BBVA has launched its €14.8 billion takeover offer for Banco Sabadell, opening a decisive window for investors in one of Spain’s most contentious banking deals in years.

The Spanish lender said Sabadell shareholders can tender from Monday until 7 October, with results expected the following week. The offer comprises one newly issued BBVA share plus €0.70 in cash for every 5.5483 Sabadell shares. Based on recent prices, the bid values Sabadell at about €14.76 billion, while BBVA says the figure rises to €17.4 billion when including dividends and buybacks tied to Sabadell’s sale of TSB. Regulators including the European Central Bank and Spain’s competition authority have cleared the deal, and the National Securities Market Commission has authorised the tender documentation.

The Spanish government has, however, barred a legal merger for at least three years, requiring the two banks to operate separately over that period. BBVA now expects €900 million in annual synergies in 2029, up from a previous €850 million target but a year later than initially planned, citing the state’s conditions.

Sabadell’s board, which has consistently argued for the bank’s standalone prospects, said it will analyse the offer and issue a formal recommendation within ten working days. “It seems like an inadequate offer based on unrealistic assumptions, but we will need to analyze it in detail before giving a full assessment,” said Sabadell’s chief executive officer César González-Bueno.

Chair Josep Oliu was more blunt, calling the latest proposal “even less attractive than the initial BBVA bid rejected by the board in 2024.”

BBVA argues the industrial logic remains compelling. “The union of two highly complementary banks at their best moment has an undeniable logic,” said BBVA chair Carlos Torres Vila. “Now is the time.”

Onur Genç, BBVA’s chief executive, highlighted cost and technology overlaps: “Why are we serving the same market with two different systems, two different brands and everything? There is huge, huge synergy potential here,” he said.

The lender can legally raise its offer up to five days before the end of the acceptance period, though it has publicly ruled out sweetening the terms. Investor pricing suggests some expect a higher bid. BBVA was also authorised by the US Securities and Exchange Commission to lower the minimum acceptance threshold to 30 per cent from 50 per cent of voting rights; if it secures between 30 and 50 per cent, Spanish rules would require a second, all-cash tender for the remainder.

If successful, the combination would create Spain’s second-largest domestic bank by assets, behind CaixaBank.

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