Advestra advises on the first Swiss De-SPAC

VT5 Acquis­i­tion Com­pany AG (VT5), the first Swiss SPAC lis­ted on SIX Swiss Exchange in 2021 and now renamed R&S Group Hold­ing AG, suc­cess­fully com­pleted its De-SPAC trans­ac­tion, con­sist­ing of the busi­ness com­bin­a­tion with R&S Inter­na­tion­al Hold­ing AG and the list­ing of the R&S Group on SIX. The list­ing included a seg­ment change for the shares of VT5 pre­vi­ously lis­ted accord­ing to the Stand­ard for SPACs to the Swiss Report­ing Stand­ard of SIX. The trans­ac­tion was com­posed of a repur­chase offer for all pref­er­ence shares of VT5, the con­ver­sion of the exist­ing founder shares to cre­ate a single class of com­mon registered shares, and an offer­ing of new shares and repur­chased shares of VT5, fol­lowed by fur­ther cap­it­al increases sub­scribed by the sellers of the tar­get, R&S Inter­na­tion­al Hold­ing AG, as part of the con­sid­er­a­tion for the tar­get shares. Trad­ing of the shares under the name R&S Group Hold­ing AG star­ted on 13 Decem­ber 2023.

UBS acted as Sole Glob­al Coordin­at­or and Joint Book­run­ner and ZKB acted as Joint Bookrunner.

Advestra acted as leg­al coun­sel to UBS and ZKB. The team included Alex­an­der von Jein­sen, Annette Weber, Thomas Reut­ter, Valérie Bayard and Mil­an Scheda (all Cap­it­al Mar­kets) and Céline Mar­tin (Tax).