On September 11, 2020, the Swiss Government decided to extend certain measures against the coronavirus pandemic.
In particular, it extended until December 31, 2021, the possibility for the board of directors of Swiss companies to require shareholders to exercise their rights exclusively either (i) in writing or in electronic form or (ii) through an independent representative designated by the company.
While most of the bans to hold public or private events have been lifted or relaxed in Switzerland, boards of directors of Swiss companies will have the opportunity to opt (until December 31, 2021) for the exclusion of physical participation of shareholders at general meetings.

COVID-19: Exception Rules for General Meetings

Capital Markets

Financial Market Regulation

Corporate / M&A

Crisis Management

Competition

Credit Suisse

Homburger News

20230320_Credit Suisse-merge_001

On March 19, 2023, Credit Suisse announced that Credit Suisse and UBS 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 will be the surviving entity upon closing of the merger transaction. Homburger advised Credit Suisse on boardroom matters, contingency planning, transactional options, bank regulatory and corporate law aspects in connection with the various measures to support its liquidity situation and the merger of Credit Suisse with UBS.
The Homburger team was led by Daniel Daeniker (Corporate / M&amp;A), Benjamin Leisinger (Capital Markets and Financial Market Regulation) and Claude Lambert (Corporate / M&amp;A), and included Dieter Gericke (Corporate / M&amp;A), Flavio Romerio (Crisis Management), Hansjürg Appenzeller (Corporate / M&amp;A), Richard Stäuber (Competition), as well as associates Alexander Wherlock, Vanessa Isler, Daniel Hulmann, Manuel Baschung and Sofiya Shavlak (all Financial Market Regulation) and Magda Aref (Corporate / M&amp;A).

Homburger advised Credit Suisse on various aspects in connection with the merger of Credit Suisse with UBS

Employment and Executive Compensation

On October 27, 2022, Credit Suisse Group AG announced that its Board of Directors will propose to an Extraordinary General Meeting to be held on November 23, 2022, to approve two separate share capital increases: a first capital increase of an expected CHF 1.76 bn through the issuing of new shares to a number of qualified investors, including Saudi National Bank, where preemptive subscription rights of existing shareholders are excluded, and a second capital increase of approximately CHF 2.24 bn through a rights offering to existing shareholders. The shares to be issued in the rights offering are underwritten, subject to customary conditions, by a syndicate of banks in the amount of up to CHF 4 bn should the first capital increase not be fully implemented, e.g. if the shareholders of Credit Suisse Group AG approve the rights offering but not the first capital increase with exclusion of preemptive rights. Through the proposed share capital increases, Credit Suisse Group AG intends to raise CHF 4.0 bn to further strengthen the Group’s capital base and support its strategic transformation.
Homburger advises Credit Suisse Group AG in the structuring of the capital increase, on the transaction documentation, and on all Swiss law regulatory, tax and transactional aspects of the issuance, offering and listing of the new shares.
The Homburger team was led by partner Benjamin Leisinger (Capital Markets) and included partners Claude Lambert, Daniel Daeniker and Andreas Müller (all Corporate / M&amp;A), partner Dieter Grünblatt (Tax), lead associate Daniel Hulmann, counsel Lee Saladino and associate Sofiya Shavlak (all Capital Markets), associates Margrit Marti, Claudine Schär, Romain Fakhoury (all Corporate / M&amp;A) and Marc Bircher (Employment and Executive Compensation) as well as junior associate Lars Schöni (Capital Markets).

Homburger advises Credit Suisse Group AG in connection with the share capital increases of CHF 4 bn to further strengthen the Group’s capital base and support its new strategic direction

Metall Zug

On February 9, 2022, Metall Zug AG and Komax Holding AG announced the signing of an agreement under which the Metall Zug Group will contribute its Business Unit Wire Processing (Schleuniger) into Komax in exchange for a 25% participation in Komax Holding AG. The transaction will be carried out through a &#8216;quasi-merger&#8217; in which Komax Holding AG will issue new shares in the course of a capital increase and allocate these to Metall Zug AG in exchange for the shares of Schleuniger AG. The transaction is subject to, among other conditions, the approval of the relevant proposals by Komax&#8217;s Annual General Meeting and merger control clearances.
Homburger acts as legal counsel to Metall Zug. The Homburger team includes partners Claude Lambert and Andreas Müller as well as associate Anna Peter (all Corporate / M&amp;A) and partner Richard Stäuber (Competition).

Homburger advises Metall Zug in the Quasi-Merger of its Business Unit Wire Processing with Komax

He is experienced in a broad range of transactions, including trade sales, tender offers, IPOs, rights offerings and financings. In addition, he advises clients regarding corporate matters, including shareholders&#8217; meetings, corporate governance and compliance matters, as well as share participation plans. Claude Lambert is a lecturer in commercial and corporate law at the University of Zurich. He is the hiring partner at Homburger.

Claude
Lambert

Homburger advised Credit Suisse on various aspects in connection with the merger of Credit Suisse with UBS

Homburger advises Credit Suisse Group AG in connection with the share capital increases of CHF 4 bn to further strengthen the Group’s capital base and support its new strategic direction

Homburger advises Metall Zug in the Quasi-Merger of its Business Unit Wire Processing with Komax

COVID-19: Exception Rules for General Meetings

Corporate governance and directors' duties in Switzerland: overview 2022 / 2023

Private M&A 2023: Switzerland

Public M&A 2022: Switzerland

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Claude Lambert

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ClaudeLambert

Homburger advised Credit Suisse on various aspects in connection with the merger of Credit Suisse with UBS

Homburger advises Credit Suisse Group AG in connection with the share capital increases of CHF 4 bn to further strengthen the Group’s capital base and support its new strategic direction

Homburger advises Metall Zug in the Quasi-Merger of its Business Unit Wire Processing with Komax

COVID-19: Exception Rules for General Meetings

Corporate governance and directors' duties in Switzerland: overview 2022 / 2023

Private M&A 2023: Switzerland

Public M&A 2022: Switzerland

Join the Team

Claude Lambert

Career

Languages

Bar Registration

Teams

Claude
Lambert