Gesellschaftsrecht / M&A

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Arbeitsrecht und Vergütung für Führungskräfte

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Homburger News

Homburger and Vencora and Constellation Software Inc.

On November 16, 2023, Vencora UK Limited, an indirect subsidiary of Volaris Group Inc. and Constellation Software Inc. (CSI), a Canadian-based international provider of software and services (TSX: CSU), and Crealogix Holding AG, a Swiss-based global leader in digital banking technology (SIX: CLXN), jointly announced that they have entered into a definitive transaction agreement, under which Vencora agreed to submit an all-cash public tender offer to acquire all publicly held registered shares of Crealogix for CHF 60 per share, for an aggregate equity value for Crealogix of approximately CHF 84 m. Vencora published its pre-announcement of the offer today. Certain shareholders of Crealogix have concurrently entered into a share purchase agreement with Vencora for the sale of a total of 51.66% of all shares in Crealogix to Vencora.
The offer and the share purchase agreement with the selling shareholders are conditional upon the receipt of regulatory clearances in certain jurisdictions and other customary conditions.
Homburger AG advises Vencora and CSI on the transaction. The Homburger team is led by Daniel Hasler (Corporate / M&amp;A) and comprises Micha Fankhauser, Carlo Sulser, Léonard Aeschlimann Perales, Oliver Kneubühl, Thierry Burckhardt, Héloïse De Jamblinne, Aron Belegu, Thomas Waidacher, Jana Waldvogel and Sabrina Vieli (all Corporate / M&amp;A), Manuel Baschung (Financing and Investment Products), Richard Stäuber and Christoph Grüninger (both Competition, Regulatory), Joel Fink (IP / IT) and Giulia Menegon (Employment and Executive Compensation).

Homburger advises Vencora UK Limited, an indirect subsidiary of Volaris Group Inc. and Constellation Software Inc., with respect to its announced public tender offer for all publicly held shares of Crealogix Holding AG

Healthcare / Life Sciences

Steuern

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Homburger and TOLREMO therapeutics

On September 20, 2023, TOLREMO therapeutics AG announced that it has completed its Series A financing, bringing the total amount raised to USD 39 m (CHF 34.1 m). BioMedPartners AG led the round with participation from a new investor, Pierre Fabre Invest, as well as existing investors.
TOLREMO&#8217;s mission is to stop non-genetic cancer drug resistance as it emerges by dismantling cancer&#8217;s earliest defenses to targeted therapies, thus surmounting a universal challenge for current and future targeted treatments.
The Homburger team was led by Dieter Gericke and Margrit Marti and comprised Francesco Bernasconi, Stefan Luginbühl, Thierry Burckhardt and Claudine Schär (all Corporate / M&amp;A; Healthcare / Life Sciences) as well as Stefan Oesterhelt (Tax).

Homburger advised TOLREMO therapeutics AG on the extension of its Series A financing round

Kapitalmarkt

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Share-Image Teamplate Deals-and-Cases

On June 13, 2023, Bunge Limited (NYSE: BG) («Bunge») announced it has entered into a definitive agreement with Viterra Limited, a private company limited by shares incorporated under the laws of Jersey («Viterra»), together with certain affiliates of Glencore PLC (LSE: GLEN) («Glencore»), Canada Pension Plan Investment Board («CPP Investments») and British Columbia Investment Management Corporation («BCI»), to merge with Viterra in a stock and cash transaction. The merger of Bunge and Viterra will create an innovative global agribusiness company well positioned to meet the demands of increasingly complex markets and better serve farmers and end-customers.
Under the terms of the agreement, which was unanimously approved by the Boards of Directors of Bunge and Viterra, Viterra shareholders would receive approximately 65.6 million shares of Bunge stock, with an aggregate value of approximately $6.2 bn, and approximately $2.0 bn in cash, representing a consideration mix of approximately 75% Bunge stock and 25% cash. As part of the transaction, Bunge will assume $9.8 bn of Viterra debt, which is associated with approximately $9.0 bn of highly-liquid Readily Marketable Inventories.
Homburger has been advising Bunge on Swiss law matters. The Homburger team was led by David Oser (Corporate / M&amp;A; Capital Markets) and comprised Thierry Burckhardt (Corporate / M&amp;A; Capital Markets), Stefan Oesterhelt and Laetitia Fracheboud (both Tax).

Thierry
Burckhardt

Homburger advises Vencora UK Limited, an indirect subsidiary of Volaris Group Inc. and Constellation Software Inc., with respect to its announced public tender offer for all publicly held shares of Crealogix Holding AG

Homburger advised TOLREMO therapeutics AG on the extension of its Series A financing round

Homburger advised Bunge on its business combination with Viterra

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Thierry Burckhardt

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ThierryBurckhardt

Homburger advises Vencora UK Limited, an indirect subsidiary of Volaris Group Inc. and Constellation Software Inc., with respect to its announced public tender offer for all publicly held shares of Crealogix Holding AG

Homburger advised TOLREMO therapeutics AG on the extension of its Series A financing round

Homburger advised Bunge on its business combination with Viterra

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Thierry Burckhardt

Karriere

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Thierry
Burckhardt