Credit Suisse Advances Carveout of CS First Boston with USD 175 Million Purchase of The Klein Group LLC

Credit Suisse Advances Carveout of CS First Boston with USD 175 Million Purchase of The Klein Group LLC

Ad hoc announcement pursuant to Art. 53 LR

(IN BRIEF) Credit Suisse Group has acquired M. Klein & Company LLC’s investment banking business, The Klein Group LLC, for $175 million. The seller will receive a convertible note in the form of equity in CS First Boston, which is being carved out as a separate entity by Credit Suisse. Michael Klein, who was CEO of Citigroup’s institutional businesses, has been appointed CEO of Banking and CEO of the Americas, as well as designated CEO of CS First Boston. The acquisition of MK&C is expected to enhance CS First Boston’s management and advisory capabilities. The transaction is expected to close in H1 2023 and is subject to regulatory approval.

(PRESS RELEASE) ZÜRICH, 9-Feb-2023 — /EuropaWire/ —  Credit Suisse Group AG, a global wealth manager, investment bank and financial services firm, announces that it has taken a significant step forward in its plans to carve out CS First Boston as a leading independent capital markets and advisory business. The company has acquired The Klein Group LLC¹ (MK&C), the investment banking business of M. Klein & Company LLC, for a purchase price of USD 175 million.

The acquisition of MK&C, an internationally recognized investment-banking boutique with a strong reputation and deep client relationships, will enhance the management and advisory capabilities of CS First Boston. The MK&C team, which is based in New York and employs approximately 40 professionals, has advised on transactions worth over USD 1.5 trillion since its formation in 2010 and will be fully integrated into CS First Boston following the acquisition’s closing.

As part of the acquisition, Michael Klein, the founder of MK&C and a highly respected investment banker, has been appointed Chief Executive Officer (CEO) of Banking and CEO of the Americas, as well as designated CEO of CS First Boston. He will join the Executive Board of Credit Suisse and report directly to Group CEO Ulrich Körner. Michael Klein has an established track record of building leading advisory and capital raising firms and has over 35 years of investment-banking and strategic-advisory experience.

Credit Suisse’s strategy, which was announced on October 27, 2022, is to create an independent capital markets and advisory business with a differentiated proposition and partnership model. CS First Boston is expected to be more global and broader than existing investment-banking boutiques, more focused than bulge bracket players, and competitive in attracting and retaining top talent. The headquarters of CS First Boston will be in the US, with global capabilities and a preferred long-term partnership with Credit Suisse Group.

To align interests with Credit Suisse, M. Klein & Company LLC (the seller) will receive a convertible note² and a warrant. The note will provide annual payments and convert into, and the warrant entitles the seller to subscribe to, CS First Boston shares at a qualified initial public offering or other liquidity event, at the then-valuation of CS First Boston, less a customary discount³.

Axel P. Lehmann, Chairman of the Board of Directors of Credit Suisse, said: “We are very pleased to announce the planned addition of Michael Klein to our Executive Board through the acquisition of The Klein Group. Michael’s experience and leadership will further strengthen our Executive Board and will help create shareholder value through this key strategic step of creating CS First Boston as an independent global capital markets and competitive advisory led business.”

Ulrich Körner, Chief Executive Officer of Credit Suisse, said: “This acquisition of The Klein Group is an exceptional opportunity for Credit Suisse to successfully deliver on its strategic objective to carve out CS First Boston as an independent global capital markets and competitive advisory led business. This will provide meaningful additional opportunities for the Group and an attractive value proposition for all our stakeholders. We see this move as a strategic way to create shareholder value. I am looking forward to welcoming Michael Klein to the Executive Board. He is an exceptional banker and dealmaker with proven and recognized entrepreneurial success, and I am confident that CS First Boston will thrive under his leadership. The creation of an independent CS First Boston is an important step in the wider transformation of Credit Suisse and the creation of a simpler, more focused bank built around the needs of our clients.”

Credit Suisse’s acquisition of MK&C and Michael Klein’s appointment to the Executive Board are subject to regulatory approvals, with the transaction expected to close in the first half of 2023. The transaction is expected to have a limited effect on Credit Suisse Group’s CET1 ratio of less than 10 basis points, and Deutsche Bank AG, London Branch, has provided a fairness opinion to the Board of Directors of Credit Suisse Group AG in connection with the acquisition.

Credit Suisse is committed to maintaining control over the ultimate scope and structure of CS First Boston and retains options to attract third-party capital in the future, as announced at the bank’s Strategy Update on October 27, 2022. With this acquisition, Credit Suisse takes an important step in its plans to create a leading independent capital markets and advisory business that is poised for growth and success in the years ahead.

¹The registered broker-dealer business of M. Klein & Company LLC

²The principal amount of the convertible note is expected to be USD 100 million, with the balance being paid in cash dependent on the tax consideration to be paid by the seller at closing

³The purchase price is USD 175 million. The NPV of the transaction to Credit Suisse is expected to be approximately USD 210 million which also includes interest cost, annual payments on the note and other payments that may in the future become payable in respect of this transaction.

Credit Suisse

Credit Suisse is one of the world’s leading financial services providers. The bank’s strategy builds on its core strengths: its position as a leading wealth manager, its specialist investment banking and asset management capabilities and its strong presence in its home market of Switzerland. 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 Group AG, 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.

Contact details
Kinner Lakhani, Investor Relations, Credit Suisse
Tel: +41 44 333 71 49
Email: investor.relations@credit-suisse.com

Dominik von Arx, Corporate Communications, Credit Suisse
Tel: +41 844 33 88 44
Email: media.relations@credit-suisse.com

Important Information

This document contains certain unaudited interim financial information for the fourth quarter of 2022. This information has been derived from management accounts, is preliminary in nature, does not reflect the complete results of the fourth quarter of 2022 and is subject to change, including as a result of any normal quarterly adjustments in relation to the financial statements. This information has not been subject to any review by our independent registered public accounting firm. There can be no assurance that the final results for these periods will not differ from these preliminary results, and any such differences could be material. Quarterly financial results for the fourth quarter of 2022 will be included in our 4Q22 Earnings Release. These interim results of operations are not necessarily indicative of the results to be achieved for the remainder of or the full fourth quarter of 2022.

We may not achieve all of the expected benefits of our strategic initiatives, such as in relation to intended reshaping of the bank, cost reductions and strengthening and reallocating capital. Factors beyond our control, including but not limited to the market and economic conditions (including macroeconomic and other challenges and uncertainties, for example, resulting from Russia’s invasion of Ukraine), customer reaction to our proposed initiatives, enhanced risks to our businesses during the contemplated transitions, changes in laws, rules or regulations and other challenges discussed in our public filings, could limit our ability to achieve some or all of the expected benefits of these initiatives. Our ability to implement our strategy objectives could also be impacted by timing risks, obtaining all required approvals and other factors.

Cautionary statement regarding forward-looking information

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Words such as “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. These factors include, but are not limited to:

  • 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;
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  • 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, including from the revaluation of deferred tax assets, resulting from disposals and the implementation of the proposed strategic initiatives’;
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  • the effects of, and changes in, fiscal, monetary, exchange rate, trade and tax policies;
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  • the ability to retain and recruit qualified personnel;
  • the ability to protect our reputation and promote our brand;
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  • 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 2021 and in “Risk factor” in Credit Suisse results – Credit Suisse in our 3Q22 Financial Report.

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.

The English language version of this document is the controlling version.

SOURCE: Credit Suisse Group

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