sc13gza

0000950123-11-012187.txt : 20110211 0000950123-11-012187.hdr.sgml : 20110211 20110210211817 ACCESSION NUMBER: 0000950123-11-012187 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110211 DATE AS OF CHANGE: 20110210 GROUP MEMBERS: INVERAVANTE INVERSIONES UNIVERSALES, S.L. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Jove Capellan Manuel CENTRAL INDEX KEY: 0001414291 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: AVENIDA LINARES RIVAS, NO. 1 STREET 2: BAJO-ENTREPLANTA, CITY: A CORU?A STATE: U3 ZIP: 15005 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BANCO BILBAO VIZCAYA ARGENTARIA, S.A. CENTRAL INDEX KEY: 0000842180 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83170 FILM NUMBER: 11594705 BUSINESS ADDRESS: STREET 1: PASEO DE LA CASTELLANA, 81 CITY: MADRID STATE: U3 ZIP: 28046 BUSINESS PHONE: 011 34 91 537 8172 MAIL ADDRESS: STREET 1: PASEO DE LA CASTELLANA, 81 CITY: MADRID STATE: U3 ZIP: 28046 FORMER COMPANY: FORMER CONFORMED NAME: BANCO BILBAO VIZCAYA ARGENTARIA S A DATE OF NAME CHANGE: 20000505 FORMER COMPANY: FORMER CONFORMED NAME: BANCO BILBAO VIZCAYA S A DATE OF NAME CHANGE: 19991103 SC 13G/A 1 y04543sc13gza.htm SC 13G/A sc13gza

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)

05959110

(CUSIP Number)

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)

The remainder of this cover page shall be filled out for a reporting person’s 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.

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).


CUSIP No.		05959110


1	NAME OF REPORTING PERSON
	Mr. Manuel Jove Capellán

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Spain

		5	SOLE VOTING POWER

NUMBER OF			227,553,840

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			-0-

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			227,553,840

WITH:		8	SHARED DISPOSITIVE POWER

			-0-

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	227,553,840

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	5.06%

12	TYPE OF REPORTING PERSON

	IN


CUSIP No.		05959110


1	NAME OF REPORTING PERSON
	Inveravante Inversiones Universales, S.L.

2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) o
	(b) o

3	SEC USE ONLY



4	CITIZENSHIP OR PLACE OF ORGANIZATION

	Spain

		5	SOLE VOTING POWER

NUMBER OF			227,553,840

SHARES		6	SHARED VOTING POWER
BENEFICIALLY
OWNED BY			-0-

EACH		7	SOLE DISPOSITIVE POWER
REPORTING
PERSON			227,553,840

WITH:		8	SHARED DISPOSITIVE POWER

			-0-

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

	227,553,840

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

	o

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

	5.06%

12	TYPE OF REPORTING PERSON

	OO

TABLE OF CONTENTS


	Item 1(a). Name of Issuer
	Item 1(b). Address of Issuer’s Principal Executive Offices
	Item 2(a). Name of Person(s) Filing
	Item 2(b). Address of Principal Business Office
	Item 2(c). Citizenship or Place of Organization
	Item 2(d). Title of Class of Securities
	Item 2(e). CUSIP Number
	Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a
	Item 4. Ownership
	Item 5. Ownership of Five Percent or Less of a Class
	Item 6. Ownership of More than Five Percent on Behalf of Another Person
	Item 7. Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person
	Item 8. Identification and Classification of Members of the Group
	Item 9. Notice of Dissolution of Group
	Item 10. Certification
EX-99.A

Item 1(a). Name of Issuer:

Banco Bilbao Vizcaya Argentaria, S.A. ( “BBVA” )

Item 1(b). Address of Issuer’s 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


Item 3.		If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:


(a)	o	A broker or dealer under Section 15 of the 1934 Act

(b)	o	A bank as defined in Section 3(a)(6) of the 1934 Act

(c)	o	An insurance company as defined in Section 3(a) (19) of the 1934 Act

(d)	o	An investment company registered under Section 8 of the Investment Company Act of 1940

(e)	o	An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E)

(f)	o	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F)

(g)	o	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G)

(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act

(i)	o	A church plan that is excluded from the definition of investment Company under Section 3(c)(14) of the Investment Company Act of 1940


(j)		o		A group, in accordance with Rule 13d-1(b)(1)(ii)(J)

Item 4. Ownership

(a)		Amount Beneficially Owned:

		See Item 9 of cover pages.

(b)		Percent of Class:

		See Item 11 of cover pages.

(c)		Number of shares as to which the person has:

(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 .

Item 6. Ownership of More than Five Percent on Behalf of Another Person

224,326,041 of Inveravante’s 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.


Item 7.		Identification and Classification of the Subsidiary which Acquired the Security being Reported on by the Parent Holding Company or Control Person

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		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.

þ		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.

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.

Dated: February 10, 2011


Mr. Manuel Jove Capellán

By:		/s/ Mr. Manuel Jove Capellán
		Name: Mr. Manuel Jove Capellán
		Title: Authorized Signatory


Inveravante Inversiones Universales, S.L.

By:		/s/ Mr. Manuel Jove Capellán
		Name: Mr. Manuel Jove Capellán
		Title: Authorized Signatory

EX-99.A 2 y04543exv99wa.htm EX-99.A exv99wa

EXHIBIT A — JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) (1) under the Securities Exchange Act of 1934, as amended, on behalf of each such person.

Dated: February 10, 2011


Mr. Manuel Jove Capellán

By:		/s/ Mr. Manuel Jove Capellán
		Name: Mr. Manuel Jove Capellán
		Title: Authorized Signatory


Inveravante Inversiones Universales, S.L

By:		/s/ Mr. Manuel Jove Capellán
		Name: Mr. Manuel Jove Capellán
		Title: Authorized Signatory

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