BBVA has failed to win control of Banco Sabadell, securing acceptance from shareholders representing only 25.47 per cent of voting rights, below the more than 50 per cent threshold required for its €16.32 billion hostile tender and short of the 30 per cent level that would have allowed a follow-on offer.

Spain’s market supervisor said “the public offering has had a negative outcome,” meaning acceptances are void and Sabadell investors retain their shares. The setback leaves BBVA as Spain’s third-largest bank by assets and marks the second breakdown of a BBVA–Sabadell tie-up in five years.

Chairman Carlos Torres, who led the push for consolidation, said he would not step down. “I will be heading the bank as long as shareholders and the board want me to be doing so,” he told Bloomberg TV. Asked if he was considering quitting, he added: “No, I have repeatedly stated in the past that the outcome of this process had no bearing whatsoever on my continuity at the bank,” according to Reuters.

Torres said BBVA’s strategy through 2025–2028 remains unchanged. “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,” he said. BBVA confirmed it will immediately resume shareholder distributions, including a pending €1 billion share buyback and what it called “the largest interim dividend in its history,” worth €1.8 billion, subject to approvals.

Sabadell welcomed the failure of the bid, arguing both banks generate more value on their own. “The end of the takeover bid is the best path forward for Banco Sabadell and BBVA, two large institutions that generate more value separately than together,” Sabadell chairman Josep Oliu said.

The government’s opposition weighed on the process. Earlier this year, Madrid set conditions that would have blocked BBVA from fully merging with Sabadell for at least three years, complicating BBVA’s ability to realise forecast cost savings from combining the lenders.

Market reaction was mixed. BBVA shares rose around 5 per cent to 7 per cent in trading after the announcement, while Sabadell fell more than 6 per cent, according to Reuters.

BBVA first approached Sabadell in April 2024, turning hostile a month later in what became one of Spain’s most contentious corporate battles in recent years. The bank’s leadership insists the attempt was worth pursuing. “It was a value creation deal,” said Onur Genç, BBVA’s chief executive officer, in comments to the Financial Times earlier this month.

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