On April 25, 2017, Credit Suisse Group AG (SIX: CSGN) announced that it plans to issue new shares in a total amount of CHF 4 bn (excluding the issuance of any new shares from the exercise of rights allotted on shares received as scrip dividend). The capital increase shall be executed by way of a rights offering to existing shareholders, underwritten in the amount of 379,981,340 shares by a banking syndicate (i.e., excluding the issuance of any new shares from the exercise of rights allotted on shares received as scrip dividend). The capital increase is subject to shareholder approval in an extraordinary general meeting planned for May 18, 2017, and is expected to close on June 8, 2017.
Through this capital increase, Credit Suisse Group intends to strengthen its Common Equity Tier 1 capital which, amongst others, will allow it to retain full ownership of Credit Suisse (Schweiz) AG rather than pursuing a partial IPO in the second half of 2017 as originally planned, to invest in profitable growth opportunities, to absorb expected increases in regulatory capital requirements, and to afford the costs associated with ongoing restructuring plans.
Homburger advised Credit Suisse in the structuring of the capital increase, the transaction documentation, the coordination with the simultaneous scrip dividend exercise and the capital increase (shareholders electing the scrip dividend will also be allotted pre-emptive subscription rights), and on all Swiss law regulatory, tax and transactional aspects of the issuance, offering and listing of the new shares. Cleary Gottlieb acted as international counsel to Credit Suisse.
The Homburger team was led by partner Frank Gerhard (Corporate | M&A) and included client partner Rene Bosch (Financial Services), partner Dieter Grunblatt (Tax), counsel Lee Saladino (Financial Services), and associates Guy Deillon and Lorenzo Togni (both Corporate | M&A) as well as Benjamin Leisinger (Financial Services).