Santander acquires Banco Sabadell’TSB for €3.3B: advisors

Banco Santander has completed the acquisition of Banco Sabadell’s British subsidiary, TSB, for €3.3 billion, having obtained all the relevant supervisory and regulatory approvals. On this deal, Banco Santander was advised by A&O Shearman. Banco Sabadell was advised by Uría Menéndez. Freshfields advised Morgan Stanley and Goldman Sachs, financial advisers to Banco de Sabadell.

The purchase price was set at €3.05 billion when the transaction was agreed upon, representing a multiple of 1.5 times its book value. To this amount, as agreed, has been added the tangible net asset value (TNAV) generated by TSB through the closing of the transaction, which reached €242 million.

The transaction generates more than 400 basis points of capital gain of slightly above €300 million for Banco Sabadell, once all impacts arising from the transaction have been taken into account. As approved by Banco Sabadell’s EGM in August 2025, virtually all of the capital generated by the sale of TSB will be distributed as an extraordinary cash dividend of 50 cents per share.

The advisors

The A&O Shearman team was led by M&A partners Hugh Robinson, Inigo del Val, Jane Finlayson-Brown, Bob Penn, and David Weaver, supported by counsel Jean Price, Karishma Brahmbhatt, Laur Badin, senior associates Leticia Segarra-Osorio, Greg Talbot, Reka Palla, Joyce Xu and associate Andrew Pang.

Uría Menéndez’s team advising on this operation was composed of Javier Redonet (partner, capital markets); Carolina Albuerne (partner, M&A-private equity); Alfonso Ventoso (partner, capital markets); David López-Pombo (partner, tax); Antonio Guerra (partner, competition); Miguel Martínez-Gimeno (partner, public law); Alfonso Bernar (who left Uría Menéndez as of March 2026); Ramón Riera (associate, M&A-private equity).

Freshfields’ lawyers involved in the transaction were partner Ethan Klingsberg and counsel Lisa Cammer, both from the New York office; and associate Álvaro Luaces from Madrid, together with partner Armando Albarrán and senior associate Asís Martín de Cabiedes, who left the firm in March 2026.

Pictured, from left to right: Íñigo del Val, Javier Redonet, Carolina Albuerne, Álvaro Luaces

Glória Paiva

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