Welcome to CapLaw
CapLaw is a digital newsletter with international reach established and led by the General Editors. We provide up-to-date information on legal and regulatory developments regarding the capital markets, publish concise articles on developments in the Swiss and international financial markets, and announce recent deals and forthcoming events. CapLaw is addressed to all Swiss and international lawyers, in-house counsel, financial institutions and corporates, as well as those who are interested in the Swiss capital markets.
The General Editors
René Bösch, Homburger AG
Matthias Courvoisier, Baker McKenzie Switzerland AG
Benjamin Leisinger, Homburger AG
Ralph Malacrida, Bär & Karrer AG
Nina Reiser, University of St.Gallen
Thomas Reutter, Advestra AG
Patrick Schleiffer, Lenz & Staehelin
Philippe A. Weber, Niederer Kraft & Frey AG
Thomas Werlen, Quinn Emanuel Urquhart & Sullivan, LLP
CapLaw Themes
- FinSA (FIDLEG) (32)
- FinIA (FINIG) (11)
- Insurance (8)
- Securities (95)
- Regulatory (128)
- Takeover (19)
- Derivatives (7)
- News, Deals & Cases (467)
- Events (150)
- Other Areas (8)
CapLaw PDF Archive
-
Read more: CHF 489 million Rights Offering by Luzerner Kantonalbank
CHF 489 million Rights Offering by Luzerner Kantonalbank
In May 2023, Luzerner Kantonalbank AG (SIX: LUKN) announced that it had successfully closed its rights offering, raising gross proceeds of CHF 489 million. As part of the transaction, existing shareholders of Luzerner Kantonalbank were offered rights to subscribe for new shares at an offer price of CHF 69.00 per new share. New shares in…
Reference: CapLaw-2023-30 -
Read more: Liontrust Asset Management plc Public Exchange Offer for GAM Holding AG
Liontrust Asset Management plc Public Exchange Offer for GAM Holding AG
In May 2023, GAM Holding AG announced that it had entered into an agreement with Liontrust Asset Management plc relating to the launch by of a public exchange offer for all publicly held shares in GAM at a consideration of 0.0589 Liontrust shares per share of GAM Holding AG. The prospectus for the exchange offer…
Reference: CapLaw-2023-31 -
Read more: Ironwood Pharmaceuticals, Inc. Public Cash Tender Offer for VectivBio Holding AG
Ironwood Pharmaceuticals, Inc. Public Cash Tender Offer for VectivBio Holding AG
In May 2023, Ironwood Pharmaceuticals, Inc. (Nasdaq: IRWD) and VectivBio Holding AG (Nasdaq: VECT) announced that they had entered into an agreement for Ironwood Pharmaceuticals to launch an all-cash public tender offer to acquire all outstanding shares in VectivBio Holding AG for USD 17.00 per share. The offer was successfully completed on 29 June 2023.
Reference: CapLaw-2023-32 -
Read more: CHF 460 million Issuance of Senior Notes under its Euro Note Programme by UBS AG
CHF 460 million Issuance of Senior Notes under its Euro Note Programme by UBS AG
In May 2023, UBS AG, acting through its London branch, successfully completed its issuance of (i) CHF 310 million aggregate principal amount of 2.385 per cent. Notes due 2025, and (ii) CHF 150 million aggregate principal amount of 2.550 per cent. Notes due 2029, in each case under its Euro Note Programme.
Reference: CapLaw-2023-33 -
Read more: EUR 500 Million Issuance of Bail-In Bonds by Raiffeisen USD 105 million Offering of GDR and Listing on SIX Swiss Exchange by Kunshan Dongwei Technology Co., Ltd.
EUR 500 Million Issuance of Bail-In Bonds by Raiffeisen USD 105 million Offering of GDR and Listing on SIX Swiss Exchange by Kunshan Dongwei Technology Co., Ltd.
In June 2023, Kunshan Dongwei Technology Co., Ltd. whose A Shares are listed on Shanghai Stock Exchange, sold 5,888,000 GDRs representing two A-Shares each at an offer price of USD 17.80, raising gross proceeds of approximately USD 105.0 million from the offering. Trading in the GDRs on SIX Swiss Exchange commenced on 13 June 2023.
Reference: CapLaw-2023-34 -
Read more: Reverse Share Split by Santhera
Reverse Share Split by Santhera
In July 2023, Santhera Pharmaceuticals Holding AG (SIX: SANN) completed a 10:1 reverse split of its shares, which had been approved by the shareholders on June 27, 2023, with the listing and first day of trading of the post-split shares on the SIX Swiss Exchange.
Reference: CapLaw-2023-35 -
Read more: USD 582.5 million Offering of GDR and Listing on SIX Swiss Exchange by Zhejiang Huayou Cobalt Co., Ltd.
USD 582.5 million Offering of GDR and Listing on SIX Swiss Exchange by Zhejiang Huayou Cobalt Co., Ltd.
In July 2023, Zhejiang Huayou Cobalt, whose A Shares are listed on Shanghai Stock Exchange, sold 50,000,000 GDRs representing two A-Shares each at an offer price of USD 11.65, raising gross proceeds of approximately USD 582.5 million from the offering. Trading in the GDRs on SIX Swiss Exchange commenced on 7 July 2023.
Reference: CapLaw-2023-36 -
Read more: Trends of the 2023 AGM Season
Trends of the 2023 AGM Season
This year’s AGM season is marked by the recent entry into force of the Swiss Corporate Law Reform and the need for Swiss public companies to adapt their articles of association and decide whether and how to make use of new concepts such as the capital band introduced by the new law. Even though the…
Reference: Reference: CapLaw-2023-12 -
Read more: Non-Financial Reporting
Non-Financial Reporting
With the entry into force of the reporting obligations on non-financial matters, Swiss listed and/or FINMA-regulated companies will become subject to a comprehensive reporting and disclosure framework on environmental and social matters. The rules on non-financial reporting include in particular detailed disclosure requirements on climate-related matters, all in line with international standards and recommendations. The…
Reference: Reference: CapLaw-2023-13 -
Read more: Draft Implementing Provisions on the Limited Qualified Investor Fund (L-QIF): A Missed Opportunity for Improving the Competitiveness of the Swiss Fund Market
Draft Implementing Provisions on the Limited Qualified Investor Fund (L-QIF): A Missed Opportunity for Improving the Competitiveness of the Swiss Fund Market
On 23 September 2022, the Swiss Federal Council opened the consultation procedure on the draft for an amendment to the Collective Investment Schemes Ordinance (CISO) and a number of fund-related provisions in other ordinances. The core content of the consultation draft (Consultation Draft) is the implementing provisions regarding the Limited Qualified Investor Fund (L-QIF), a…
Reference: CapLaw-2023-14