UBS faces legal battle over Credit Suisseās rushed takeover terms
A legal dispute has erupted over UBSās takeover of Credit Suisse, with 39 plaintiffs challenging the dealās terms. They claim the bankās shares were undervalued when the transaction was announced on 19 March 2023. The case centres on whether shareholders received fair compensation for their holdings.
At the heart of the issue is the exchange rate offered: one UBS share for every 22.48 Credit Suisse shares, valuing the entire bank at roughly 3 billion Swiss francs. Shareholders argue this amounted to just 76 rappen per shareāfar below what they believe the stock was worth at the time.
The Zurich Commercial Court appointed two independent experts, Peter Leibfried and Roger Neininger, to assess Credit Suisseās true value on the day of the takeover. Their findings will play a key role in determining whether the compensation was fair. Meanwhile, UBS has sought to restrict plaintiffsā access to internal documents, allowing them to review only materials already used by the experts.
Lawyers for the plaintiffs have criticised this move, calling it an unusual and excessive attempt to control information. They argue that full access to relevant documents is essential for a proper evaluation of the case. UBS has gone further, requesting that the court prohibit plaintiffs from sharing any inspected documents with the public or media, under threat of legal consequences.
The Commercial Court has already imposed restrictions on shareholders, barring them from making public statements about the takeover. Plaintiffsā lawyers now have until the end of September to submit their arguments on document access rights. After that, the court will issue a final ruling on UBSās request for limited disclosure.
The plaintiffs maintain that Credit Suisse shares were worth between 2 and over 9 Swiss francs on the day of the dealāsignificantly higher than the 76 rappen per share they received. Their case hinges on proving that the valuation process was flawed and that shareholders were short-changed in the rushed takeover.
The outcome of this dispute will determine whether the plaintiffs can access critical documents to support their claims. A decision from the Zurich Commercial Court is expected after September, once both sides have presented their arguments. The ruling could set a precedent for how future financial takeovers are scrutinised in Switzerland.
