Leading global law firm Baker McKenzie advised steel group SCHMOLZ+BICKENBACH on its recapitalization through a CHF 325 million equity capital raise against the issuance of 1,083,333,333 new registered shares. The delivery and listing of the new shares at SIX Swiss Exchange occurred on 9 January 2020. After the transaction, Martin Haefner owns 49.6% of the shares, while the next largest shareholder, Liwet Holding AG, owns 25.0%.
SCHMOLZ+BICKENBACH is one of the world’s leading providers of customized solutions in the specialty long steel products business. A global name in tool steel and stainless long steel products, the group is also one of the largest providers for alloy and high-alloy engineering steel in Europe. It employs more than 10,000 employees in over 30 countries.
On 2 December 2019, the shareholders’ meeting of SCHMOLZ+BICKENBACH AG approved a capital increase to deleverage the group's financial position and to provide liquidity for its turnaround plan. Martin Haefner, an existing shareholder and member of the company's board of directors, acted as backstop investor. However, his commitment of up to CHF 325 million was subject to the condition that he obtain an exemption from the duty to make a tender offer for all shares. After the Takeover Board initially denied his request, FINMA granted this exemption to Mr Haefner based on an application supported by SCHMOLZ+BICKENBACH.
Baker McKenzie advised SCHMOLZ+BICKENBACH on all legal aspects of the recapitalization of its equity. This included, among others, the development and assessment of different recapitalization concepts, negotiations with shareholders, investors, and other stakeholders, as well as preparing, obtaining and enforcing regulatory clearance from financial market regulatory bodies (Takeover Board and FINMA).The Baker McKenzie team was led by Dr. Matthias Courvoisier (overall lead and takeover laws), Dr. Yves Mauchle (capital markets) and Dr. Alexander Blaeser (corporate). Specialty streams were led by Adam B. Farlow (international capital markets), Prof. Dr. Lukas Glanzmann (restructuring and corporate) and Dr. Urs Zenhäusern (dispute resolution). The team also included Dr. Christoph Wolf, Prof. Dr. Ulrich Ellinghaus, Dr. Holger Ellers, Dr. Ulrich Weidemann (all Germany), Charles Farnsworth (London), Thomas J. Rice (New York), Alain Sauty de Chalon, François-Xavier Naime, Noemie Devico (all Paris), Greg McNab, Haran Viswanathan (both Toronto) as well as Andrea Bolliger, Ariane Ernst, Corinne Nacht, Tanja Schmid, Gabrielle Tschopp, Beau Visser, Jan Lusti, Lukas Innerebner, Cora Schmid, Franca Steiger and Ladislas von Sury d'Aspremont (all Zurich).