Bär & Karrer Advises Holcim and Amrize on the Spin-off of Amrize

Today, Holcim AG completed the spin-off and public listing of its North American business, Amrize, and Amrize Ltd debuted as independent publicly traded company. The Amrize shares were successfully listed on the New York Stock Exchange and on the SIX Swiss Exchange (SIX).

The spin-off has been effected through a tax-neutral dividend-in-kind distribution of Amrize shares to Holcim shareholders as approved at Holcim's annual general meeting. The spin-off was preceded by the complete legal and structural separation of the Amrize business into a standalone company through a series of transactions. The transaction represents a full capital market separation of Holcim and Amrize.

Amrize will be the leading pure-play building solutions company in North America with investment grade ratings, offering advanced building solutions from foundation to rooftop to serve all construction markets. In light of Amrize's market capitalization of about CHF 26 billion (opening price on SIX Swiss Exchange), it was among the largest new listings on the SIX Swiss Exchange and among the largest spin-offs in Switzerland ever.

Bär & Karrer has acted as Swiss legal and tax advisor to Holcim and Amrize in the planning and implementation of this transaction, including the corporate governance set-up of Amrize. The team was led by Urs Kägi and Vera Naegeli and included Marie-Cristine Kaptan, Florian Schweighofer, Matthias Tanner, Urs Stürmer and Ann-Kathrin Bühler (all Capital Markets and Corporate/M&A), Susanne Schreiber, Raoul Stocker, Elena Kumashova, Alice Johnson (all Tax), Lukas Roesler (Capital Markets and Finance), Markus Wang (IP), Laura Widmer (Employment), Dieter Dubs (Public M&A), Thomas Stoltz, Julia Eiholzer (both Notarial Services), Christian Kunz (Data Protection) and Patrick Neher (Real Estate).