Overview

• BBVA now offers one new BBVA share for every 4.8376 Sabadell shares, a 10% improvement that removes the cash component and can be tax‑neutral in Spain if acceptance surpasses 50%.
• The offer period is paused while the CNMV reviews the prospectus supplement, a step that can take up to three days before the acceptance window resumes for the remaining days.
• Sabadell’s CEO, César González‑Bueno, labeled the revised proposal “mala” and urged investors to consider waiting for a potential second, mandatory offer.
• Shares of both banks fell after the announcement, leaving the implied premium for Sabadell holders at roughly 3% based on early trading prices.
• BBVA says it will not further raise the terms or extend deadlines; under Spanish takeover rules a second offer with a cash option would be required if BBVA finishes with 30%–50%, and Sabadell’s board will issue a fresh opinion once the CNMV clears the changes.