- Amended Statement of Ownership (SC 13G/A)
February 11 2011 - 6:05AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Banco Bilbao Vizcaya Argentaria, S.A.
(Name of Issuer)
Ordinary Shares, nominal value 0.49 per share
(Title of Class of Securities)
December 31, 2010
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o
Rule 13d-1(b)
þ
Rule 13d-1(c)
o
Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on
this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page.
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The information required in the remainder of this cover page shall not be deemed to be filed for
the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to
the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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1
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NAME OF REPORTING PERSON
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Mr. Manuel Jove Capellán
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Spain
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5
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SOLE VOTING POWER
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NUMBER OF
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227,553,840
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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227,553,840
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WITH:
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8
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SHARED DISPOSITIVE POWER
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-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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227,553,840
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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5.06%
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12
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TYPE OF REPORTING PERSON
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IN
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1
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NAME OF REPORTING PERSON
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Inveravante Inversiones Universales, S.L.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
o
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(b)
o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Spain
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5
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SOLE VOTING POWER
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NUMBER OF
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227,553,840
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SHARES
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6
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SHARED VOTING POWER
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BENEFICIALLY
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OWNED BY
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-0-
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EACH
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7
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SOLE DISPOSITIVE POWER
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REPORTING
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PERSON
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227,553,840
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WITH:
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8
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SHARED DISPOSITIVE POWER
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-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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227,553,840
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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o
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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5.06%
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12
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TYPE OF REPORTING PERSON
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OO
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TABLE OF CONTENTS
Item 1(a). Name of Issuer:
Banco Bilbao Vizcaya Argentaria, S.A. (
BBVA
)
Item 1(b). Address of Issuers Principal Executive Offices:
Plaza de San Nicolas 4
48005 Bilbao, Spain
Item 2(a). Name of Person(s) Filing:
Mr. Manuel Jove Capellán
Inveravante Inversiones Universales, S.L., f/k/a IAGA Gestión de Inversiones, S.L. (
Inveravante
)
Mr. Manuel Jove Capellán owns 99.95% of Inveravante.
Item 2(b). Address of Principal Business Office:
Mr. Manuel Jove Capellán
Avenida Linares Rivas, No. 1, Bajo Entreplanta
15005 A Coruña
Spain
Inveravante Inversiones Universales, S.L.
Avenida Linares Rivas, No. 1, Bajo Entreplanta
15005 A Coruña
Spain
Item 2(c). Citizenship or Place of Organization:
Mr. Manuel Jove Capellán is a citizen of Spain.
Inveravante is a limited liability company organized under the laws of Spain.
Item 2(d). Title of Class of Securities:
Ordinary Shares, nominal value 0.49 per share
Item 2(e). CUSIP Number:
05959110
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Item 3.
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If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check
whether the person filing is a:
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(a)
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o
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A broker or dealer under Section 15 of the 1934 Act
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(b)
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o
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A bank as defined in Section 3(a)(6) of the 1934 Act
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(c)
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o
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An insurance company as defined in Section 3(a) (19) of the 1934 Act
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(d)
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o
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An investment company registered under Section 8 of the
Investment Company Act of 1940
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(e)
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o
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An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E)
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(f)
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o
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An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)
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(g)
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o
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A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)
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(h)
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o
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act
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(i)
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o
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A church plan that is excluded from the definition of investment
Company under Section 3(c)(14) of the Investment Company Act of 1940
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(j)
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o
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A group, in accordance with Rule 13d-1(b)(1)(ii)(J)
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Item 4. Ownership
(a)
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Amount Beneficially Owned:
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See Item 9 of cover pages.
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(b)
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Percent of Class:
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See Item 11 of cover pages.
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(c)
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Number of shares as to which the person has:
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(i) sole power to vote or to direct the vote
(ii) shared power to vote or to direct the vote
(iii) sole power to dispose or to direct the disposition
(iv) shared power to dispose or to direct the disposition
See Items 5-8 of cover pages.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following
o
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Item 6. Ownership of More than Five Percent on Behalf of Another Person
224,326,041 of Inveravantes shares are pledged to secure
certain loans pursuant to several Pledges Over Securities (the
Pledge Agreements) among Inveravante and the following
entities: (i) UBS Limited; (ii) BNP Paribas; (iii) Banco Pastor;
(iv) J.P. Morgan International Bank Limited, Brussels Branch; (v)
Morgan Stanley & Co. International plc; and (vi) Citigroup Global
Markets Limited, not entered into with the purpose nor with the
effect of changing or influencing the control of BBVA, nor in
connection with any transaction having such purpose or effect.
Such shares are owned solely by Inveravante and are not held for
the benefit of or on behalf of any other person. The Pledge
Agreements do not grant to any of the banks mentioned in clauses
(i) to (vi) above the power to vote or to direct the vote of the
pledged securities or, prior to default, the power to dispose or
direct disposition of the pledged securities.
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Item 7.
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Identification and Classification of the Subsidiary which
Acquired the Security being Reported on by the Parent Holding
Company or Control Person
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Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
o
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are
held in the ordinary course of business and were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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þ
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By signing below I hereby certify that, to the best of my
knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.
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After reasonable inquiry and to the best of the undersigneds knowledge and belief, the undersigned
hereby certifies that the information set forth in this statement is true, complete and correct.
Dated: February 10, 2011
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Mr. Manuel Jove Capellán
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By:
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/s/ Mr. Manuel Jove Capellán
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Name: Mr. Manuel Jove Capellán
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Title: Authorized Signatory
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Inveravante Inversiones Universales, S.L.
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By:
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/s/ Mr. Manuel Jove Capellán
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Name: Mr. Manuel Jove Capellán
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Title: Authorized Signatory
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