This is how the merger of CaixaBank and Bankia was forged

Shortly before the August holidays, the CEO of Bankia, José Sevilla, laid the first stone on a possible shared future for Bankia in the face of the pressing coronavirus crisis: “It is possible that all this context will generate a favorable breeding ground to see an additional consolidation process, ”said Sevilla, referring to the recession. “We are in favor of mergers if they make sense,” he said. The executive did not receive any response, at least in public. Three days later, the CEO of CaixaBank, Gonzalo Gortázar, ruled out any process of this type, unless some “opportunity” arises.

The tagline, which all bankers use every time they are asked about this question, has served Gortázar to justify, just 34 days later, the official announcement of the start of negotiations between CaixaBank and Bankia to merge.

To that long thirty days, another two weeks have been added, until last Tuesday the economic vice president, Nadia Calviño, and the president of the La Caixa Foundation – the organization that controls CaixaBank -, Isidro Fainé, closed the last fringes of absorption. Although the talks did not officially begin until September 3, it was actually during the month of August, with half of Spain on the beach, when both parties began, continued and advanced in what would be the gestation of the first bank in Spain.

Gortázar graphically explained this Friday, in the presence of Goirigolzarri, during the presentation of the operation in Valencia, the meaning of the operation: “To get married in difficult times it is important to choose the right partner.” Following this metaphor, it was Isidro Fainé who approached Minister Calviño to propose the great operation. The minister thus found a light at the end of a tunnel that had become a hot potato for the government in power. Also for this one, the coalition one, with United We Can claim the conversion of Bankia into an eminently public bank.

The negotiations and the crossing of documents then began to star in the airlift between Barcelona and Madrid. Virtually no one in the government knew about it, except for President Pedro Sánchez and his close associates, according to sources from Moncloa.

The conference took place in August with the exchange of documentation. All the sources consulted coincide in pointing out the role played by the CEO of Bankia, José Sevilla, during the negotiation process between both groups. Although he will eventually be left out of the board of the new entity, he has a managerial position reserved.

The operation was so on track that on August 25 the boards of directors of the two banks met. The merger was closer. But the worst remained: the details, the fringes, the edges …

On September 3, at midnight, the CNMV received the relevant events in which the merger was made official. Since then, the teams led by Gortázar and Goirigolzarri continued working.

But they were missing some of depth that made intervene not only Calviño but the vice president of the ECB, Luis de Guindos. The State wanted a stake that did not drop below 15%. And that desire had to be combined with the 30% floor required by the la Caixa Foundation. To square the circle, De Guindos allowed CriteriaCaixa – the Foundation’s investment arm – to raise its ownership in CaixaBank to 41% now, and later to stand at 30%. Another hot spot unblocked.

The meetings between Calviño and Fainé, in Madrid, this week have completed the process. Economy ensures “the best of possible options” for the future of Bankia. CaixaBank manages to extend its leadership position throughout Spain and, incidentally, alleviate the pressure of political independence with this purely financial integration.

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