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28/03/2024
CMS advised Vista Augenpraxis & Kliniken on the acquisition of Augenzentrum...
Zurich, March 2024 | Vista Klinik Holding AG, domiciled in Binningen (Switzerland), integrated into its network Augenzentrum Muttenz-Pratteln GmbH, a renowned provider of ophthalmological services in Baselland. The eye centre operates a total of three ultra-modern sites in the municipalities of Muttenz and Pratteln with first-class medical equipment, including state-of-the-art surgery facilities (focused on intravitreal injections). Founded over 30 years ago, Vista Augenpraxen & Kliniken has become a leading centre of excellence for ophthalmology in Switzerland. With its numerous locations, Vista has a broad network of eye clinics and eye practices. At all sites, specialised ophthalmologists offer all treatments and surgical interventions relating to the eye. In this way, Vista guarantees comprehensive and lifelong care for its patients. Forward-looking research activities and the continuous training of all employees ensure quality and sustainability at all sites. A team of CMS Switzerland, led by Stefan Brunnschweiler and Franziska Hammer, advised Vista Augenpraxen & Kliniken on all legal matters of the transaction. CMS Switzer­land­Stefan Brunnschweiler, Partner, Corporate / M&AFranziska Hammer, Counsel, Corporate / M&A          Christoph Willi, Partner, Life Science & HealthcareMiryam Meile, Associate, EmploymentRafael Gruber, Attorney Trainee
27/03/2024
CMS advised Ypsomed on the sale of its pen needle and BGM businesses to...
Zurich, March 2024 | An international CMS team under the lead of Stefan Brunnschweiler and Florian Jung provided comprehensive advice to Ypsomed (SIX: YPSN) on all legal aspects regarding the sale of its pen needle and blood glucose monitoring systems (BGMs) businesses to Medical Technology and Devices S.p.A. (MTD). Ypsomed is supporting a reliable transition to ensure the supply of pen needles to people around the globe who inject insulin and other hormones. During a transition period, Ypsomed will produce pen needles as a contract manufacturer and provide certain services to facilitate a seamless transfer. The production equipment will be gradually moved to the MTD sites by mid-2025. The business with pen needles and BGMs to be transferred to MTD accounted for sales of CHF 52 million in FY 2022/23 and CHF 18 million in the first half of FY 2023/24. The closing of the transaction and thus the transfer of the business with pen needles and blood glucose monitoring systems is expected in summer 2024, after which the transition will begin, and is subject to customary respectively regulatory conditions. Ypsomed is the leading developer and manufacturer of injection and infusion systems for self-medication and a renowned diabetes specialist. The company will celebrate its 40th anniversary in 2024. As a leader in innovation and technology, it is a preferred partner of pharmaceutical and biotech companies for pens, autoinjectors and pump systems for administering liquid medications. Ypsomed presents and markets its product portfolios under the umbrella brand mylife Diabetescare directly to patients, pharmacies, and hospitals as well as under Ypsomed Delivery Systems in busi­ness-to-busi­ness operations with pharmaceutical companies. Ypsomed is headquartered in Burgdorf, Switzerland. The company has a global network of production facilities, subsidiaries, and distribution partners. Ypsomed has over 2,200 employees worldwide. CMS ZurichStefan Brunnschweiler, LL.M., Managing Partner, Head Corporate/M&AFlorian Jung, LL.M., Senior Associate, Corporate/M&ASamuel Felix Gang, LL.M., Senior Associate, Corporate/M&AAnna Mast, Associate, Corporate/M&AAlexander Salamon, Attorney Trainee, Corporate/M&AMarquard Christen, LL.M., MAS, Partner, Com­pet­i­tion­Sophia Rovelli, Attorney Trainee, Com­pet­i­tion­Nad­ine Anwander, Attorney Trainee, CompetitionDr Matthias Kuert, LL.M., Partner, Capital MarketsMark Cagienard, LL.M. VAT, Partner, TaxChristian Gersbach, LL.M., Partner, EmploymentDirk Spacek, LL.M., Partner, IT/IPCMS ParisAlexandra Rohmert, Partner, Corporate/M&AVincent Desbenoit, Associate, Corporate/M&ACaroline Froger-Michon, Partner, Em­ploy­ment­Ca­mille Baumgarten, Associate, Em­ploy­ment­Aliénor Fevre, Counsel, CommercialManon Fleury, Associate, Com­mer­cialJean-Hugues de la Berge, Partner, TaxWilliam Hamon, Partner, TaxCMS FrankfurtDr Heike Wagner, Partner, Corporate/M&ADr Tobias Kilian, Of Counsel, Corporate/M&ADr Reiner Thieme, Associate, Corporate/M&ACMS HamburgDr Heike Wagner, Partner, Corporate/M&A
27/03/2024
CMS Switzerland recognised by The Legal 500 EMEA 2024
This year CMS Switzerland has been recommended by The Legal 500 in 21 categories in the European, Middle Eastern and African (EMEA) edi­tion. In addition, 6 of our lawyers are recognized individually for their expertise as "Leading Individuals" or "Next Generation Partner" in the areas of Competition, Insolvency & Corporate Recovery, Insurance, Public Law, Real Estate & Construction and TMT.
27/03/2024
Plastics and packaging laws in Switzerland
1. What is the general legislative framework regulating packaging and plastic waste in your jurisdiction? Particularly when compared to the regulations within the European Union, plastic waste and packaging...
Comparable
27/03/2024
Cannabis law and legislation in Switzerland
Medical use As of 1 August 2022, the Swiss Federal Narcotics Act was amended to allow the use of cannabis for medical purposes. The amended narcotics law allows cannabis to be cultivated, processed, traded...
25/03/2024
Patentability of inventions relating to diagnostic methods at the EPO
Under Article 53(c) of the European Patent Convention (EPC), diagnostic methods practised on the human or animal body are excluded from patentability. The purpose behind this exclusion is to avoid patent...
25/03/2024
Electronic charging stations on the rise in Switzerland: New legal implications?
In 2023, around a quarter of a million new passenger cars have been registered for the territory in Switzerland. More than 50 percent of those newly registered passenger cars are fully or at least partially electric cars (i.e. mild hybrids or plug-in-hy­brids). Switzerland's public charging network is not yet one of the densest in the world. Switzerland still remains behind the leaders in terms of e-charging stations per inhabitant like e.g. the Netherlands and Norway. In view of the increasing amount of electric cars, this status cannot be sustained any longer. Therefore, currently, an increase in the production and sales of e-charging stations can be seen. This increase offers new business opportunities for elec­tri­city/e-char­ging providers as well as third parties involved in the performance chain (e.g. gas stations or facility owners who are willing to provide their space for such charging stations as a new secondary business model).
25/03/2024
Price Increases in Commercial Contracts in Switzerland
1. In respect of existing busi­ness-to-busi­ness (B2B) agreements that do not contain an explicit price adjustment clause: a. Is the supplier permitted to unilaterally increase prices (or does it have...
Comparable
21/03/2024
CMS European M&A Study 2024
Frankfurt/Main – CMS has announced the findings of the 16th edition of the CMS European M&A Study 2024, offering an in-depth analysis of the mergers and acquisitions landscape based on transactions CMS advised on. The Study analyses a record 559 deals throughout 2023, indicating the resilience and adaptability of the European M&A market amidst challenging global conditions. The high number of completed deals is testament to CMS’s strength in the market, despite the well-documented general downturn in deal activity across the globe. The 2024 Study reveals key trends in the M&A sector, including a notable shift in deal-making strategies, a rise in ESG due diligence and strategic investments outpacing financial investments. Despite a complex macroeconomic environment, the Study identifies a robust pipeline of deals for 2024, underpinned by a gradual stabilisation in the market, with lower interest rates and lower inflation. Key Findings and Takeaways: Sustained Deal Activity: Despite geopolitical tensions and economic challenges, 2023 witnessed a resilient M&A market, with CMS advising on a record number of deals. This resilience signals a robust appetite for strategic acquisitions and a promising outlook for 2024. Pricing Structures Shift: There was a notable decrease in purchase price adjustments (PPAs) and earn-outs, suggesting a move towards more stable and predictable deal structures. This trend suggests increasing confidence in valuation accuracy and financial stability. However, the reduced use of locked box structures in smaller transactions indicates lingering uncertainty regarding pricing. ESG Still Emerging in Deal Considerations: While specific ESG due diligence has seen an uptick, rising to 47% from last year's 33%, the incorporation of ESG factors into deal structures remains modest. This area is expected to grow as regulatory and reputational pressures increase. Rise in Strategic Investments: The study observed a significant presence of strategic investors both as buyers and sellers, indicating a strategic reshaping of business portfolios in response to evolving market conditions. Risk Allocation: The standard limitation period for operational warranties, although reducing, remains between 12 to 24 months across most transactions, with liability caps below 50% of the purchase price being seen in the majority of cases, maintaining consistency with previous years.W&I Insurance Stability: The utilisation of Warranty & Indemnity insurance in European deals, particularly in the larger transactions, has stayed consistent with 2022 levels, with the UK leading in its use. Geopolitical and Economic Factors: The Study acknowledges the ongoing impact of geopolitical tensions and economic uncertainties on deal-making but also points to recovering confidence in the debt markets and potential boosts from election cycles. Louise Wallace, Global Head of the CMS Corporate/M&A Group, said: “The insights from this year's Study not only highlight the resilience of the European M&A market but also point towards interesting and evolving trends that will shape the future of deal-making. Our dedication to providing unparalleled guidance has never been more relevant.”Dr Malte Bruhns, Global Head of the CMS Corporate/M&A Group, added: “Our analysis reveals a market in transformation, adapting to global challenges while identifying new opportunities. This resilience and adaptability underline the strength of our M&A advisory services.” Conclusion: The CMS European M&A Study 2024 underscores an optimistic outlook for M&A activity in Europe in 2024, highlighting resilience amid economic challenges. Key trends indicate a shift towards seller-friendly dynamics and robust deal flow, fuelled by improved market confidence and strategic entry into new markets. Read the full CMS European M&A Study 2024 here. Press Con­tact presse@cms-hs. com
21/03/2024
CMS European M&A Study 2024
The CMS Corporate/M&A Group is pleased to launch the 16th edition of the European M&A Study
19/03/2024
The EU Artificial Intelligence Act is almost ready to go!
The Artificial Intelligence Act is a legislative proposal by the European Commission to regulate artificial intelligence (AI). So far, unlike other countries or territories, the EU is the first legislator to present a comprehensive proposal for the regulation of AI. The EU is attempting a balancing act: To ensure that those affected by AI do not suffer any disadvantages while on the other hand to promote innovation and give AI as much scope of development potential as possible.
15/03/2024
Real estate finance law in Switzerland
A. Mortgages 1. Can security be granted to a foreign lender? Yes. Security over interests in real estate can be granted to foreign lenders. Generally a foreign lender in favour of whom a security interest...