Author Archives: CapLaw

Acquisition of Medpex’s e-commerce activities by Zur Rose Group

On 18 October 2018, Zur Rose Group AG, Europe’s leading e-commerce pharmacy which is listed on SIX Swiss Exchange, announced that it is acquiring the e-commerce activities of Germany’s third largest online pharmacy medpex. The transaction was subject to regulatory clearances and closed on 4 January 2019.

Santhera Pharmaceuticals Holding Placement of Shares

Santhera Pharmaceuticals Holding AG (Santhera) placed 3,133,334 new shares at an offer price of CHF 7.50 per share. The shares were placed by way of an accelerated bookbuilding procedure in a public offering in Switzerland, in private placements outside of the United States and Switzerland and in private placements within the United States to qualified institutional buyers. The shares were issued under exclusion of the existing shareholders’ subscription rights through an ordinary capital increase resolved by an extraordinary shareholders’ meeting.

Rights Offering of Kuros Biosciences

On 18 December 2018, Kuros Biosciences, a life science company focusing on the development and marketing of orthobiologics, completed a capital increase by way of a rights offering to its shareholders in the amount of approximately CHF 16.1 million. 34.6% of the shareholders of Kuros Biosciences exercised their subscription rights in the rights offering. The remaining new shares not subscribed were placed in the market. The offer price was set at CHF 2.50 per share.

Mirabaud, Octavian and Helvetische Bank acted as Managers.

Note from the Editors

The new Swiss Financial Services Act (FinSA) and Financial Institutions Act (FinIA) were enacted by the Swiss Parliament in June 2018, and are currently expected to enter into effect on 1 January 2020. While the FinSA introduces uniform prospectus rules generally applicable to all offerings of securities in Switzerland and comprehensive rules of conduct for providers rendering financial services in Switzerland, the FinIA introduces the prudential supervision of all financial services providers operating a portfolio or asset management business in Switzerland and uniform licensing requirements for financial intermediaries other than banks and insurance companies. With drafts of the implementing ordinances to the FinSA and FinIA having just been published, we deem it the right time to provide you with an update on this new legislation and a first assessment of the draft implementing provisions.

The editors.

ARYZTA completed a rights offering in the amount of approximately CHF 900 million

On 19 November 2018, ARYZTA, a global food business with a leadership position in speciality bakery, completed a capital increase by way of a rights offering structured as a volume underwriting in the amount of approximately CHF 900 million.

Amun issues cryptocurrency-linked Exchange Traded Products

On 13 November 2018, Amun AG, a Zug-based special purpose issuance vehicle of the fintech group Amun, successfully registered its issuance program for the issuance of Exchange Traded Products (ETP) on the SIX Swiss Exchange.

Zur Rose Group completed a rights offering in the amount of approximately CHF 190 million

On 29 November 2018, Zur Rose Group AG, Europe’s largest online pharmacy and one of the leading medical wholesalers in Switzerland, completed its rights issue to support the financing of the medpex acquisition as well as other organic growth initiatives.

Finanz ’19

(Die 21. Finanzmesse für professionelle Anleger)

22-23 January 2019, Zurich

Seminar: 16th Zurich Stock Corporation Conference

(16. Zürcher Aktienrechtstagung)

5 March 2019, Zurich

Seminar: FinTech 4.0

(Das FINternet)

28 March 2019, Metropol Zürich