Credit Suisse and UBS have entered into a merger agreement on Sunday following the intervention of the Swiss Federal Department of Finance, the Swiss National Bank and the Swiss Financial Market Supervisory Authority FINMA (FINMA). UBS will be the surviving entity upon closing of the merger transaction. Under the terms of the merger agreement all shareholders of Credit Suisse will receive 1 share in UBS for 22.48 shares in Credit Suisse. Until consummation of the merger, Credit Suisse will continue to conduct its business in the ordinary course and implement its restructuring measures in collaboration with UBS. The Swiss National Bank will grant Credit Suisse access to facilities that provide substantial additional liquidity. On March 19, 2023, Swiss Federal Department of Finance, the Swiss National Bank and FINMA have asked Credit Suisse and UBS to enter into the merger agreement. Pursuant to the emergency ordinance which is being issued by the Swiss Federal Council, the merger can be implemented without approval of the shareholders. The consummation of the merger remains subject to customary closing conditions.

Credit Suisse and UBS have entered into a merger agreement on Sunday with UBS being the surviving entity. After negotiations that took place during the weekend leading up to the signing of the merger agreement, UBS and Credit Suisse concluded that it would be in the best interest of their shareholders and their stakeholders to enter into the merger. This move comes after the Swiss Federal Department of Finance, the Swiss National Bank and FINMA asked both companies to conclude the transaction to restore necessary confidence in the stability of the Swiss economy and banking system.

The merger transaction provides for the following key terms:

All shareholders of Credit Suisse will receive 1 share in UBS for 22.48 shares in Credit Suisse as merger consideration. This exchange ratio reflects a merger consideration of CHF 3 billion for all shares in Credit Suisse.

The merger transaction remains subject to customary closing conditions. Both parties are confident that all conditions can be met. The merger is expected to be consummated by end of 2023 if possible.

The Swiss National Bank will grant Credit Suisse access to facilities that provide substantial additional liquidity.

For the purpose of a seamless integration of Credit Suisse into UBS, UBS is expected to appoint key personnel to Credit Suisse as soon as legally possible.
Credit Suisse continues to operate in the ordinary course of business and implement its restructuring measures in collaboration with UBS.
UBS has expressed its confidence that the employment of the staff of Credit Suisse will be continued.

On Sunday, Credit Suisse has been informed by FINMA that FINMA has determined that Credit Suisse’s Additional Tier 1 Capital (deriving from the issuance of Tier 1 Capital Notes) in the aggregate nominal amount of approximately CHF 16 billion will be written off to zero.

In consideration of the unique circumstances affecting the Swiss economy as a whole, the Swiss Federal Council is issuing an emergency ordinance (Notverordnung) tailored to this particular transaction. Most importantly, the merger will be implemented without the otherwise necessary approval of the shareholders of UBS and Credit Suisse to enhance deal certainty.

Axel P. Lehmann, Chairman of the Board of Directors of Credit Suisse said: “Given recent extraordinary and unprecedented circumstances, the announced merger represents the best available outcome. This has been an extremely challenging time for Credit Suisse and while the team has worked tirelessly to address many significant legacy issues and execute on its new strategy, we are forced to reach a solution today that provides a durable outcome.”

Credit Suisse

Credit Suisse is one of the world’s leading financial services providers. The bank’s strategy is built on its leading Wealth Management and Swiss Bank franchises, with strong Asset Management as well as Markets capabilities. Credit Suisse seeks to follow a balanced approach to wealth management, aiming to capitalize on both the large pool of wealth within mature markets as well as the significant growth in wealth in Asia Pacific and other emerging markets, while also serving key developed markets with an emphasis on Switzerland. The bank employs more than 50,000 people. The registered shares (CSGN) of Credit Suisse are listed in Switzerland and, in the form of American Depositary Shares (CS), in New York. Further information about Credit Suisse can be found at www.credit-suisse.com.

Cautionary statement regarding forward-looking information

This document contains statements that constitute forward-looking statements. In addition, in the future we, and others on our behalf, may make statements that constitute forward-looking statements. Such forward-looking statements may include, without limitation, statements relating to the following:

our statements as to the proposed transaction between Credit Suisse and UBS;
our plans, targets or goals;
our future economic performance or prospects;
the potential effect on our future performance of certain contingencies; and
assumptions underlying any such statements.

Words such as “may,” “could,” “achieves,” “believes,” “anticipates,” “expects,” “intends” and “plans” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. We do not intend to update these forward-looking statements.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that predictions, forecasts, projections and other outcomes described or implied in forward-looking statements will not be achieved. We caution you that a number of important factors could cause results to differ materially from the plans, targets, goals, expectations, estimates and intentions expressed in such forward-looking statements. Additionally, many of these factors are beyond our control.

These factors include, but are not limited to:

• the consummation of the proposed transaction between Credit Suisse and UBS, and the timing and implementation thereof;
• the ability to maintain sufficient liquidity and access capital markets;
• market volatility, increases in inflation and interest rate fluctuations or developments affecting interest rate levels;
• the ongoing significant negative consequences, including reputational harm, of the Archegos and supply chain finance funds matters, as well as other recent events, and our ability to successfully resolve these matters;
• the impact of media reports and social media speculation about our business and its performance;
• the extent of outflows of deposits and assets or future net new asset generation across our divisions;
• our ability to improve our risk management procedures and policies and hedging strategies;
• the strength of the global economy in general and the strength of the economies of the countries in which we conduct our operations, in particular, but not limited to, the risk of negative impacts of COVID-19 on the global economy and financial markets, Russia’s invasion of Ukraine, the resulting sanctions from the US, EU, UK, Switzerland and other countries and the risk of continued slow economic recovery or downturn in the EU, the US or other developed countries or in emerging markets in 2023 and beyond;
• the emergence of widespread health emergencies, infectious diseases or pandemics, such as COVID-19, and the actions that may be taken by governmental authorities to contain the outbreak or to counter its impact;
• potential risks and uncertainties relating to the severity of impacts from the COVID-19 pandemic, including potential material adverse effects on our business, financial condition and results of operations;
• the direct and indirect impacts of deterioration or slow recovery in residential and commercial real estate markets;
• adverse rating actions by credit rating agencies in respect of us, sovereign issuers, structured credit products or other credit-related exposures;
• the ability to achieve our strategic initiatives, including those related to our targets, ambitions and goals, such as our financial ambitions as well as various goals and commitments to incorporate certain environmental, social and governance considerations into our business strategy, products, services and risk management processes;
• our ability to achieve our announced comprehensive new strategic direction for the Group and significant changes to its structure and organization;
• our ability to successfully implement the divestment of any non-core business;
• the future level of any impairments and write-downs resulting from strategy changes and their implementation;
• the ability of counterparties to meet their obligations to us and the adequacy of our allowance for credit losses;
• the effects of, and changes in, fiscal, monetary, exchange rate, trade and tax policies;
• the effects of currency fluctuations, including the related impact on our business, financial condition and results of operations due to moves in foreign exchange rates;
• geopolitical and diplomatic tensions, instabilities and conflicts, including war, civil unrest, terrorist activity, sanctions or other geopolitical events or escalations of hostilities, such as Russia’s invasion of Ukraine;
• political, social and environmental developments, including climate change and evolving ESG-related disclosure standards;
• the ability to appropriately address social, environmental and sustainability concerns that may arise from our business activities;
• the effects of, and the uncertainty arising from, the UK’s withdrawal from the EU;
• the possibility of foreign exchange controls, expropriation, nationalization or confiscation of assets in countries in which we conduct our operations;
• operational factors such as systems failure, human error, or the failure to implement procedures properly;
• the risk of cyber attacks, information or security breaches or technology failures on our reputation, business or operations, the risk of which is increased while large portions of our employees work remotely;
• the adverse resolution of litigation, regulatory proceedings and other contingencies;
• actions taken by regulators with respect to our business and practices and possible resulting changes to our business organization, practices and policies in countries in which we conduct our operations;
• the effects of changes in laws, regulations or accounting or tax standards, policies or practices in countries in which we conduct our operations;
• the discontinuation of LIBOR and other interbank offered rates and the transition to alternative reference rates;
• the potential effects of changes in our legal entity structure;
• competition or changes in our competitive position in geographic and business areas in which we conduct our operations;
• the ability to retain and recruit qualified personnel;
• the ability to protect our reputation and promote our brand;
• the ability to increase market share and control expenses;
• technological changes instituted by us, our counterparties or competitors;
• the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users;
• acquisitions, including the ability to integrate acquired businesses successfully, and divestitures, including the ability to sell non-core assets; and
• other unforeseen or unexpected events and our success at managing these and the risks involved in the foregoing.
• We caution you that the foregoing list of important factors is not exclusive. When evaluating forward-looking statements, you should carefully consider the foregoing factors and other uncertainties and events, including the information set forth in “Risk factors” in I – Information on the company in our Annual Report 2022.

Important Information

This announcement does not constitute an offer of securities for sale, or a solicitation of an offer to purchase or subscribe for, any securities in the United States and does not constitute an offer or invitation to subscribe for or purchase any securities in any country or in any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

Investors and others should note that we announce important company information (including quarterly earnings releases and financial reports as well as our annual sustainability report) to the investing public using press releases, SEC and Swiss ad hoc filings, our website and public conference calls and webcasts. We also routinely use our Twitter account @creditsuisse (https://twitter.com/creditsuisse), our LinkedIn account (https://www.linkedin.com/company/credit-suisse/), our Instagram accounts (https://www.instagram.com/creditsuisse_careers/ and https://www.instagram.com/creditsuisse_ch/), our Facebook account (https://www.facebook.com/creditsuisse/) and other social media channels as additional means to disclose public information, including to excerpt key messages from our public disclosures. We may share or retweet such messages through certain of our regional accounts, including through Twitter at @csschweiz (https://twitter.com/csschweiz) and @csapac (https://twitter.com/csapac). Investors and others should take care to consider such abbreviated messages in the context of the disclosures from which they are excerpted. The information we post on these social media accounts is not a part of this document.

Disclaimer

This document was produced by and the opinions expressed are those of Credit Suisse as of the date of writing and are subject to change. It has been prepared solely for information purposes and for the use of the recipient. It does not constitute an offer or an invitation by or on behalf of Credit Suisse to any person to buy or sell any security. Any reference to past performance is not necessarily a guide to the future. The information and analysis contained in this publication have been compiled or arrived at from sources believed to be reliable but Credit Suisse does not make any representation as to their accuracy or completeness and does not accept liability for any loss arising from the use hereof.

Productive Business Solutions Limited (“PBS”) wishes to announce that its board of directors has approved the acquisition of 100% of the ordinary shares of Infotrans Group Holding B.V. (“Infotrans”). An acquisition of Infotrans is consistent with PBS’s strategy of growing its integrated regional platform, diversifying its lines of business with particular emphasis on information technology and deepening its relationships with the world’s leading technology brands.

About Infotrans
Infotrans has operated for over 30 years in seven territories, including Curacao, Colombia, Aruba, Bonaire, Guyana, Suriname, and St. Maarten through its subsidiaries. Infotrans employs over 40 engineers, represents 14 global brands, and services over 500 customers in its markets across the Dutch Caribbean and South America. Major industries supported by Infotrans include finance, hospitality, education, healthcare, and government.

Infotrans provides solutions to businesses in the markets in which it operates by offering consultancy, assessment, design, implementation, support and financing services. Additionally, the company provides cyber security, networking, datacenter, business continuity, communication and collaboration services to its customers. Apart from software and ICT solutions, Infotrans also sells workspace devices such as workstations, imaging, point-of-sale devices, and displays.

The acquisition of Infotrans will strengthen PBS’s position as the leading information communication technology solutions provider across the Caribbean and Central America. Acquiring Infotrans will also deepen PBS’s presence in Colombia, Guyana and the Dutch Caribbean. The business, when combined with Infotrans, will result in revenues in excess of US$330 million annually and will expand PBS’s footprint to 21 countries and territories.

In commenting on the acquisition, Pedro M. Paris, PBS Group CEO said “Infotrans has long been a leader in the technology industry in the Dutch Caribbean and has built a growing business in Colombia serving the BPO sector. Integrating Infotrans into PBS will allow us to better serve our customers in these key markets and give us new technical capabilities.” Arjen G. van der Meulen, CEO of Infotrans said “I am pleased to combine Infotrans with PBS and have every confidence that the acquisition will build on Infotrans’ long track record of providing exceptional service to clients.”

About PBS
Productive Business Solutions Limited is the leading enterprise technology company in Central American and the Caribbean. Productive Business Solutions Limited is listed on the Jamaica Stock Exchange with a secondary listing on the International Securities Market of the Barbados Stock Exchange. Productive Business Solutions is a member of the Musson Group of Companies.
We operate in more than 19 countries, have over 2,000 employees and expect to have consolidated revenues in excess of US$300 million. The Company has an increasingly diversified business across information technology, networking, security systems and advanced services.

The transaction is subject to definitive agreements, regulatory approvals and other customary closing conditions, and is expected to be completed by June 30, 2023.

On the anniversary of its 101st year in business, GraceKennedy (GK) Limited has announced that it has come to an agreement with Spike Industries Limited to increase its stake in Catherine’s Peak Bottling Company Limited, owner of the Catherine’s Peak pure spring water brand, from 35% to 70%.

The transaction, which remains subject to customary closing conditions, places GK in an even stronger strategic position within the Jamaican spring water market. With GK as its majority shareholder, Catherine’s Peak Bottling Company Limited will become a subsidiary of the GraceKennedy Group.

Commenting on the latest move from GraceKennedy, Group CEO, Don Wehby stated, “We are proud to have Catherine’s Peak as a part of our Group. Catherine’s Peak is one of the largest, innovative, bottled water companies on the local market and we are extremely pleased to welcome the Catherine’s Peak team to our GK Family.”

He continued, “The decision to expand our ownership of Catherine’s Peak is squarely in line with the growth strategy for our GK Foods division, which sees us acquiring top Jamaican brands with broad consumer appeal capable of growing both locally and internationally. We’re excited to be taking further steps to grow GK’s portfolio of products to provide a wider selection to our customers.”

 “Catherine’s Peak pure spring water has been distributed by GK since we acquired a 35% stake back in 2018. Catherine’s Peak is a quality product that is loved by so many Jamaicans, and we look forward to the brand’s continued growth. We see opportunities to expand Catherine’s Peak distribution outside of the local market, through line extensions and exports to the Caribbean and US markets, and we are eager to bring new innovations to the brand in the future.” Frank James, CEO of GraceKennedy Foods – Domestic

Since it first appeared on the market in 1992, the demand for Catherine’s Peak pure spring water has grown exponentially. Catherine’s Peak, which celebrated its 30th anniversary last year, has become a household name in Jamaica, known for its great taste and highest quality standards.

Tropical Battery Company Limited has signed an agreement to acquire a 50% stake in Dominican Republic-based solar photovoltaic engineering, procurement and construction company KAYA Energy Group for a combination of cash and shares. The transaction is pending financial close and approval by the regulatory authorities in Jamaica and Dominican Republic.

The acquisition of KAYA advances Tropical Battery’s strategy of diversifying its product and service offering and extending its geographical footprint across the Caribbean Basin. The deal expands the addressable market for solar power and energy storage equipment distributed under Tropical Battery’s Tropical Renewable Energy division fourfold. It will also enable a vertical integration of Tropical Energy’s business with KAYA’s design, engineering, installation and maintenance expertise.

KAYA Energy Group management will remain at the helm of the acquired company for the foreseeable future as it is integrated with Tropical Renewable Energy. The deal is expected to be accretive to Tropical Battery earnings in FY2023.

“We are very excited to be integrating our operations with Tropical Energy,” said KAYA Co-founder and CEO Karina Chez. “This transaction validates all the hard work we have put into building KAYA Energy Group and marks a new chapter in our growth and development. We are proud of what we have achieved and look forward to building an even greater, more regional platform in the years ahead as part of the Tropical Battery group of companies.

Affordable energy independence is within reach for households and businesses across the Caribbean, and with Tropical Energy by our side, it’s more accessible than ever,” Chez added.

“We are pleased to be entering the largest renewable energy market in the Spanish-speaking Caribbean in partnership with KAYA Energy Group,” commented Tropical Battery Managing Director Alexander Melville. “The Dominican Republic has a population of more than 11 million and GDP of nearly USD 100bn, over six times the size of the Jamaican economy, with considerable momentum driving the adoption of renewables. KAYA Energy Group has built an impeccable reputation over the past decade, while spearheading the push for an enabling regulatory regime in the country, and we have a lot of synergies that will propel our combined growth for years to come,” Melville said.

“KAYA Energy Group’s founders share our core values, our regional vision, and our mission to facilitate the transition to a more sustainable, low-carbon economy in the Caribbean by providing world class renewable energy solutions,” Melville added.

About Tropical Battery
Tropical Battery was founded in 1950 as an energy storage company supplying the automotive, marine, and industrial markets with batteries, lubricants, automotive care products, and tyres. the company has over 125 employees with six branches and an island-wide distribution network. Tropical Battery was listed on the Junior Market of the Jamaica Stock Exchange in 2020, and subsequently launched new divisions dedicated to energy efficiency, renewable energy, electric mobility, and sustainable finance.

About KAYA Energy Group
KAYA Energy Group is a Santo Domingo-based engineering procurement and construction company tha

iCreate Limited (“iCreate”) is pleased to announce that the Company has signed an Agreement to acquire the shares of Branding & Trade Marketing company, Ideas Execution Limited. The acquisition of Ideas Execution by iCreate fits squarely within its Merger and Acquisition strategy towards building out its vision as a leader within the creative and digital economies in Jamaica and the wider Caribbean region.

iCreate CEO Tyrone Wilson, in announcing the acquisition, expressed his excitement around this deal. “We are continually seeking to build out our Advertising Division and iCreate as a whole as part of our Group M&A strategy. This partnership will see iCreate owning 100% of Ideas Execution and Founder Kevin Frith, becoming a top 10 shareholder in iCreate and a strategic investor”

This acquisition comes on the heels of the Company’s successful closing of Digital Outdoor Billboard Company, Visual Vibe.com Limited.

Founder and principal of Ideas Execution Limited Kevin Frith said the company had a proven track record in maximizing the visibility of major brands and, in response to greater demand as pandemic-related restrictions ease, has increased its capacity to support brand- building projects and business development services
utilizing community bars and wholesale grocery businesses.

Ideas Execution is the leading commercial service provider and business development agency in the route bar market in Jamaica. Ideas Execution, Campari and Wray and Nephew have partnered to execute over 500 branding projects and distributed products valued at over $1 billion in Jamaica since 2013. Ideas Execution has also partnered with a number of clients such as GraceKennedy Group, Seprod and Lucozade to execute over 100 branding projects.

For more information, visit https://www.icreate.group/investors