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Capital Market Transactions

Initial Public Offering (IPO)

A company is to be listed for the first time on the SIX Swiss Exchange; shares may be placed with the public at the same time (IPO). If, in anticipation of an IPO, a book-building procedure is to be carried out, then the application must be submitted at latest 20 exchange days prior to the beginning of the book-building period. If there is no book-building procedure, then the application must be submitted at latest 20 exchange days prior to the requested first trading day.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities (DPES).


Capital increase (ordinary, authorised, conditional)

Every type of capital increase is subject to approval. The listing application for ordinary or authorised capital increases must be submitted 20 exchange days prior to the first trading day of the new shares or prior to the beginning of the book-building period. For the formal listing of conditional capital, the listing application must be submitted 10 exchange days prior to the requested listing date.

There are three types of increases:

  • Ordinary capital increase
  • Capital increase from authorised capital
  • Capital increase from conditional capital

If share capital is to be increased by more than 10% in the scope of an ordinary or authorised capital increase, a listing prospectus as well as other documentation must be submitted to SIX Exchange Regulation in addition to the listing application.

The listing application for a capital increase from conditional capital must be submitted at the time of the first possible exercise of the conditional capital.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities.


Capital transaction for already listed securities (e.g. stock split, conversion)

Stock splits and the conversion of already listed stocks into a different stock category are subject to approval. The application must be submitted at latest 20 exchange days prior to the date of the capital transaction.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities.


Listing of an additional category of equity securities

If a company already has equity securities listed on the SIX Swiss Exchange and wishes to have an additional category of equity security listed - e.g. with a different par value or legal form (bearer or registered shares, participation or bonus certificates) - it must submit an appropriate application in advance. The deadline for submission of the application is 20 exchange days prior to the requested first trading day of the new category of equity securities.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities.


Change of regulatory standard

A change of regulatory standard may take place upon application by the issuer. The Regulatory Board may, however, open the procedure to change the regulatory standard even without receiving an appropriate application.

The regulatory standard may or must be changed if a company changes its business activities or adopts a new financial or business strategy. Because the listing requirements of the new standard must in any case be maintained, a listing prospectus and the remaining documentation for approval must be submitted to SIX Exchange Regulation with the listing application.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities.


Opening of a separate trading line

Separate trading lines are available in the following cases:

  • public sale or exchange offer;
  • share buy-back;
  • issue and trading of equity securities with different dividend entitlements.

Opening a separate trading line is subject to approval.

The documents to be submitted with the listing application can be found in Annex 1 to the Directive on the Procedures for Equity Securities.
Directive No. 3, in particular Annex P, of SIX Swiss Exchange must be observed for trading on the separate trading line.


Delisting

If the company wishes to withdraw its securities from the Exchange, i.e. delist them, it must submit an appropriate application.

As a rule, the following deadlines must be observed:

  • a period of at least three months between the publication of a delisting notice approved by the Regulatory Board and the delisting date;
  • a period of six months after the delisting date during which off-Exchange trading must be maintained.

Further information is included in the Directive on Delisting of Equity Securities, Derivatives and Exchange Traded Products (DD).