Securities

Convertible bonds may be an attractive financing instrument for listed companies, particularly for companies with a high growth potential. Creating a share lending facility may help issuers to increase the size and improve the pricing terms of their convertible bonds. This article aims to provide a brief overview of how such facilities may be structured…

In December 2021, VT5 Acquisition Company AG (VT5), the first Swiss SPAC, was listed on the SIX Swiss Exchange, raising CHF 200 million despite regulatory changes causing a nine-month delay. The subsequent ‘SPAC-winter’, characterized by regulatory scrutiny and an unfavorable economic climate, posed significant challenges, leading to VT5 disclosing difficulties in proceeding with a de-SPAC…

This article provides an overview of the legal requirements and practices concerning forward-looking statements in Swiss debt prospectuses, aiming to serve as a guideline for issuers, legal practitioners, and financial professionals navigating public offerings or listings in Switzerland of debt instruments. By Benjamin Leisinger (Reference: CapLaw-2024-02)

2023 was a fairly busy year for SIX Exchange Regulation (SER), the regulatory body of the SIX Swiss Exchange, in terms of enforcement and sanctions proceedings. 2023 saw a striking increase in enforcement proceedings and investigations compared to 2022. In these proceedings and investigations, SER focused in particular on breaches of the ad hoc publicity…

As of 1 February 2024 the current per se Obligation of Issuers having only Bonds listed on SIX Swiss Exchange to publish their Financial Reports by way of an Ad Hoc Announcement is abolished. By René Bösch / Patrick Schleiffer (Reference: CapLaw-2023-59)

In June 2022, Switzerland witnessed the launch of the China-Switzerland Stock Connect Program, which provides Chinese companies with a streamlined pathway to access the Swiss capital markets through the issuance of so-called global depositary receipts (“GDRs”) on SIX Swiss Exchange. Following a swift start, the success of the Program was tested after the Chinese Securities…

Blackout periods are an important, though lightly regulated, component of the insider trading compliance programs of Swiss listed companies. We analyze a number of trends that are inherent to the design of blackout periods in Switzerland. We also examine the use of trading plans, known as “Rule 10b5-1 plans” in the United States, which may…

In its annual report, the Disclosure Office of SIX Exchange Regulation informed the public about its practice and provided an overview of its activities in the reporting year 2022. It further developed its disclosure practice by issuing new recommendations, some of which are summarized herein. In 2022, the Federal Supreme Court also issued a decision…