Corporate / M&A

Capital Markets

Financing and Investment Products

Employment and Executive Compensation

Dufry_bw

On February 3, 2023, Dufry AG (SIX: DUFN) announced that it successfully closed the transfer of the 50.3% stake in Autogrill S.p.A (XMIL: AGL) held by Edizione S.p.A (through a wholly owned subsidiary) to Dufry.
Dufry will launch a mandatory public exchange offer for the remaining Autogrill shares (excluding treasury shares) at the same terms as Edizione and with a cash alternative of EUR 6.33 per Autogrill share.
Dufry expects to complete the full transaction including the mandatory exchange offer settlement by the end of Q2 2023.
Homburger acts as transaction counsel to Dufry. The Homburger team comprises Andreas Müller, Frank Gerhard, Oliver Kneubühl and Carlo Sulser (all Corporate / M&amp;A; Capital Markets), Jürg Frick, Eduard De Zordi, Alexander Wherlock and Nathalie Scherrer (all Financing and Investment Products / Capital Markets), Dieter Grünblatt and Reto Heuberger (both Tax), and Nicole Hilpert and Angela Casey (Employment and Executive Compensation).

Homburger advises Dufry on the successful closing of its strategic combination with Autogrill

Regulatory

On July 11, 2022, Dufry AG (SIX: DUFN) announced to have reached an agreement with Edizione S.p.A. to join forces with Autogrill S.p.A. (XMIL: AGL) to create a new, integrated global Travel Experience player. The combined entity will serve over 2.3 bn passengers across all continents in around 5,500 outlets at around 1,200 airport and other locations.
Edizione S.p.A., through a wholly owned subsidiary, will transfer its entire stake of 50.3% in Autogrill to Dufry. As consideration therefor, Dufry will issue notes to Edizione mandatorily convertible into an aggregate of 30,663,329 newly issued Dufry shares, at an implied exchange ratio of 0.158 new Dufry shares for each Autogrill share. The closing of the transfer is subject to regulatory approvals, the approval by Dufry’s shareholders at the extraordinary general meeting, as well as other conditions. Following closing of the transfer, Dufry will launch a mandatory tender offer for the remaining Autogrill shares.
Edizione will ultimately become Dufry&#8217;s largest shareholder; the parties will enter into a long-term relationship agreement.
Homburger acts as transaction counsel to Dufry. The Homburger team comprises partner Andreas Müller, partner Frank Gerhard, lead associate Carlo Sulser, associates Oliver Kneubühl and Stefan Luginbühl, and junior associates Thomas Leu and Matthias Müller (all Corporate / M&amp;A; Capital Markets), counsel Eduard De Zordi and associate Olivier Baum (both Financing and Investment Products / Capital Markets), partners Dieter Grünblatt and Reto Heuberger (both Tax), and partner Mariella Orelli (Regulatory).

Homburger advises Dufry on the strategic combination with Autogrill

On May 6, 2022, Global Blue Group Holding AG (NYSE: GB and GB.WS) announced that CK Opportunities Fund I, LP, an investment fund co-managed by Certares Opportunities LLC and Knighthead Opportunities Capital Management, LLC, has agreed to invest USD 225 m in Global Blue Group Holding AG. The investment in the leading global provider of tax-free shopping and payments solutions for international travelers will be used to support its future growth plans.
Of the investment, USD 180 m is in series B preferred shares and USD 45 m is in common shares. The new series B preferred shares will be issued at a price of USD 8.50 per share and will carry a 5% annual pay-in-kind dividend and are convertible into approximately 21 m common shares on a one-for-one basis. The USD 45 m investment in common shares will be issued at USD 5.24, translating into approximately 9 m common shares.
Homburger acted as Swiss counsel to Certares Opportunities LLC and Knighthead Opportunities Capital Management, LLC. The Homburger team was led by partner Dieter Gericke and included lead associate Carlo Sulser, associates Francesco Bernasconi and Isabelle Cordey, as well as junior associates Benjamin Camavdic and Thomas Leu (all Corporate / M&amp;A and Capital Markets), partners Dieter Grünblatt and Reto Heuberger, and associates Kevin Müller and Philippe Weber (all Tax), and Patrik Dudar (Employment and Executive Compensation).

Homburger advised Certares Opportunities LLC and Knighthead Opportunities Capital Management, LLC on their USD 225 m equity investment in Global Blue Group Holding AG

Carlo
Sulser

Homburger advises Dufry on the successful closing of its strategic combination with Autogrill

Homburger advises Dufry on the strategic combination with Autogrill

Homburger advised Certares Opportunities LLC and Knighthead Opportunities Capital Management, LLC on their USD 225 m equity investment in Global Blue Group Holding AG

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Carlo Sulser

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CarloSulser

Homburger advises Dufry on the successful closing of its strategic combination with Autogrill

Homburger advises Dufry on the strategic combination with Autogrill

Homburger advised Certares Opportunities LLC and Knighthead Opportunities Capital Management, LLC on their USD 225 m equity investment in Global Blue Group Holding AG

Join the Team

Carlo Sulser

Career

Languages

Bar Registration

Teams

Carlo
Sulser