UBS Group Chairman Colm Kelleher concluded the bank's first annual general meeting since agreeing to take over Credit Suisse Group, with shareholders remaining broadly supportive despite worries over the riskiness of the combined lender.
Even with downside protection in the form of government support, there's a "huge amount of risk in integrating these businesses," Kelleher said in the Swiss city of Basel Wednesday. He said the lender is confident it can successfully navigate the challenges, and that the integration of the rival would take three to four years, not including the winddown of the investment bank.
UBS agreed to buy its local peer for 3 billion Swiss francs ($3.3 billion) in a historic transaction last month after years of scandals, losses and failures in risk control weakened the bank. The government-brokered emergency deal was aimed at putting an end to a crisis of confidence at Credit Suisse that had started to spread across global financial markets.
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Shareholders will receive 1 UBS share for every 22.48 Credit Suisse shares held. Shares in Credit Suisse will cease trading once the deal closes, Kelleher said. That's still likely to take a few months.
Here are some key points from the early speakers at the AGM:
Hamers receives warm send-off... and a hamper (1.30 p.m.)
Kelleher concludes the AGM, thanking Ralph Hamers for his two years in charge of UBS in which the bank achieved record returns despite highly uncertain markets. The Dutchman is making way for Sergio Ermotti to return to lead the bank for a second time.
Hamers was presented with a large basket filled with Swiss delicacies.
UBS housekeeping measures pass with little protest (1:05 p.m.)
The reelection of all the UBS board of directors and the sign-off on the compensation arrangements for senior staff took place with little fanfare or protest — in contrast to Credit Suisse's AGM on Tuesday where a significant proportion of shareholders withheld their support. Credit Suisse shareholders in fact rejected the executive board's compensation.
Activists say deal exposes shareholders to a concentration of climate risk (11:43 a.m.)
Jeanne Martin, head of banking at Share Action said that UBS continues to have some of the weakest climate strategies among European banks, and that the situation will become worse with the assumption of Credit Suisse's balance sheet.
Kelleher said UBS has a strong climate strategy in place, and has made progress against its net zero ambition. With regard to the Credit Suisse deal, climate will be a critical part of the integration strategy. Data compiled by Bloomberg shows that UBS's actions so far aren't consistent with reaching net zero emissions.
Shareholder Martin Kaufmann on Trust (11:10)
He raised concerns about the negotiations and the low valuation UBS had attributed to Credit Suisse, saying that it was "humiliating" for shareholders as well as the Credit Suisse board of directors.
He also suggested UBS create a line item for "trust" on its balance sheet as it is the "most important asset of a bank." Chairman Kelleher responded that while he wouldn't comment on the negotiations, he takes the point on trust "seriously." Kelleher cited financier John Pierpont Morgan in that it takes decades to build trust, but it can be lost in a second.
Ethos Foundation CEO Vincent Kaufmann (10:55)
The firm is both a shareholder in UBS and Credit Suisse. Kaufmann, who also spoke at the Credit Suisse AGM on Tuesday, voiced his concern about the concentration of risk in the Swiss market as a result of the deal, as well as the amount of jobs at risk worldwide.
Kaufmann also said remuneration remains too high and implies risk-taking. Kelleher replied that UBS has a robust compensation structure which reflects performance. The chairman said it's too early to talk about jobs. He called for UBS to consider a spinoff of some of Credit Suisse's Swiss business.
Vice Chairman Gaehwiler speaks on Swiss business, closing (10:40)
UBS Vice Chairman Lukas Gaehwiler said that "great uncertainty" will remain until the deal's close. A best-case scenario is that will happen in weeks, though it will likely take a few months. The Credit Suisse brand will continue to exist in Switzerland for the foreseeable future, he said.
The bank will consider all options for Credit Suisse's local business, though he said "people need to keep their expectations realistic" regarding a hive-off of that business. It's still too soon to comment on job cuts.
Chairman Kelleher on shareholders being bypassed on deal (10:34 a.m.)
Kelleher acknowledged that shareholders aren't getting a chance to vote on the deal, saying that there was "no time" to consult them during the frantic lead up to the rescue.
"I understand that not all stakeholders of UBS and Credit Suisse are pleased with this approach," Kelleher said. "However, all parties, and in particular the Swiss authorities, considered this solution the best of all available options."
He says while the bank didn't choose the deal, it is financially attractive, and he expects the bank to stay above capital targets.
UBS CEO Ralph Hamers on stepping down, transition (10:20)
Hamers said that the acquisition of Credit Suisse is a major challenge and that he made the offer to step down from his role to make way for Sergio Ermotti. Ermotti, who is returning for his second stint at the helm of the bank, was named as CEO last week.
Hamers, speaking in German, left the stage to applause after concluding his speech. He said he will be supporting Ermotti and the board in the transition.
The Dutchman looked back at his tenure. "When I look back upon my arrival at UBS in 2020, I saw no reason to rebuild everything. There was no need for restructuring, but for transformation."
