to Santander for £2.65bn during the height of the takeover dispute. ALSO READ: Banco Sabadell’s shareholders approve sale of UK subsidiary TSB to Santander.
To complete the acquisition, BBVA needed to persuade investors holding over 50% of Sabadell’s shares. A smaller threshold — 30% acceptance — would have allowed the bank to make a second, all-cash offer. But with only 25% of shareholders opting in, the CNMV confirmed that ‘the public offering has had a negative outcome’.
As a result, Sabadell shareholders retain their holdings, and BBVA’s bid is now void. Acknowledging defeat, Torres said: ‘Looking ahead, our strategic plan and financial objectives for the 2025-2028 period will keep us at the forefront of European banking in terms of growth and profitability.’
This marks the second time BBVA has failed to acquire Sabadell, after a similar attempt in 2020 fell through. Torres revived his approach in April 2024, initially proposing a friendly merger. When that was rebuffed, he escalated to Spain’s first hostile bank takeover attempt since the late 1980s, when Banco de Bilbao — a BBVA predecessor — unsuccessfully tried to seize control of Banesto.
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🔵 BBVA retoma de manera acelerada su plan de retribución al accionista tras quedar sin efecto la oferta sobre Banco Sabadell. https://t.co/2lLLGfSC9f
— BBVA Prensa (@BBVAPrensa) October 16, 2025
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