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Press releases and law firm thought leadership

This page is dedicated to keeping readers informed of the latest news and thought leadership articles from law firms across the globe.

If your firm wishes to publish press releases or articles, please contact Shehab Khurshid on +44 (0) 207 396 5689 or shehab.khurshid@legalease.co.uk

 

Legal Developments Worldwide

Articles contributed by BÄR & KARRER LTD.

View the listing for BÄR & KARRER LTD.

Bär & Karrer Advised Colombo Wealth on the Reorganisation of its Structure and Obtaining FINMA's ap

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Colombo Wealth SA (previously Colombo Wealth Management SA, Heron Holding SA and Heron Asset Management SA), a financial service provider in the canton Ticino for institutional and private HNWI clients, is the first FINMA licensed asset manager of collective investment schemes with presence in all three main language areas in Switzerland, with headquarter in Lugano and branches in Zurich and Geneva. After obtaining the relevant authorisations from FINMA, Colombo Wealth (previously Heron Asset Management) successfully completed the mergers with Colombo Wealth Management and Heron Holding.

Bär & Karrer Advises THI Investments on the Acquisition of RE Panels

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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THI Investments has acquired from The Riverside Company and co-investors the RE Panels group (incl. EPCO and TECSEDO), a European leader in the manufacture of sandwich panels for residential, commercial and industrial sectional overhead doors.

Bär & Karrer Advises MSCI on the Acquisition of Carbon Delta

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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MSCI Inc., a New York-based provider of critical decision support tools and services for the global investment community, has announced that its subsidiary, MSCI Barra Suisse Sàrl, has entered a definitive agreement to acquire Carbon Delta AG, a Swiss based environmental fintech and data analytics firm.

Bär & Karrer Successfully Defends International Fintech Company in Swiss Criminal Proceedings

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer successfully defended a large, international fintech company and its management in Swiss criminal proceedings which have been initiated due to the misuse of the company's platform by various unknown fraudsters. The proceedings led to the arrest of the company's chairman following an arrest warrant issued by a Swiss prosecutor. The arrest warrant and other coercive measures were held unlawful by the competent cantonal court of appeal following complaints lodged by the chairman of the fintech company. The chairman was awarded indemnity and compensation for costs incurred in connection with the criminal proceedings and the arrest warrant. All criminal proceedings have been closed by the prosecutor in charge.

Bär & Karrer Advises Acrotec on the Acquisition of Diener AG Precision Machining and Diener Precisi

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Acrotec acquired Diener AG Precision Machining, a company specialized in the area of medical technology and precision mechanics, and Diener Precision Pumps, a company producing high quality precision pumps, from its owners. With these acquisitions, Acrotec extends in particular its medtech sector. Completion is subject to merger control approval.

Bär & Karrer Advises Farner Consulting on the Acquisition of a Majority Stake in DU DA

September 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Farner Consulting acquires a majority stake of the Zurich-based data and technology agency DU DA Group. This move will enable Farner Consulting to combine its communication offering with smart technology and data solutions to create commtech – communication technology.

Bär & Karrer Successfully Assisted UEFA Before the Court of Arbitration for Sport

July 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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The proceedings concerned an appeal filed by the Albanian football club KS Skënderbeu against a decision issued by UEFA.

Bär & Karrer Advises Acushnet on the Acquisition of KJUS

July 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Acushnet Holdings Corp., the worldwide leader in the design, development, manufacture and distribution of golf equipment and wear, has announced the acquisition of KJUS, a Swiss-based ski and golf sportswear company.

Bär & Karrer Advised Cembra Money Bank on the Financing of the Acquisition of cashgate

July 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Cembra Money Bank has agreed to acquire cashgate. The purchase price for the acquisition of cashgate and the refinancing of cashgate's loan portfolio is partly backed by a bridge facility and is financed and refinanced by the sale of treasury shares (gross proceeds of CHF 112.8 million) in an accelerated bookbuilding, the placement of CHF 150 million perpetual additional Tier 1 bonds and CHF 250 million net share settled convertible bonds.

Bär & Karrer Successfully Represents PNK Group Company in SCAI-Arbitration

July 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer successfully represented a company acting under the trademark of PNK Group, a major developer of industrial facilities in Russia, against a Western European concrete plant engineering and manufacturing company in a SCAI-arbitration concerning the delivery of (defective) equipment. After full-fledged proceedings including a hearing with several technical experts, the client was awarded partial rescission of the contract (as requested) with returning of certain defective equipment against refund of its cost, a substantial price reduction with regard to the rest of the equipment, as well as a contractual penalty payment and reimbursement for 75% of all legal costs. Team members were Matthew Reiter and Désirée Schreyer (both arbitration).

Bär & Karrer Advises Zurich on its Investment in autoSense

July 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Zurich Insurance Company Ltd (Zurich) invests in the Swiss start-up autoSense. Zurich will further develop autoSense's business together with Swisscom and Amag. autoSense operates a digital service portal which connects vehicles through an app and provides real-time information and services to car owners.

Bär & Karrer Advises Swedish Orphan Biovitrum AB in the Acquisition of emapalumab

June 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Swedish Orphan Biovitrum AB, an international specialty biopharmaceutical company listed in Sweden, agreed to acquire, from Novimmune’s shareholders, a newly established company owning emapalumab and related assets, giving Sobi access to world-class R&D capabilities in the field of Immunology. The acquisition supersedes the previously announced exclusive licence agreement with Novimmune. In addition, Sobi agreed with Novimmune on options for the shared financial rights to NI-1701 and NI-1801, two product candidates in the field of immuno-oncology. The transaction value is CHF 515 million, of which CHF 400 million was previously committed in the exclusive license agreement for emapalumab.

Bär & Karrer Advises Patinex and BZ Bank on the Sale of NovImmune to Light Chain Bioscicence

June 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Light Chain Bioscience AG, a Swiss biotech company, agreed to purchase all shares in NovImmune SA, a company focused on the discovery and development of antibody-based drugs for the targeted treatment of inflammatory diseases, immune related disorders and cancer. Patinex and BZ Bank are the selling majority shareholders of NovImmune.

Bär & Karrer Awarded "Law Firm of the Year - Switzerland" at the Citywealth Magic Circle Awards 201

May 2019 - Tax & Private Client. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer is pleased to announce that it has received the award “Law Firm of the Year - Switzerland” at the Citywealth Magic Circle Awards in London. This award recognizes Bär & Karrer as the Swiss law firm with the best private client team.

Bär & Karrer Advises Ashcroft on the Acquisition of Rüeger Holding

May 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Ashcroft Inc., headquartered in Stratford, CT, USA, a subsidiary of Tokyo Stock Exchange listed Nagano Keiki Co., Ltd, has announced the completion of the acquisition of Swiss-based Rüeger Holding SA (Rüeger) and Dutch-based STIKO Meetapparentenfabriek B.V. (Stiko), both manufacturers of specialty temperature and pressure measurement products, from their previous owners, Bernard and Jean-Marc Rüeger.

Bär & Karrer Advises B3i in its Current Equity Funding Round

April 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Industry-led InsurTech B3i Services AG successfully raised additional funds from current shareholders and new investors to further develop and grow its blockchain-based insurance transaction platform. B3i was founded in October 2016 as an insurance industry consortium which then formed B3i Services AG as an independent company. The shareholder group includes some of the world's largest insurers and reinsurers from across Europe, the Americas, and Asia. B3i intends to further expand its shareholder base over the next several months.

Bär & Karrer Continues to Grow Finance and Sports Practice with Two New Partners

April 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer is pleased to announce that it further strengthens its Financing and Sports practices with new partners Lukas Roesler and Dr. Jan Kleiner, both of whom have worked with the firm previously.

Bär & Karrer Advises Novartis and Alcon on the Spin-off of Alcon

April 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Today, Novartis AG completed the spin-off of the Alcon eye care devices business, and Alcon Inc. debuted as independent publicly traded company. The Alcon shares were successfully listed on the SIX Swiss Exchange Ltd. and the New York Stock Exchange. They are also included in the Swiss Market Index (SMI), which comprises the 20 largest Swiss listed stocks.

Bär & Karrer Advises Primeo Energie and CSA Energie-Infrastructure Schweiz in Aquisition from Elét

April 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Primeo Energie, EOS Holding SA (EOS) and Électricité de France (EDF) have entered into a share purchase agreement relating to the purchase by Primeo Energie and EOS of the 25% interest held by EDF in Alpiq Holding SA. The purchase by Primeo Eergie and EOS will be financed through mandatory exchangeable loan agreements made by CSA Energie-Infrastruktur Schweiz (CSA) as lender, the biggest investment pool for Swiss energy infrastructure with 135 Swiss pension funds acting as investors. At maturity the mandatory exchangeable loan agreements will be converted into shares in Alpiq. Primeo Energie and EOS thereby pave the way for a Swiss shareholder structure of Alpiq.

Bär & Karrer Awarded Most Innovative Swiss Law Firm of the Year at the IFLR Europe Awards

April 2019 - Finance. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer was awarded „Most innovative law firm of the year - Switzerland", the national award for Switzerland given in the IFLR European Awards. The most innovative law firm of the year award recognizes Bär & Karrer as the Swiss law firm with the best track record in 2018 giving advice on the most innovative cross-border deals covering all award practice areas. It is already the third prize of this kind in period of six years awarded to Bär & Karrer.

Bär & Karrer Advises DSV on Public Exchange Offer for Panalpina

April 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 1 April 2019, DSV A/S, Hedehusene, Denmark and Panalpina Welttransport (Holding) AG, Zurich, Switzerland, have entered into an agreement on the terms and conditions of a combination by way of a public exchange offer by DSV for all publicly held registered shares of Panalpina for approximately CHF 4.6 billion. The board of directors of Panalpina has resolved to support the public exchange offer by DSV and to recommend the acceptance of DSV's public exchange offer to its shareholders.

Bär & Karrer Advises Lonza on the Entering into a Strategic Joint Venture with Chr. Hansen for Deve

April 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 2 April 2019, Lonza, a leading pharma contract manufacturing company, and Chr. Hansen, a leading global bioscience company, announced that they have signed an agreement to establish a 50/50 joint venture to pioneer the live biotherapeutic products (LBPs) industry and position themselves as the leading contract development and manufacturing partner (CDMO) for biotech and pharma customers. The joint venture brings together best-in-class, complementary capabilities and will be the first CDMO globally to provide a full supply chain that offers manufacturing of bacteria strains for therapeutic use. The joint venture will be a 50/50 controlled legal entity that will operate from its headquarters in Basel (CH) and have production facilities in Denmark and Switzerland. A phased investment of approximately EUR 90 million will be deployed over three years to build cGMP-compliant pharma production capabilities. The joint venture will upgrade existing facilities in Hørsholm (DK) and equip new facilities in Basel (CH) to serve pre-clinical to phase II projects. Further facilities for phase III and commercial manufacturing will be developed as the pipeline matures. The joint venture is expected to be largely self-funding after the production set-up has been established.

Bär & Karrer acts as legal advisor to Lonza. The team includes Urs Kägi, Nadina Duss, Michael Bänziger, Matthias Tanner (all M&A/Corporate and Commercial) and Markus Wang (IP).

Bär & Karrer Advises Computacenter in the Acquisition of PathWorks

March 2019 - TMT ( Technology, Media & Telecoms). Legal Developments by BÄR & KARRER LTD..

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Computacenter Group, a leading European IT service provider listed on the London Stock Exchange, acquired PathWorks, a well-established hardware reseller in the Swiss market.

Bär & Karrer Advises Addtech in the Acquisition of a Majority in Omni Ray

March 2019 - TMT ( Technology, Media & Telecoms). Legal Developments by BÄR & KARRER LTD..

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Addtech Group, a leading Swedish publicly listed technology trading group, acquired a majority stake in Omni Ray AG, a well-established Swiss trading company and service provider for automation solutions, mainly focused on industrial applications, infrastructure, transportation and medical industry. By this transaction, Addtech aims at strengthening its position in the European automation market.

Bär & Karrer Partner Paolo Bottini Wins the Client Choice Award 2019 by Lexology

February 2019 - Tax & Private Client. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer is pleased to announce that partner Paolo Bottini has been recognized by Lexology and the International Law Office (ILO) as the Client Choice Winner 2019 in the Corporate Tax category in Switzerland.

Bär & Karrer Advises CEVA Logistics in Connection with the Strengthening of the Strategic Partnersh

February 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 11 October 2018, the board of directors of CEVA Logistics AG announced that the Danish transport and logistic company DSV submitted a non-binding letter of interest with an indicative offer price of CHF 27.75 per CEVA share and that the board of directors of CEVA came to the conclusion that the offer was not in the best interest of the company and its shareholders. This was in particular because at that point in time, CEVA was already in discussions regarding an intensified cooperation with its main shareholder CMA CGM S.A., which shall exploit the full potential of CEVA.

Bär & Karrer Advised the Issuer in the Rights Offering of Cavotec SA

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 10 January 2019, Cavotec SA completed a capital increase by way of a rights offering to its shareholders in the amount of approximately CHF 22.4 million. The Cavotec group, with its Swiss holding company listed on Nasdaq Stockholm, is a leading engineering group that designs and manufactures automated connection and electrification systems for ports, airports and industrial applications worldwide. 80.5% of the shareholders of Cavotec SA exercised their subscription rights in the rights offering. The remaining new shares not subscribed were allotted to investors who had subscribed for shares without subscription rights, pursuant to the allocation procedure described in the prospectus of 6 December 2018. The offer price was set at SEK 13 per share.

ABG Sundal Collier acted as Sole Global Coordinator and Bookrunner.

Bär & Karrer acted as Swiss legal adviser to the Issuer in this transaction. The team included Massimo Vanotti, Matthias Bizzarro (both Corporate), Alexander von Jeinsen (Capital Markets), Rocco Rigozzi (Notarial Services) as well as Paolo Bottini, Daniel Lehmann and Lukas Scherer (all Tax).

Bär & Karrer Advises German Pharmacy Medpex in the Sale of its E-Commerce Activities to Zur Rose Gr

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 18 October 2018, Zur Rose Group AG, Europe's leading e-commerce pharmacy which is listed on SIX Swiss Exchange, announced that it is acquiring the e-commerce activities of Germany's third largest pharmacy medpex. The transaction was subject to regulatory clearances and closed on 4 January 2019.

Bär & Karrer advises medpex as Swiss legal counsel, while Gütt Olk Feldhaus, Munich, acts as EU legal counsel. The Bär & Karrer team includes Mariel Hoch and Fabienne Perlini-Frehner (both M&A), Thomas U. Reutter and Daniel Raun (both Capital Markets).

Bär & Karrer Advised Combell on the Acquisition of Switchplus

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Combell acquired switchplus, a company for internet presence and domain names, from SWITCH.

Bär & Karrer Advised UBS and Mirabaud on the Placement of Shares of Santhera Pharmaceuticals Holdin

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Santhera Pharmaceuticals Holding AG (Santhera) placed 3,133,334 new shares at an offer price of CHF 7.50 per share. The shares were placed by way of an accelerated bookbuilding procedure in a public offering in Switzerland, in private placements outside of the United States and Switzerland and in private placements within the United States to qualified institutional buyers. The shares were issued under exclusion of the existing shareholders' subscription rights through an ordinary capital increase resolved by an extraordinary shareholders' meeting.

The gross proceeds from the placement amounted to CHF 23.5 million. Santhera intends to use the proceeds primarily to pay the cash component of the consideration to Idorsia Ltd for the acquisition of the option for the exclusive sub-license of vamorolone, a drug candidate for the treatment of patients with Duchenne muscular dystrophy.

Bär & Karrer acted as Swiss legal advisor to UBS AG (Global Coordinator and Bookrunner) and Mirabaud Securities Limited (Co-Manager). The team included Thomas U. Reutter, Daniel Raun, Annette Weber and Anna Capaul (all Capital Markets) as well as Christoph Suter (Tax).

Bär & Karrer Advises Otto Group on the Sale of Zahnärztekasse

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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EOS Group, which is part of Otto Group, has entered into an agreement on the sale of Health AG and Zahnärztekasse AG to BAWAG Group. Health and Zahnärz-tekasse are two leading dental factoring market players in Germany and Switzer-land.

Bär & Karrer acted as Swiss legal advisor to Otto Group in this transaction. The team included Christoph Neeracher, Luca Jagmetti, Philippe Seiler, Raphael Eg-ger, Jonatan Riegler and Arnold Romero (all M&A), Daniel Flühmann (Regulatory) as well as Markus Wang and Jonas Bornhauser (both IP/IT). Hengeler Mueller acted as international legal advisor to Otto Group in this transaction.

Changes to Swiss debt enforcement and bankruptcy law effective January 2019

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer Advised Maxwell Technologies, Inc. on the Sale of Maxwell Technologies SA

January 2019 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Maxwell Technologies, Inc. sold its subsidiary Maxwell Technologies SA to Renaissance, a Swiss investment foundation for pension funds. Maxwell Technologies SA is a world leader in the manufacturing of high voltage capacitors used to ensure safety and reliability of electrical infrastructure and other applications such as transportation, distribution and metering of high voltage energy.

Bär & Karrer acted as legal advisor to Maxwell Technologies, Inc. in this transaction. The team included Christoph Neeracher, Thomas Rohde, Raphael Annasohn and Arnold Romero (all M&A), Susanne Schreiber (Tax), Ralph Malacrida and Faton Aliu (both Financing) as well as Charles Gschwind (Real Estate).

Cowen Acquires Quarton Group

December 2018 - Finance. Legal Developments by BÄR & KARRER LTD..

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Cowen Inc., a NASDAQ listed, diversified financial services firm, agreed to acquire the Quarton group, a global financial advisor serving the middle market. Closing is expected in early 2019.

Bär & Karrer Advises the Banking Syndicate in the Rights Offering of ARYZTA

November 2018 - Finance. Legal Developments by BÄR & KARRER LTD..

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On 19 November 2018, ARYZTA, a global food business with a leadership position in speciality bakery, completed a capital increase by way of a rights offering structured as a volume underwriting in the amount of approximately CHF 900 million. 97.4% of the shareholders of ARYZTA exercised their subscription rights in the rights offering. The new shares not subscribed were placed in the market.

The banking syndicate comprised BofA Merrill Lynch and UBS as Process Banks and Joint Global Coordinators, Credit Suisse, JP Morgan and HSBC Bank plc as additional Joint Global Coordinators and Crédit Agricole CIB, Mizuho International plc and Rabobank as Joint Bookrunners.

Bär & Karrer acted as legal adviser to the syndicate banks in this transaction. The team included Thomas U. Reutter, Michael Trippel, Alexander von Jeinsen, Annette Weber, Carlo Hunter and Manuela Cassano (all Capital Markets), Dieter Dubs (Listed Companies/Takeover Law) as well as Susanne Schreiber and Lukas Scherer (both Tax).

Bär & Karrer Advises the Sellers on the Sale of Briner Winterthur

October 2018 - Tax & Private Client. Legal Developments by BÄR & KARRER LTD..

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The owners of Briner AG Winterthur sold the company. Briner is a leading family-owned trading and service company operating in the fields of construction services, steel services, supply systems and building services as well as heating and energy systems.

Bär & Karrer Advised GfK on the Sale of Four Divisions

October 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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GfK has sold four global divisions (Customer Experience, Experience Innovation, Health and Public Affairs) to Ipsos. The sale included GfK's respective businesses in 25 countries.

Derivatives Trading under FMIA: Reporting Obligations

October 2018 - Finance. Legal Developments by BÄR & KARRER LTD..

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On 14 September 2018, the Federal Council extended the transition period for the reporting of derivative transactions by small non-financial counterparties (NFC-) until 1 January 2024 under the Financial Market Infrastructure Act (FMIA). The amendment to the Financial Market...

Swiss Tax Reform Package Approved: Update and Outlook

October 2018 - Tax & Private Client. Legal Developments by BÄR & KARRER LTD..

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The Swiss National Council approves the proposed tax reform package! On 12 September 2018 the larger chamber of parliament adopted the proposal of the Economic Affairs and Taxation Committee of the Council of States on the Federal Act on Tax Reform and AHV Financing (formerly Tax Proposal 17), which is largely in line with the legislative bill adopted by the Council of States, the smaller chamber of parliament. Although slight differences regarding the capital contribution principle remain to be settled, the majority of member of the National Council sees the adopted text of the bill as a viable compromise.

Retrocessions: Criminal Consequences of Non Disclosure

October 2018 - Finance. Legal Developments by BÄR & KARRER LTD..

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In a recent decision 6B_689/2016 of 14 August 2018, the Swiss Federal Supreme Court held that the failure to disclose adequately retrocessions may constitute an act of criminal mismanagement. After a short summary of the legal framework governing the disclosure of retrocessions, the present briefing analyses this decision and its practical impact in particular for Swiss financial institutions dealing with external asset managers.

Bär & Karrer Advises Waterland on its Investment in Tineo

October 2018 - Finance. Legal Developments by BÄR & KARRER LTD..

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Waterland Private Equity invested in Tineo AG after the carve-out from Quickline Holding AG. Tineo is an integrated enterprise solution provider of data centres, glass-fiber connections, high-speed internet and VoIP services with state-of-the-art infrastructure

Bär & Karrer Elects Ruth Bloch-Riemer, Daniel Raun and Philippe Seiler to Partner

October 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Bär & Karrer has announced the election of Ruth Bloch-Riemer, Daniel Raun and Philippe Seiler to the firm's partnership. The appointment is effective as of 1 January 2019.

Bär & Karrer Advises Swiss Prime Site on its Rights Offering

September 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 28 September 2018, Swiss Prime Site, the largest publicly listed real estate investment company in Switzerland, completed a capital increase by way of a rights offering to its shareholders in the amount of approximately CHF 320 million. 97,7% of the shareholders of Swiss Prime Site exercised their subscription rights in the rights offering. The remaining new shares not subscribed were placed in the market. The offer price was set at CHF 74.00 per share. Credit Suisse and UBS Investment acted as Joint Global Coordinators, J.P. Morgan and Zürcher Kantonalbank acted as Joint Bookrunners.

Bär & Karrer Advises SIG Combibloc Group as Issuer and Onex as Selling Shareholder on the IPO of SI

September 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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SIG Combibloc, a leading provider of aseptic carton packaging solutions for the food and beverage industry, successfully priced its IPO and listed its shares on the SIX Swiss Exchange, where trading commenced on 28 September 2018. With a market capitalization of CHF 3.6 billion and a generating total gross proceeds of CHF 1.5 billion, this is considered as the largest IPO on the SIX Swiss Exchange in the last years. In connection with the IPO, SIG Combibloc Group Holdings S.A., the holding company of SIG Combibloc Group, migrated its legal seat and the place of management of the company from Luxembourg to the Canton of Schaffhausen, Switzerland by way of a cross-border relocation and thereby became a stock corporation governed by Swiss law prior to the first day of trading.

Bär & Karrer advises SIG Combibloc Group as Issuer and Onex as Selling Shareholder in this transaction. The team includes Thomas U. Reutter, Sandro Fehlmann, Daniel Raun, Alexander von Jeinsen, Manuela Cassano and Carlo Hunter (all Capital Markets), Urs Kägi, Roland Truffer and Annina Hammer (all Corporate), Michael Rohrer (Notary), Dieter Dubs (Listed Companies), Laura Widmer and Fanny Sutter (both Employment), Ralph Malacrida and Micha Schilling (both Financing), as well as Susanne Schreiber, Daniel Lehmann, Cyrill Diefenbacher and Hanna Brozzo (all Tax).

Bär & Karrer Advises the Joint Bookrunners in the Offering of an Aggregate of USD 8,000,000,000 Not

September 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Nestlé Holdings, Inc. completed an offering of USD 1,000,000,000 3.100% Notes due 2021, USD 1,500,000,000 3.350% Notes due 2023, USD 900,000,000 3.500% Notes due 2025, USD 1,250,000,000 3.625% Notes due 2028, USD 1,250,000,000 3.900% Notes due 2038 and USD 2,100,000,000 4.000% Notes due 2048. The notes were offered and sold by the Joint Bookrunners in the United States in reliance on Rule 144A and in transactions outside the United States in reliance on Regulation S under the U.S. Securities Act. Each series of notes is guaranteed by Nestlé S.A.

Bär & Karrer Advises Aduno Group on the Acquisition of Accarda

September 2018 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Aduno Group has increased its participation in Swiss payment solutions specialist Accarda AG from 30% to 100% following an auction process for the acquisition of the 70% stake from Maus Frères SA.

SWITZERLAND - AN OVERVIEW OF GOVERNANCE REGIME

June 2012 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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The basic source of law for Swiss governance rules is the Company Law with its manifold revisions, in particular Articles 620 ss. Swiss Code of Obligations (‘the CO’). In the course of the rather fundamental reform of 1991, corporate governance rules, in particular those relating to the improvement of shareholders’ protection, became law. A new debate was triggered at the beginning of the last decade, in 2000/2001, inter alia as a consequence of the Swissair bankruptcy.

GOING PUBLIC ON SIX SWISS EXCHANGE

January 2012 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Foreword
Switzerland and its Financial Market

The Principle of Being Better Than Average

Welcome to SIX Swiss Exchange

Swiss Capital Markets Law

January 2012 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Securities

Regulatory

Takeover

Deals & Cases

Events

Trusts in the context of Swiss divorce proceedings

January 2012 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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TinaWu« stemann* and Delphine Pannatier Kesslery

Abstract Foreign trusts are sometimes involved in Swiss divorce proceedings, which raises questions not yet determined by case law. In this article, the authors deal with the validity of transfers of marital property to trusts and possible attacks against foreign trusts based on Swiss matrimonial property law.

A Safe Haven

January 2012 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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Though the Swiss economy appeared to come out of the economic crisis relatively unscathed, it’s not all plain sailing, says Baer & Karrer’s Eric Stupp.

International Succession in Switzerland

September 2011 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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BRIEF SURVEY OF THE LOCAL SYSTEM
1 Type of System
2 Testamentary Dispositions
3 Intestacy
4 Freedom of Testation
5 Maintenance and Usufruct for the Surviving Spouse

Money laundering: Extension of the financial intermediary's liability

August 2011 - Crime. Legal Developments by BÄR & KARRER LTD..

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In a landmark case, the Swiss Federal Supreme Court recently accepted, for the very first time, that the offence
of money laundering could be committed by omission.

Saisie conservatoire ou séquestre LP d’un aéronef ?

February 2011 - Transport. Legal Developments by BÄR & KARRER LTD..

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Exercice de haute-voltige dans les entrailles du droit aérien

Xstrata purchases Lonmin shares and enters into a three-year $5 billion loan facility

October 2008 - Corporate & Commercial. Legal Developments by BÄR & KARRER LTD..

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On 1 October 2008, Xstrata plc announced the acquisition of Lonmin shares for a cash consideration of £440 million and the entry into of a new three-year $5 billion multi-currency revolving loan facility with a group of its relationship banks.