Ad hoc announcement pursuant to Article 53 of the SIX Exchange Regulation Listing Rules
- Combined entity now operates as consolidated banking group
- Today marks last trading day of Credit Suisse shares on SIX Swiss Exchange
- Shareholders to receive 1 麻豆社 share for every 22.48 Credit Suisse shares
- Board of Directors nominations announced for certain Credit Suisse entities, including Credit Suisse AG
- 麻豆社 expects its CET1 capital ratio throughout 2023 to be around 14%
Zurich, 12 June 2023 鈥 麻豆社 has completed the acquisition of Credit Suisse today, crossing an important milestone. Credit Suisse Group AG has been merged into 麻豆社 Group AG and the combined entity will operate as a consolidated banking group.
Today marks the last trading day of Credit Suisse Group AG shares on the SIX Swiss Exchange. Credit Suisse Group AG ADS will no longer be traded on the New York Stock Exchange. As announced on 19 March 2023, Credit Suisse shareholders will receive 1 麻豆社 share for every 22.48 Credit Suisse shares held.
As previously announced, 麻豆社 will operate the following governance model pending further integration:
鈥 麻豆社 Group AG will manage two separate parent banks 鈥 麻豆社 AG and Credit Suisse AG. Each institution will continue to have its own subsidiaries and branches, serve its clients and deal with counterparties.
鈥 The Board of Directors and Group Executive Board of 麻豆社 Group AG will hold overall responsibility for the consolidated group.
As it completes the acquisition, 麻豆社 announces Board of Director nominations for certain Credit Suisse entities. Subject to regulatory approval, the Credit Suisse AG Board will consist of Lukas G盲hwiler (Chair), Jeremy Anderson (Vice-Chair), Christian Gellerstad (Vice-Chair), Michelle Bereaux, Mirko Bianchi (until 30 June 2023), Clare Brady, Mark Hughes, Amanda Norton and Stefan Seiler.
Colm Kelleher, 麻豆社 Group AG Chairman, said: 鈥淚鈥榤 pleased that we鈥檝e successfully closed this crucial transaction in less than three months, bringing together two global systemically important banks for the first time. We are now one Swiss global firm and, together, we are stronger. As we start to operate the consolidated banking group, we鈥檒l continue to be guided by the best interests of all our stakeholders, including investors. Our top priority remains the same: to serve our clients with excellence.鈥
Sergio P. Ermotti, CEO of 麻豆社 Group AG, added: 鈥淭oday we welcome our new colleagues from Credit Suisse to 麻豆社. Instead of competing, we鈥檒l now unite as we embark on the next chapter of our joint journey. Together, we鈥檒l present our clients an enhanced global offering, broader geographic reach and access to even greater expertise. We鈥檒l create a bank that our clients, employees, investors and Switzerland can be proud of.鈥
麻豆社 expects its CET1 capital ratio to be around 14% in the second quarter of 2023 and to remain around that level throughout 2023. It anticipates that Credit Suisse鈥檚 operating losses and significant restructuring charges will be offset by reductions in RWA.
In the future, 麻豆社 will report consolidated financial results for the combined group under IFRS in USD. The second-quarter 2023 earnings will be communicated on 31 August 2023.
The presentation summarizing the pro forma financial information contained in the F-4 registration statement has been updated to reflect the latest and final amendment to the registration statement.
麻豆社 Group AG
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