Deals & Cases
On August 14, 2019, Credit Suisse Group AG (CSG) launched, and on August 21, 2019, CSG successfully completed, the issuance of USD 1.75 bn 6.375 per cent. Perpetual Tier 1 Contingent Write-down Capital Notes (the Notes). The Notes are "high trigger" regulatory capital instruments that are eligible to fulfill CSG's Swiss going concern requirements.
The Notes feature a full contractual write-down if (among other events) CSG's consolidated common equity tier 1 capital falls below 7 per cent. of its consolidated risk weighted assets (a so-called "Contingency Event"). This means that, in the case of the occurrence of a Contingency Event, the Notes will be fully written-down prior to, or at the latest concurrently with, CSG's other outstanding (high-trigger and low-trigger) regulatory capital write-down instruments. Since the Notes are eligible to fulfill Swiss going concern requirements, they also qualify for an exemption from the Swiss withholding tax that would normally be applicable to bonds directly issued by the Swiss-domiciled CSG. The Notes are traded on the SIX Swiss Exchange.
Homburger advised Credit Suisse with respect to all aspects of Swiss law. The Homburger team was led by partner René Bösch (Capital Markets) and included partners Benjamin Leisinger (Capital Markets) and Dieter Grünblatt (Tax), as well as counsel Lee Saladino and associates Andreas Josuran, Andrea Ziswiler and Olivier Baum (all Capital Markets).
On August 20, 2019, KBL European Private Bankers S.A. (KBL epb), a pan-European private banking group headquartered in Luxembourg and operating in 50 cities across Europe, announced that it has entered into an agreement to acquire Bank am Bellevue AG (Bank), the wealth management business of the independent Swiss financial boutique Bellevue Group AG listed on the SIX Swiss Exchange.
The acquisition of the Bank – which currently employs 22 staff and manages some CHF 1.7 bn in assets – marks KBL epb’s return to Switzerland as part of its growth strategy, under the leadership of Jürg Zeltner, who was recently appointed Group CEO and member of the Board of Directors of KBL epb.
The Homburger team advising KBL epb in this transaction was led by partner Daniel Hasler (Corporate | M&A) and included partner Benjamin Leisinger (Banking and Finance), associates Nina Hagmann (Corporate | M&A), Michael Kottmann (Employment Law and Executive Compensation), Luca Dal Molin (IP | IT) and junior associates Michael Lüchinger (Corporate | M&A) and Michèle Reinhardt (Competition | Regulatory).
On August 6, 2019, Robert Bosch Venture Capital, the corporate venture capital company of the Bosch Group, announced that it had led a USD 17.5 m investment in Teralytics AG, together with Deutsche Bahn Digital Ventures, innogy Ventures, LBBW Venture Capital, Liil Ventures, Atomico and Lakestar. Teralytics is a Swiss software company that is building a platform to provide advanced mobility analytics powered by telecom network data. It uses proprietary artificial intelligence to extrapolate insights, anonymized and aggregated. This enables customers such as mobility providers, cities and transport services to understand, predict and improve people’s journeys.
Homburger has advised Robert Bosch Venture Capital in the investment.
The Homburger team was led by partners David Oser and Daniel Hasler and included associates Aron Waltuch and Olivier Bühlmann (all Corporate | M&A) as well as junior associate Isabelle Meier (IP | IT).
On August 13, 2019, UBS Group AG (the Issuer) successfully completed its issuance of USD 1.5 bn principal amount of bail-inable (TLAC) notes (the Notes) under its Senior Debt Programme. The Notes will be listed on the SIX Swiss Exchange.
The Notes are the first issuance of bail-inable (TLAC) notes under the Senior Debt Programme by UBS Group AG as Issuer. The Notes were also placed in the United States with QIBs in reliance on Rule 144A.
As with bail-inable (TLAC) notes previously issued by other UBS entities, the Notes are designed to allow FINMA to exercise its statutory resolution powers to write-down the Notes and|or convert them into equity of UBS Group AG should restructuring proceedings be opened with respect to UBS Group AG.
Structural subordination enables FINMA to fully or partially convert or write-down the Notes prior to the operating liabilities of the bank UBS AG.
Homburger advised UBS in the structuring of the transaction and on all regulatory and transactional aspects as to Swiss law of the offer, the issuance of the Notes and the listing on the SIX Swiss Exchange.
The Homburger team included partners Stefan Kramer (Banking and Finance | Capital Markets) and Stefan Oesterhelt (Tax), as well as associates Andreas Josuran and Andrea Ziswiler (both Banking and Finance | Capital Markets).
In June 2019, Credit Suisse (Schweiz) AG (Credit Suisse Schweiz) established its CHF 20 bn Covered Bond Programme irrevocably guaranteed as to payments of interest and principal by Credit Suisse (Schweiz) Hypotheken AG (the Programme), and on July 16, 2019, Credit Suisse Schweiz successfully completed its inaugural issuance of CHF 250 m 0.000% Fixed Rate Covered Bonds due 2029 thereunder. The Covered Bonds are indirectly backed by a portfolio of domestic mortgages originated by Credit Suisse Schweiz.
The Programme is the first Swiss law governed structured Covered Bond Programme of a Swiss G-SIB and it allows Credit Suisse Schweiz to further diversify its long-term funding sources.
Homburger advised Credit Suisse (Schweiz) AG as Issuer. The Homburger team was led by partner Stefan Kramer (Banking and Finance | Capital Markets) and included partners Benjamin Leisinger (Banking and Finance | Capital Markets) and Dieter Grünblatt (Tax) as well as associate David Borer (Banking and Finance).
On July 1, 2019, Smith & Nephew plc (LSE:SN, NYSE:SNN), the global medical technology business, announced the completion of the acquisition of Atracsys Sàrl, the Switzerland-based provider of optical tracking technology used in computer-assisted surgery. The acquisition supports Smith & Nephew’s long-term commitment to develop its multi-asset digital surgery and robotics ecosystem to empower surgeons and improve clinical outcomes.
Atracsys’ fusionTrack 500 optical tracking camera will be a core enabling technology for Smith & Nephew’s next-generation robotics platform, due for commercial release in 2020. The fusionTrack 500 offers superior measurement speed and latency performance, supporting reduced procedure times, as well as increased accuracy resulting in finer precision surgical tasks, such as bone cuts, compared to existing tracking technology.
Homburger provided Swiss law advice to Smith & Nephew in its acquisition of Atracsys Sàrl. The Homburger team was led by partner David Oser (Corporate | M&A) and included counsel Micha Fankhauser, associate Olivier Bühlmann (both Corporate | M&A), counsel Peter Müller and associate Laetitia Fracheboud (both Tax) as well as associate Carola Winzeler (IP | IT).
Milbank acted as international counsel to Smith & Nephew.
On July 9, 2019, ADC Therapeutics SA, an oncology drug discovery and development company that specializes in the development of Antibody Drug Conjugates (ADCs) targeting major cancers, announced that it had raised an aggregate of USD 103 m through a private placement of shares, bringing the total gross proceeds of its Series E financing round to USD 303 m.
Homburger advised ADC Therapeutics SA in this matter. The Homburger team is led by partner Dieter Gericke (Corporate | M&A) and included partner Reto Heuberger (Tax) as well as associates Daniel Häusermann and Anna Peter and junior associate Nicolas Eckert (all Corporate | M&A).
On July 3, 2019, Roche Holding Ltd, Roche Holdings, Inc. and Roche Finance Ltd entered into a Swiss law governed USD 7.5 bn revolving credit facility agreement arranged by and syndicated among twelve international banks, coordinated by Deutsche Bank.
The Homburger team was led by partner Jürg Frick (Banking and Finance) and included partner Stefan Oesterhelt (Tax) as well as associate Stefan Bindschedler (Banking and Finance) and paralegal Natascha Schäfler (Banking and Finance).
On July 1, 2019, it was announced that Novartis (SIX: NOVN) and Lonza (SIX: LONN) entered into a binding contractual commitment for the sale of a sterile drug product fill & finish facility of Novartis in Stein (Canton of Aargau) to Lonza. The management and operations teams will be retained and Lonza will manufacture for Novartis at the facility.
Homburger advises Novartis in this matter. The Homburger team is led by partner Marcel Dietrich (Real Estate) and includes counsel Peter Müller (Tax), associates Daniel Häusermann, Daniel Kuhn and Aron Waltuch (all Corporate | M&A), Luca Dal Molin (IP | IT), Stefan Gäumann (Real Estate), as well as junior associates Michael Lüchinger and Oriana Schöni (both Corporate | M&A). Associates Stefan Blunschi (Corporate | M&A), Irène Suter-Sieber and Jakob Steiner (both Employment Law and Executive Compensation) also contributed to the transaction.
On July 4, 2019, Amun AG (Amun), a Zug-based special purpose issuance vehicle of the fintech group Amun, successfully listed its sixth series of crypto-linked Exchange Traded Products (ETPs) on the SIX Swiss Exchange (Ticker: ABCH).
The underlying asset of this series is Bitcoin Cash. The underlying assets are held by or on behalf of Amun through an independent custodian and serve as a reference for the value of the ETPs. They collateralize the respective series on a 1:1 basis. The Bitcoin Cash serving as collateral are purchased on the open market or in direct purchases from designated primary sources of liquidity, including reputable authorized exchanges.
Homburger advised Amun with respect to all aspects of Swiss law. The Homburger team was led by partner Benjamin Leisinger (Capital Markets) and comprised associate Urs Meier and paralegal Ganna Goncharova (both Banking and Finance).