REG - Banco Bil.Viz.Argent - Information regarding the VTO for B.Sabadell

Banco Bilbao Vizcaya Argentaria SAAnnouncement

05/09/2025 07:02

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RNS Number : 1211Y  Banco Bilbao Vizcaya Argentaria SA  04 September 2025

Banco Bilbao Vizcaya Argentaria, S.A. ("BBVA"), in compliance with the
Securities Market legislation, hereby communicates the following:

 

OTHER RELEVANT INFORMATION

 

In relation to the voluntary tender offer launched by BBVA for the entire
share capital of Banco de Sabadell, S.A. (the "Offer"), whose prior
announcement was published as inside information on May 9, 2024 (with
registration number 2241) and whose request for authorization was submitted to
the Spanish Securities Market Commission (CNMV) on May 24, 2024, BBVA informs
that:

The U.S. Securities and Exchange Commission (SEC) has granted relief to BBVA
in respect of three matters to align certain time-related requirements set
forth in the legislation that regulates public offerings in Spain and the
United States.

The three matters in respect of which relief has been granted, permit BBVA, as
will be described in the prospectus to make compatible certain time-related
requirements set forth in the U.S. regulation and those set forth in the
Spanish regulation, with respect to: (i) the entry into force of the US
prospectus, (ii) the possibility of waiving the minimum acceptance condition
on the terms set forth in Royal Decree 1066/2007 on Takeover Bids, and (iii)
any adjustment to the Offer consideration resulting from the potential payment
by Banco de Sabadell, S.A. of a dividend during the acceptance period.

The SEC letter granting the aforementioned relief is available on the SEC
webpage at this link
(https://www.sec.gov/rules-regulations/no-action-interpretive-exemptive-letters/division-corporation-finance-no-action/bbva-090225)
.

 

 

Madrid, September 4, 2025

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