Baker McKenzie Switzerland advised Ultima Capital SA ("Ultima"), a Swiss luxury real estate owner and operator, on a substantial contribution of real estate assets by Yoda PLC ("Yoda") and a restructuring of its balance sheet and shareholders. Ultima reached the agreement with Yoda and another new investor for this major deal including the assumption of assets valued at approximately EUR 530 million in exchange for newly issued Ultima shares.
The extraordinary shareholders' meeting of Ultima approved all motions of the board of directors, including a general opting out, the capital increase, board and committee elections and further amendments to the articles of association on 27 December 2024. The new shares were listed on 30 December 2024.
As a result of the transaction, Yoda became Ultima's largest shareholder with an approximately 54% stake. The transaction also involved the conversion of certain claims, including mandatory convertible bonds, into new shares and the repayment of some of Ultima's existing debt obligations.
Baker McKenzie Switzerland advised Ultima on all legal matters of this deal. As to Greek and Cypriot law, Ultima was advised by correspondent firms of Baker McKenzie. Swiss Capital Markets Partner Yves Mauchle led the Baker McKenzie team, which included the following:
• Capital Markets: Matthias Courvoisier, Jan Lusti, Sammy Guidoum, Victoria Brammer, Valentine Dändliker, Joane Gautschi, Jonas Zürrer
• Corporate and Real Estate: Alexander Wyss, Olha Demianiuk, Vinzenz Sutter, Jasmin Morell, Benedikt Rutscheidt, Paula Ulmi, Hervé Jegou, Kelly Ruster
• Tax: Mario Kumschick, Andrea B. Bolliger, Pressiana Christoff
• Antitrust & Competition: Boris Wenger, Danijela Mrdak