The National Markets and Competition Commission (CNMC) should clear up this week – probably today – the main mystery facing the public takeover bid (takeover bid) launched by BBVA for Sabadell. Its Competition Chamber is summoned to decide whether to resolve the operation or open a more detailed, in-depth analysis open to the intervention of third parties in the so-called “Phase II” that would delay the resolution in time.
This is a body made up of the president of the CNMC, Cani Fernández, and the councilors María Jesús Martín, Bernardo Lorenzo and Xabier Ormaetxea, whose decision the body will make public once adopted.
Although the CNMC has proceeded quietly with the process, the balance seems to lean towards the detailed study of the possible risks associated with the transaction without prejudice to the fact that within it there are those who opted to give the green light to the takeover bid, accepting different commitments of BBVA, compared to other supporters of going to the end in the investigation of the risks.
BBVA has struggled to convince that there is no reason to justify such scrutiny dropping different commitments in public online forums, many of them, with which CaixaBank once committed and to which others would have added in its confidential dialogue with the organization. The bank led by Carlos Torres has guaranteed, for example, working capital financing to companies for twelve months, in a clear nod to SMEs and the self-employed.
It ensures an operational headquarters in Sant Cugat del Vallès (Barcelona) and the other in the BBVA Financial City in Madrid; the creation of a European hub for startups in Barcelona; guarantees that it will not leave any location where only one of its or Sabadell branches remains; ensures that the personnel adjustment will be negotiated, prioritizing voluntariness and limited compared to other mergers because both banks already reduced their workforce in 2021 and have committed to maintaining Sabadell’s SME business, the ultimate objective of the operation.
Sabadell defends going to “Phase II” due to the complexity of the transaction. According to some experts, it is a necessary step simply due to the difficulty in carrying out an adequate technical analysis when the operation is hostile – the data have not been reconciled and there could be conflicting items, complicating the work of the CNMC unlike the consistent information provided. in negotiated transactions.
In support of the Vallesano bank there is the Government threat to veto the merger for sensing risks and the alerts that different business associations have sent via letter to the president of the organization herself.
A business where quotas could be exceeded more clearly is in POS terminals, but Sabadell has focused on SMEs, the business that BBVA longs for and which, according to the Catalan entity, will suffer a decline simply due to the need for companies to search different suppliers, potentially damaging that supply. Sabadell estimates, in fact, that 40% of SMEs will face problems if the Catalan bank disappears and has focused on remembering the millionaire business that was lost when Popular integrated into Santander in SMEs and the self-employed.
The CNMC will have three months if it takes the analysis to “Phase II” although it does not have to exhaust the deadline and could also extend it and even give the Government a say at some point in the most extreme case. The Most transactions that move to that stage face severe conditions, without this being a rule to follow. It could go to a “Phase II” to guarantee superior scrutiny without imposing strong “remedies” as BBVA has defended. Or, as Sabadell predicts, that it requires selling SME business, which would torpedo the takeover bid.
#arguments #BBVA #Sabadell #lead #CNMC #ground #takeover #bid
