Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
March 23 2023 - 8:41AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_________________
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 UNDER
THE
SECURITIES EXCHANGE ACT OF 1934
Date:
March 23, 2023
UBS
Group AG
Commission
File Number: 1-36764
UBS
AG
Commission
File Number: 1-15060
(Registrants'
Name)
Bahnhofstrasse
45, Zurich, Switzerland and
Aeschenvorstadt 1, Basel, Switzerland
(Address
of principal executive offices)
Indicate
by check mark whether the registrants file or will file annual reports under
cover of Form 20‑F or Form 40-F.
This Form 6-K
consists of the risk factor relating to UBS’s plans to acquire Credit Suisse, which
appear immediately following this page.
UBS
plans to acquire Credit Suisse Group AG
On
19 March 2023, at the urging of Swiss authorities, UBS announced historic plans
to acquire Credit Suisse Group AG, another Global Systematically Important Bank
(G-SIB) in Switzerland. Subject to regulatory approval, UBS Group AG would
absorb Credit Suisse Group AG and succeed to all assets and all liabilities of
Credit Suisse Group AG, which would mean, among other things, that UBS Group AG
would become the direct or indirect shareholder of Credit Suisse Group's AG
subsidiaries. Therefore, on a consolidated basis, all assets, risks and
liabilities, including litigation risks and liabilities, of the Credit Suisse
group of entities would become a part of UBS. Customary preconditions to
concluding the transaction include the condition that no material adverse event
or condition be discovered or occur prior to the closing of the transaction and
that regulatory approvals be received. This transaction also entails
considerable integration risk. Further investigation and planning for
integration is taking place, and risks that UBS does not currently consider to
be material, or of which it is not currently aware, could also adversely affect
UBS.
This Form 6-K is hereby
incorporated by reference into (1) each of the registration statements of UBS
AG on Form F-3 (Registration Number 333-263376), and of UBS Group AG on Form
S-8 (Registration Numbers 333-200634; 333-200635; 333-200641; 333-200665;
333-215254; 333-215255; 333-228653; 333-230312; and 333-249143), and into each
prospectus outstanding under any of the foregoing registration statements, (2)
any outstanding offering circular or similar document issued or authorized by
UBS AG that incorporates by reference any Forms 6-K of UBS AG that are
incorporated into its registration statements filed with the SEC, and (3) the
base prospectus of Corporate Asset Backed Corporation (“CABCO”) dated June 23,
2004 (Registration Number 333-111572), the Form 8-K of CABCO filed and dated
June 23, 2004 (SEC File Number 001-13444), and the Prospectus Supplements
relating to the CABCO Series 2004-101 Trust dated May 10, 2004 and May 17, 2004
(Registration Number 033-91744 and 033-91744-05).
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrants have duly caused this report to be signed
on their behalf by the undersigned, thereunto duly authorized.
UBS Group AG
By: _/s/ David Kelly______________
Name: David Kelly
Title: Managing Director
By: _/s/ Ella Campi_______________
Name: Ella Campi
Title: Executive Director
UBS AG
By: _/s/ David Kelly______________
Name: David
Kelly
Title: Managing Director
By: _/s/ Ella Campi_______________
Name: Ella Campi
Title: Executive Director
Date: March 23, 2023
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