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15 May 2018: NKF advises Atos / Worldline in the CHF 2,750m acquisition of SIX Payment Services and strategic partnership with SIX

Worldline, [Euronext: WLN] European leader in the payments and transactional services industry and SIX, announced today that they have signed an agreement to enter into a strategic partnership where Worldline would acquire SIX Payment Services, the payment services division of SIX, for a consideration of € 2,303 million (CHF 2,750 million).

Worldline employs more than 9,400 people worldwide, with estimated revenue of c. 1.6 billion euros on a yearly basis. Worldline is an Atos company (worldline.com; atos.net).

For further details regarding the transaction see here.

Niederer Kraft Frey acted as Swiss counsel to Atos / Worldline in the transaction. The NKF team was led by M&A partner Philippe Weber and further comprised partners Bertrand Schott (partner, Financial Services), Manuel Werder (M&A), András Gurovits (IT), Nicolas Birkhäuser (competition) and Andreas Vögeli (real estate), as well as a team of NKF associates including Samuel Hochstrasser, Dominik Penkov, Alex Attinger, Giulia Ghezzi, Shu Bernet Zhang and others.

The Atos / Worldline team was led by Alexandre Menais, Group Executive Vice President in charge of M&A Strategy and Development, and further comprised Damien Catoir (Associate Group General Counsel Atos), Anne-Sophie Poirier (Head of Legal - Mergers & Acquisitions Atos) and others.

4 April 2018: NKF advises the former shareholders of Heptagon on the sale and completion of Heptagon to ams

The worldwide leading manufacturer of high performance sensor and analog solutions ams AG, an Austrian company listed at SIX Swiss Exchange, and GGV Capital, Temasek, Jolt Capital, Nokia Growth Partners, Innovacom, Credence, Pantheon, Iconiq Strategic Partners, Matrix Partners, Orchid Investments, Vertex Ventures, AAC Technologies and other former shareholders of Heptagon Advanced Micro-Optics (Heptagon), a global leader in micro-optics and optical sensing solutions with particular expertise in high performance optical packaging, agreed on a revised earnout structure regarding the sale of Heptagon to ams AG. The key elements of the final earnout structure are a total distribution of 3,855,082 ams AG shares together with a cash distribution of USD 15m which results in an overall transaction value of approx. USD 1.1bn. The transaction was completed on 27 March 2018.


The NKF team was led by Till Spillmann and included Adrian Koller, senior associate, Ivo von Büren, associate, Corinne Russi, associate, and Dominik Penkov, associate, all M&A.

28 March 2018: New Enterprise Associates invests into SIX-listed Addex Therapeutics Ltd.

Niederer Kraft Frey advises New Enterprise Associates (NEA) as lead investor in connection with Addex Therapeutics Ltd.'s (Addex) CHF 40 mio. non-preemptive capital increase. Addex issued a total of 13,037,577 new registered shares at a subscription price of CHF 3.13 per new share. Each new registered share received a 7-year warrant to purchase 0.45 of a share at a purchase price of CHF 3.43. Lead investor NEA participated in the capital increase on the basis of a selective opting-out clause newly adopted by the shareholders' meeting of Addex pursuant to which NEA is specifically exempted from the duty to make a public tender offer during a period of five years. The Swiss Takeover Board confirmed the validity of the selective opting-out clause by decision published on 20 March 2018. Trading in the new shares commenced on 28. March 2018.

New Enterprise Associates is one of the world's largest venture capital firm investing in healthcare and technology. Addex Therapeutics Ltd., whose share are listed on SIX Swiss Exchange, is a Swiss based biopharmaceutical company focused on the development of oral allosteric modulators for neurological disorders. The gross proceeds of the capital increase will be used to advance Addex’s portfolio of drug candidates, including registration studies for lead program, dipraglurant, for levodopa-induced dyskinesia associated with Parkinson’s disease.

The NKF team was led by capital markets partners Thomas Brönnimann and Philippe Weber working with tax partner Markus Kronauer, Andrea Rüttimann, senior associate and Alexander Göbel, junior associate 

24. April 2018: Niederer Kraft Frey takes home multiple awards: Swiss Law Firm of the Year from Chambers, IFLR and Leaders League and European Corporate Deal of the Year from the Lawyer

At the Chambers Europe Awards in Madrid on 20 April, Niederer Kraft Frey was named Switzerland Law Firm of the Year 2018. The previous night at the annual IFLR - International Financial Law Review awards in London, NKF was named 2018 Law Firm of the Year Switzerland.

The Chambers Europe Awards honour the work of national and international law firms on the basis of in-depth research. The awards recognise a law firm's preeminence and reflect notable achievements including outstanding work, impressive strategic growth and excellence in client service. Chambers said of NKF:

"A strong choice for both international and domestic matters, Niederer Kraft Frey offers clients full service coverage of the Swiss legal market. […] Clients greatly admire the team and say the lawyers are “easy to work with, stick to the deadlines and are very friendly – it's the best performance you can imagine.”

The IFLR awards recognise legal innovation, novelty and complexity, rewarding law firms and deals that break new legal ground and set market precedents. The awards jury commented:

"The award was given to NKF largely for its role in two deals that were deemed very innovative on a European, not only a Swiss, stage. NKF's role as global lead counsel to Actelion and its board of directors for its acquisition by Johnson & Johnson was very impressive. The transaction had an approach and structure that could influence other pharmaceutical deals involving a drug discovery and early stage clinical business. More significantly, its overall structure, devised by NKF, was a global first: combining a public tender offer with a spin off and IPO. NKF's lead role in such a deal, with complex M&A and capital markets issues, was very worthy of merit. NKF also acted as lead counsel to Toshiba Corporation and INCJ in the Landis+Gyr Group IPO, where the team was responsible for drafting the prospectus and negotiating the IPO agreements, as well as corporate governance. It was another notable lead counsel role in a large international offering."

Earlier this year NKF won the European Corporate Deal of the Year award from The Lawyer in London for NKF's role as lead advisor to Actelion Ltd in the US$30bn acquisition by Johnson & Johnson, and Best Swiss Law Firm at the Leaders League Trophées du Droit Ceremony in Paris. In 2017, NKF became the first Swiss law firm to be named European Law Firm of the Year by The Lawyer in London.

NKF wishes to thank its clients for their continued trust. We thank the law firms with whom we work across the globe for their fantastic team work and we thank the entire NKF team.


Media release


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20 April 2018: Niederer Kraft Frey wins Most Innovative Swiss Law Firm of the Year at the IFLR Europe Awards 2018

Niederer Kraft Frey was awarded Most Innovative Swiss Law Firm of the Year at the IFLR Europe Awards 2018 ceremony in London on 19 April 2018.

IFLR is the industry leader for rewarding legal innovation. Each year IFLR hosts ceremonies in London, New York, Hong Kong and Dubai, recognizing the best work in private practice and in-house departments. As in previous years, IFLR rewards national firms of the year, financial regulation teams of the year and most innovative deals and teams in the following categories: debt and equity-linked, equity, loans, securitization and structured finance, high yield, M&A, private equity, project finance, and restructuring.

View winners

19 April 2018: NKF GDPR Workshop - Practical Tips (Webinar)

Every company in Switzerland processes personal data. Also most Swiss companies bear a reference to the EU, by virtue of e.g. rendering services or offering goods to EU citizens, having a branch in the EU and processing personal data in this context. In such cases the General Data Protection Regulation (GDPR) will also apply to Swiss companies. The GDPR will be applicable as from 25 May 2018. The grace period for the implementation of the GDPR is running since 25 May 2016. This means that every Swiss company which is subject to the GDPR must be ready then. This is a matter of compliance. In parallel the Swiss Data Protection Act (DPA) is being revised in order to be aligned with the GDPR.

The NKF Technology Team is delighted to invite you to a workshop covering this topic which will last 60 minutes with an intro from the NKF Technology Team, followed by interactive discussions with the participants.

The workshop will walk the participants through:

  • Understanding the key changes in the GDPR
  • Understanding what you need to do in order to become GDPR compliant in your entity
  • Preparing an action list

 

Topics to be explored include:

  • Data Protection Notices (including websites, employees and customers)
  • Consent Forms
  • Getting Controller/Processor contracts ready for GDPR
  • Preparing for Data Breach Response Plans/Notifications

 

We look forward to welcoming you to our webinar on

19 April 2018: Webinar (English)
5:00 pm - 6:00 pm
Speakers: Clara-Ann Gordon, András Gurovits (Partner, NKF, Zurich)

REGISTER