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
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Read more: CHF 650 Million Bond Issuance by Sika AG
CHF 650 Million Bond Issuance by Sika AG
On 6 March 2023, Sika AG placed bonds in a total amount of CHF 650 million, consisting of three tranches.
Reference: CapLaw-2023-15 -
Read more: CHF 108 Million Share Placement by Bachem Holding
CHF 108 Million Share Placement by Bachem Holding
In March 2023, Bachem Holding successfully placed newly issued shares raising gross proceeds of approximately CHF 108 million by way of an accelerated bookbuilding.
Reference: CapLaw-2023-16 -
Read more: USD 3 Billion Issuance of Notes by Nestlé
USD 3 Billion Issuance of Notes by Nestlé
On 14 March 2023, Nestlé Holdings, Inc. successfully completed its issuance of USD 1 billion 5.250% Notes due 2026, USD 850 million 5.000% Notes due 2028, USD 500 million 4.950% Notes due 2030, and USD 650 million 4.850% Notes due 2033. The Notes are guaranteed by the Nestlé group’s Swiss parent company Nestlé S.A.
Reference: CapLaw-2023-17 -
Read more: Merger of Credit Suisse and UBS
Merger of Credit Suisse and UBS
On March 19, 2023, Credit Suisse announced that Credit Suisse Group AG and UBS Group AG have entered into a merger agreement following the intervention of the Swiss Federal Department of Finance, the Swiss National Bank and the Swiss Financial Market Supervisory Authority FINMA. UBS Group AG will be the surviving entity upon closing of…
Reference: CapLaw-2023-18 -
Read more: USD 564 Million Offering of GDRs and Listing on SIX Swiss Exchange by Zheijan Supcon Technology
USD 564 Million Offering of GDRs and Listing on SIX Swiss Exchange by Zheijan Supcon Technology
In April 2023, Zheijan Supcon Technology, whose A Shares are listed on Shanghai Stock Exchange, sold 20,958,000 GDRs representing two A Shares each at an offer price of USD 26.94, raising gross proceeds of approximately USD 564.6 million from the offering. Trading in the GDRs on SIX Swiss Exchange commenced on 17 April 2023.
Reference: CapLaw-2023-19 -
Read more: CHF 135 Million Rights Offering by Orascom Development Holding AG
CHF 135 Million Rights Offering by Orascom Development Holding AG
In April 2023, Orascom Development Holding AG carried out a successful capital increase by way of a rights offering. The transaction consisted of an offering of subscription rights and a backstop commitment by the majority shareholder for shares for which subscription rights were not exercised. Orascom issued 19,228,617 registered shares in a total amount of…
Reference: CapLaw-2023-20 -
Read more: CHF 425 Million Issuance of Bail-in Bonds by Zürcher Kantonalbank
CHF 425 Million Issuance of Bail-in Bonds by Zürcher Kantonalbank
On 5 April 2023, Zürcher Kantonalbank priced its inaugural CHF 425 m Bail-in Bond issuance. ZKB’s Bail-in Bonds are novel instruments which have been designed and issued on the basis of a new legal framework allowing Cantonal Banks to issue Total-Loss-Absorbing-Capacity (TLAC) Bonds. The Bail-in Bonds provide for the issuance of a recovery certificate (Besserungsschein)…
Reference: CapLaw-2023-21 -
Read more: EUR 500 Million Issuance of Bail-In Bonds by Raiffeisen Schweiz Genossenschaft
EUR 500 Million Issuance of Bail-In Bonds by Raiffeisen Schweiz Genossenschaft
On 3 May 2023, Raiffeisen Schweiz Genossenschaft, a Swiss systemically relevant bank, successfully completed its issuance of EUR 500 million of 4.840 per cent. debt instruments for loss absorbency in the event of insolvency measures (bail-in bonds) due 2028.
Reference: CapLaw-2023-22 -
Read more: New Legal Provision Enables direct Issuances of Bonds by Swiss Issuers into the US Market for Registered Bonds
New Legal Provision Enables direct Issuances of Bonds by Swiss Issuers into the US Market for Registered Bonds
With the entry into force of the amendment to the Banking Act relating to bank restructurings on 1 January 2023, another little noticed provision amending the Swiss Code of Obligations has become effective. That provision allows Swiss issuers of debt capital market instruments to directly tap the US market for registered bonds. This contribution explains…
Reference: CapLaw-2023-01 -
Read more: Position Paper on Disclosure Obligations of the Banking Syndicate in Swiss ECM Transactions
Position Paper on Disclosure Obligations of the Banking Syndicate in Swiss ECM Transactions
Swiss law requires the public disclosure of significant shareholdings in Swiss listed companies to increase transparency and ensure equal treatment among market participants. In particular, market participants shall be informed about who actually controls and who is building up or reducing a stake in a Swiss listed company which is particularly relevant in connection with…
Reference: CapLaw-2023-02