Category Archives: News, Deals & Cases

USD 1 bn Additional Tier 1 (AT1) Notes with Equity Conversion Feature Issued by UBS Group AG 

On 12 February 2024, UBS Group AG successfully completed its offering of USD 1 bn AT1 Notes. The Notes are eligible to fulfill UBS Group AG’s Swiss going concern requirements. While the Notes are initially subject to write-down upon occurrence of a “Trigger Event” or a “Viability Event”, the terms of the Notes provide that, following approval of a minimum amount of conversion capital by UBS Group AG’s shareholders, upon occurrence of such an event, the Notes will be converted into ordinary shares of UBS Group AG rather than be subject to write-down. The Notes are governed by Swiss law and have been provisionally admitted to trading on the SIX Swiss Exchange.

Kinarus Therapeutics Holding AG in Liquidation reverse takeover (RTO) transaction with Curatis AG

On 29 January 2024, Kinarus Therapeutics Holding AG in liquidation (Kinarus) announced that it has entered into a transaction agreement (Transaction Agreement) with Curatis AG (Curatis) regarding a contemplated combination transaction. Curatis is a privately owned specialty pharmaceutical company focusing predominantly on orphan/ultra-orphan diseases and specialty care diseases. Under the terms of the Transaction Agreement, shareholders of Curatis shall exchange each outstanding Curatis share into one newly issued Kinarus share, whereby the consideration consists of approx.

Sale of Operations by Evolva Holding to Lallemand

Following the approval by its shareholders on 28 December 2023, Swiss listed biotech group Evolva sold its operating subsidiary Evolva AG to Danstar Ferment AG, a Swiss affiliate of Lallemand Inc. Evolva Holding SA will seek a delisting of its shares from SIX Swiss Exchange and will commence a dissolution and liquidation of the company.

CHF 600 million Inaugural Bonds Issuance by Barry Callebaut

Barry Callebaut issued CHF 600 million of bonds in two tranches of CHF 225 million with a coupon of 1.95% due in 2028 and CHF 375 million with a coupon of 2.3% maturing in 2032.

CHF 600 million Green Bonds Issued by Volkswagen Financial Services N.V.

Volkswagen Financial Services N.V. (VW) issued two green bonds (CHF 300 million 2.2075% due 2027 and CHF 300 million 2.4925% due 2030) under the lead management of BNP Paribas (Suisse) SA, Commerzbank and Deutsche Bank. This issuance is said to be the largest CHF bond issuance by a foreign corporate issuer since 2021. The net proceeds are to be used to finance and/or refinance eligible “green projects” in connection with vehicles with zero exhaust emissions within the meaning of the “Green Finance Framework” (GFF) of the Volkswagen Financial Services AG Group dated August 2023.

EUR 1.25 bn Callable Senior Notes Issuance under Senior Debt Programme by UBS Group AG

On 8 and 9 January 2024, respectively, UBS Group AG successfully completed its issuance of USD 1.75 bn in aggregate principal amount of Fixed Rate/Fixed Rate Callable Senior Notes due February 2030 and USD 2.25 bn in aggregate principal amount of Fixed Rate/Fixed Rate Callable Senior Notes due February 2035 as well as EUR 1.25 bn in aggregate principal amount of 4.125 per cent. Fixed Rate/Fixed Rate Callable Senior Notes due June 2033 under its Senior Debt Programme. The Notes are bail-inable (TLAC) bonds that are eligible to count towards UBS Group AG’s Swiss gone concern requirement. The Notes are governed by Swiss law and have been provisionally admitted to trading on the SIX Swiss Exchange.

Share Offering by AC Immune

AC Immune SA (Nasdaq: ACIU) completed an underwritten offering of 14.3 million of its common shares at a price of USD 3.50 per share. The gross proceeds from the offering, before deducting the underwriting discounts and commissions and other offering expenses, amounted to approximately USD 50.1 million.

EUR 1.5 bn Bonds Issuance by Roche

On 4 December 2023, Roche Finance Europe B.V. issued EUR 1.5 bn Bonds guaranteed by Roche Holding Ltd. The transaction consists of a EUR 600 m tranche due December 2027 and a EUR 900 m tranche due December 2036. The bonds will be listed on the SIX Swiss Exchange and have been admitted to trading on the Open Market of the Frankfurt Stock Exchange.

GDR Offering and Listing on SIX Swiss Exchange by Shenzhen Senior Technology Material Co., Ltd

Shenzhen Senior Technology Material, whose A Shares are listed on Shenzhen Stock Exchange, sold 12,684,800 GDRs representing five A-Shares each at an offer price of USD 9.46, raising gross proceeds of approximately USD 120.0 million from the offering. Trading in the GDRs on SIX Swiss Exchange commenced on 18 December 2023.

Acquisition of R&S Group by VT5 and Listing on SIXSwiss Exchange

On 13 December 2023, the Swiss SPAC VT5 Acquisition Company AG completed its De-SPAC transaction. On that date, it closed the acquisition of R&S Group, completed an offering of new and redeemed shares, and had its first day of trading on SIX Swiss Exchange as the newly renamed company R&S Group Holding AG.