• Banca.CaixaBank and Bankia prepare an imminent merger

  • Sector.Bankia and CaixaBank, a strategic merger to survive

The merger of CaixaBank and Bankia today faces a crucial appointment with the holding of their respective boards of directors to analyze the integration proposal of both entities and discuss the latest issues before giving the green light to the process from which

the largest bank in Spain will emerge


The two entities convened their directors yesterday, once the analysis of the financial situation of each of them was concluded and with the positions already very close in most of the key issues.

The councils will address the

price and the exchange equation

between both groups, that is, what weight each will have in the new entity, which have been two of the points that have generated the most friction during the negotiation.

The La Caixa Foundation - CaixaBank's main shareholder through Criteria - had established as a red line not to drop below 30% of participation in order to preserve its commercial structure and the tax benefits it has.

Bankia, for its part, was trying to get a price that would allow it to maximize the value of the public participation and minimize losses as much as possible.

The other issue on the table concerns the highest corporate governance body of the company.

Sources familiar with the negotiations have confirmed to


that there will be a total of

15 directors

, among whom will be Gonzalo Gortázar, CEO of CaixaBank and future CEO of the new superbank;

José Ignacio Goirigolzarri, current president of Bankia and future president of the new entity;

at least one representative of the Fund for Orderly Bank Restructuring (Frob) and six other independent directors.

Trading weeks

The teams of both entities intensified their contacts in recent days as a result of the discrepancies that arose precisely because of the price.

These differences caused, in fact, that the call of today's councils has been delayed with respect to the dates that were initially handled.

However, the interest on both sides in successfully completing the ongoing merger has eased tensions.

The Vice President of Economic Affairs, Nadia Calviño, on behalf of Bankia, and the president of the La Caixa Foundation, Isidro Fainé, on behalf of CaixaBank, have been involved until the last moment in the negotiations.

Other issues have been less troublesome.

Thus, the new


will operate under the CaixaBank brand

and its headquarters will be located in Valencia.

The entity will have assets worth more than 664,000 million euros and some 6,700 branches.

The beginning of the negotiations began discreetly before the summer, after being authorized by both boards, which for their advice hired investment banks (Morgan Stanley in the case of CaixaBank and Rotschild in the case of Bankia), consultants (Deloitte and EY , respectively) and legal advisers (Uría Menéndez and Garrigues, respectively).

After this Thursday's meeting, the boards of directors must call their respective extraordinary shareholders' meetings.

Said call must be made at least one month in advance, so in the best of cases the shareholders would give their approval to the operation at the end of October.

According to the criteria of The Trust Project

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