On Monday, May 5, 2025, Pedro Sánchez, the Prime Minister of Spain, made a surprise announcement regarding the public acquisition offer (OPA) from BBVA to Banco Sabadell. He declared that the offer would only be approved if it respects the "general interest" of the public. This unprecedented move has sparked a wave of reactions across the political and banking sectors.
The government has initiated a public consultation process to gather opinions from citizens, associations, and organizations affected by the acquisition. This consultation will last for 15 business days, concluding on May 20, 2025. During this period, the allegations submitted through this channel will be kept secret and are non-binding, although they will play a role in shaping the final decision.
Why is this acquisition significant? If approved, it would create the second-largest bank in Spain. BBVA argues that this merger would lead to a stronger, more competitive, and profitable entity. However, critics, including Minister Yolanda Díaz, have raised concerns about potential job losses, estimating that up to 5,000 jobs could be at risk due to overlaps between the two banks.
The Popular Party (PP) has also expressed skepticism about the operation, emphasizing the need to maintain competition and ensure the best conditions for citizens and self-employed individuals. The National Commission of Markets and Competition (CNMC) had previously given the green light to the acquisition, albeit with certain conditions.
Sánchez's announcement came during the annual meeting of the Cercle d'Economia in Barcelona, where he emphasized the importance of ensuring that any decision made by the government benefits the common good of the country and its citizens. He stated, "Our intention and desire is for our companies to win and grow, but always with the objective of the general interest." This statement reflects the government's commitment to balancing corporate interests with public welfare.
The banking sector has reacted to the public consultation with mixed feelings. Some view it as a necessary step for transparency, while others see it as a political maneuver. A source in the banking sector commented, "If the president of the government wanted to stay out of it, he would have done so. By opening this consultation, he needs an excuse to get involved without being accused of meddling in the market." Another source added that this move appears to be a way for Sánchez to create a framework of social, business, and political arguments to justify a potential rejection of the merger.
The CNMC had previously approved the acquisition without imposing additional conditions, which has added pressure on Sánchez to provide a rationale for his opposition to the deal. As the government seeks to justify its position, it faces scrutiny from international investors and European authorities, who may view an arbitrary rejection of the OPA unfavorably.
Amidst this backdrop, the consultation process is seen as a chance for various stakeholders, including small and medium-sized enterprises (SMEs) and consumer associations, to voice their opinions. This is particularly important as these groups were not allowed to participate in the CNMC's previous analysis, where they submitted nearly 80 allegations against the acquisition, most of which were dismissed.
As the public consultation begins on May 6, 2025, the Ministry of Economy will publish a series of questions on its website to guide participants in providing their views. While the contributions will not be binding, they are expected to inform the government's decision-making process.
Looking ahead, the Minister of Economy, Carlos Cuerpo, has 15 business days to decide whether to elevate the CNMC's opinion to the Council of Ministers. If he chooses to do so, the government will have 30 calendar days to analyze the acquisition and make a final decision. This timeline places significant pressure on the government to act quickly and transparently.
Despite the complexities surrounding the OPA, some in the Catalan business community have welcomed Sánchez's clear stance on the matter. They view the public consultation as an opportunity to present their arguments and concerns, which may lead to a more favorable outcome for those opposed to the acquisition.
In conclusion, the public consultation on the BBVA-Sabadell OPA marks a significant moment in Spain's corporate landscape. It reflects the government's efforts to balance corporate mergers with the interests of the public and various stakeholders. As the consultation progresses, the outcomes will likely shape the future of banking in Spain and set a precedent for how similar cases are handled in the future.
