Thomas Krizaj lic. iur., LL.M. Attorney at Law Managing Associate Languages: German, English, French Contact: +41 58 211 36 02, tkrizaj@vischer.com General Thomas Krizaj specialises in mergers & acquisitions, private equity and corporate and commercial law. He advises clients from a wide range of sectors, who benefit from his broad practical experience in restructuring and insolvency. His expertise includes supply, distribution and agency agreements and their enforcement. Thomas Krizaj is also a member of the team specialising in commercial criminal law and regularly represents injured parties in white collar crime criminal investigation proceedings. Education - University of Exeter, U.K. (LL.M., 2000) - University of Zurich (lic. iur., 1996) Teams Corporate and Commercial, Litigation, Arbitration, Mergers & Acquisitions, Private Equity & Venture Capital, Restructuring and Insolvency, White Collar Crime 1/6
Practice Areas Arbitration, Bankruptcy Law, Corporate and Commercial, Insolvency Law, Litigation, M&A, Private Equity, Restructuring and Reorganisation, Stock Exchange Law, Venture Capital, White Collar Crime Deals US / Swiss health solution provider group acquires Swiss pharmacy A US / Swiss health solution provider group based in Geneva and Pennsilvania acquired a Swiss pharmacy from its founder. VISCHER acted as transaction counsel to the buyer. The VISCHER team was led by Felix W. Egli and further included partners Dr. Stefan Kohler (Regulatory), Christoph Niederer (Tax), Marc Prinz (Employment) and associates Thomas Krizaj (Corporate), Peter Kühn (Corporate), Jonas D. Gassmann (Regulatory), Martin Dubach (Tax), Gian Geel (Employment) and Anela Lucic (Employment). PE investors investing in Swiss technology group Several private equity investors acquired strong minority stakes in a global Swiss based technology group leading in its field. VISCHER acted as transaction counsel to the PE Investors. The transaction was signed in February 2018 and closed in March 2018. The Team was led by partner Felix W. Egli (Corporate) and further included Partner Christoph Niederer (Tax) and the associates Thomas Krizaj (Corporate), Moritz Jäggy (Corporate) and Seraina Tsering (Banking & Finance). Faith based organization sells hotel to non-profit association A Swiss faith based organization has sold a major three-star hotel to a real estate based non-profit association. VISCHER acted as transaction counsel to the seller. The transaction was closed in Novemer 2017. The VISCHER team included Felix W. Egli (Partner, Corporate), team leader, and Thomas Krizaj (Managing Associate, Corporate). Newly launched Vicarius Pharma secures CHF21 million financing Vicarius Pharma AG, a newly-launched company providing U.S.-based biopharmaceutical companies a novel approach to commercializing their first asset in European markets, has secured a CHF21 million (USD 21.8 million) investment through a Series A preferred stock financing from private investors. Vicarius acts as the innovator s go-to-market organization for Europe, building a customer-facing organization and commercializing the asset in the innovator s name, while absorbing all launch costs. VISCHER acted as transaction counsel to Vicarius Pharma AG. The team includes Felix W. Egli (Partner, Corporate), team leader, and Stefan Kohler (Partner, Regulatory Life Science), Roland Müller (Partner, Notary), Christoph Niederer (Partner, Tax), Thomas Krizaj (Managing Associate, Corporate), Peter Kühn (Corporate) and Seraina Tsering (Banking & Finance). BKW Netzbeteiligung AG acquires 30.3% of Swissgrid shares from Alpiq BKW Netzbeteiligung AG in which CSA Energy Infrastructure Switzerland, an investment arm of Credit Suisse Investment Foundation, holds 49.9% and BKW AG, a listed Swiss power group, holds 50.1%, acquires 30.3% of the shares in Swissgrid AG, the Swiss high voltage grid operator, from Alpiq group (another Swiss power group) and resells a 4.4% stake in Swissgrid to Sireso, a Swiss consortium. The transaction was closed on December 14, 2016. VISCHER advised Credit Suisse Anlagestiftung. The team led by partner Dr. 2/6
Stefan Rechsteiner (Regulatory) included partners Dr. Felix W. Egli (Corporate M&A) and Dr. Robert Bernet (Corporate M&A) as well as the associates Thomas Krizaj (Corporate M&A) and Dr. Peter Kühn (Corporate M&A). Nestlé Skin Health S.A. acquires majority stake in Guthy-Renker LLC On March 24, 2016, Guthy-Renker LLC entered, subject to merger control clearances and other customary closing conditions, into a joint venture agreement with Nestlé Skin Health S.A. by which Nestlé Skin Health S.A. acquired a majority stake in Guthy-Renker. The joint venture focuses on the global consumer acne market and unites Guthy-Renker s consumer insights and digital expertise under the world s leading non-prescription acne brand "Proactiv" with Nestlé Skin Health s science-based innovation and expertise in skin health. On May 3, 2016, the joint venture company The Proactiv Company Sàrl was entered in the Vaud commercial register. VISCHER advised Guthy-Renker LLC in all matters with respect to Swiss law and Swiss tax. The VISCHER team was led by Christoph Niederer (Partner, Tax) and Felix W. Egli (Partner, Corporate) and further included Thomas Krizaj (Managing Associate, Corporate), Seraina Tsering (Senior Associate, Corporate), Sebastian Huber (Associate, Corporate), Rebekka M. Keller (Associate, Corporate) and Beatrice Klaesi (Senior Associate, Tax). Newmont sells stake in Valcambi AG Gold Refinery On July 27, 2015 New York listed Newmont Mining Corporation announced it has closed the sale of its equity stake in the Swiss gold refinery Valcambi AG to a subsidiary of Rajesh Exports Ltd., India, for total net proceeds of USD 119 million. VISCHER AG acted as Newmont's lead and Swiss counsel. The VISCHER team, led by partner Felix W. Egli, included Thomas Krizaj (M&A), Gian-Andrea Caprez (M&A), Peter Kühn (M&A), Klaus Neff (Merger Control), Adrian Dörig (Corporate Finance) and Christoph Niederer (Tax). Press release Newmont (http://www.newmont.com/newsroom/newsroom- details/2015/newmont-sells-stake-in-valcambi-gold-refinery-in- Switzerland/default.aspx) Press release Rajesh Exports Limited (http://www.moneycontrol.com/livefeed_pdf/jul2015/67af0e04_09c4_4f52_a 635_D3F2C47D9A72_093744.pdf) Oerlikon's sale of Advanced Technologies Segment successfully closed On February 3, 2015, Oerlikon announced that it has successfully closed the sale of its Advanced Technologies Segment to the Swiss-based company, Evatec AG. VISCHER acted as Oerlikon's Lead and Swiss Counsel. The VISCHER Team, led by partner Felix W. Egli, included Thomas Krizaj (M&A), Manuel Ulrich (M&A), Sebastian Huber (M&A), Klaus Neff (Merger Control) and Christoph Niederer (Tax). Oerlikon sells its Segment Advanced Technologies to Evatec On December 23, 2014 Oerlikon announces that it has signed an agreement to sell its Advanced Technologies Segment to Swiss-based Evatec AG. The transaction is expected to close during the first quarter of 2015. VISCHER acts as Oerlikon's Lead and Swiss Counsel. The VISCHER Team, led by partner Felix W. Egli, includes Thomas Krizaj (M&A), Manuel Ulrich (M&A), Sebastian Huber (M&A), Klaus Neff (Merger Control) and Christoph Niederer (Tax). IWB acquires stake in Alpiq's pumped storage power station Nant de Drance. IWB Industrielle Werke Basel acquires a 15% stake from Alpiq in Nant de Drance SA, the project company for the pumped storage power station Nant de Drance, one of the most important infrastructure projects in the European energy sector. VISCHER advises IWB in this transaction. The team comprises partners Robert Bernet (Corporate/M&A; lead), Stefan Rechsteiner (Regulatory), Christoph Niederer (Tax) and associates Peter Kühn, Thomas Krizaj, Roberto 3/6
Peduzzi (all Corporate/M&A) and Michael Waldner (Regulatory). Goldman Sachs and Doughty Hanson bid for Orange Communications AG Goldman Sachs and Doughty Hanson bid in the 2011 CHF 2bn auction for the Swiss mobile phone operator Orange Communications SA sold by France Telecom, but are finally outbid. VISCHER advises Goldman Sachs and Doughty Hanson in this bid as legal advisor. The team includes Jürg Luginbühl and Felix W. Egli (co-leaders), Benedict Christ, Peter Kühn, Thomas Krizaj, Christian Wyss and Fabienne Ochsner (all M&A), Adrian Dörig and Andreas Textor (both Financing), Rolf Auf der Maur and Thomas Steiner (both regulatory), Barbara Meyer (labor law), Christoph Niederer (tax), Klaus Neff (antitrust) and Delia Bosshard (IP). Quadrant Poly Hi Solidur sells Filtaquip (MBO) Quadrant Poly Hi Solidur (Pty.) Ltd., Johannesburg, sells its South African affiliate Filtaquip (Pty.) Ltd. to the management (MBO). The transaction is closed on October 31, 2011. VISCHER acts as lead legal advisor to Quadrant Poly Hi Solidur in the transaction. The team includes Felix W. Egli (leader)and Thomas Krizaj (both M&A). Sale of Infront Sports & Media to Bridgepoint VISCHER acts as legal counsel to United in Sports and other shareholders in the sale of Infront Sports & Media AG, one of the world?s most respected and leading international sports marketing companies based in Zug, Switzerland, to the European private equity firm Bridgepoint. The deal is approved by the European and the Swiss antitrust authorities. The team includes Jürg Luginbühl and Thomas Krizaj. Oerlikon sells its Carding business to China Hi-Tech Group OC Oerlikon Corporation AG, Pfäffikon and several of its affiliates sell their Carding business (with manufacturing facilities in Germany, Austria and Italy) to Zhengzhou Hi-Tech Non-woven Technology Co., Ltd, China, an affiliate of state owned China Hi-Tech Group Corporation, Ltd., Beijing. The transaction is closed on August 31, 2011. VISCHER advises OC Oerlikon as lead legal advisor in this transaction. The team includes Felix W. Egli (leader), Peter Kühn, Thomas Krizaj, Andreas Textor (all M&A),Klaus Neff (merger control), Christoph Niederer (tax) and Claudia Keller (IP). Sale of Adaxys group to CCS Holding VISCHER advises the owner of Swiss Adaxys group, a leading EMS group in the DACH region, in the sale of the entire share capital to CCS Holding AG which is controlled by Zurmont Madison Private Equity LP. The VISCHER team comprises Robert Bernet (Corporate M&A; lead), Thomas Krizaj (Corporate M&A) and Claudia Keller (IP). Oerlikon Textile sells its controlling stake in Schlafhorst Engineering India Ltd. to Integra Oerlikon Textile GmbH & Co.KG and several affiliates sell their majority shareholding in Bombay-listed Schlafhorst Engineering India Ltd. to Integra Holding AG. The transaction is closed on April 6, 2011. VISCHER advises Oerlikon Textile as lead legal advisor in this transaction. The team includes Felix W. Egli (leader), Thomas Krizaj and Peter Kühn (all M&A). Practice - Associate with a medium size international Zurich law firm - Law Clerk with a medium size Zurich law firm - Court Clerk (Zurich District Court) 4/6
Memberships in Associations - Swiss Bar Association - Zurich Bar Association - International Bar Association 5/6
About VISCHER We effectively support our clients in a solution oriented manner in legal, tax and regulatory matters. Our lawyers, tax experts and notaries are organized in the specialist practice teams listed below, each led by an experienced partner. This enables us to individually tailor our services to meet the requirements of the individual project in the most effective manner. Our offices are located in Zurich and Basel, the two largest business centers of Switzerland. Independence is a key factor for the optimal protection of client interests. We therefore put great value on a very high conflict of interest standard that is no longer obvious in the international legal industry. In order to also remain independent in transborder transactions, we have built up our own global network of foreign law firms enabling us to select our foreign attorneys based exclusively on the requirements of the individual mandates and without having to take into consideration the instructions of a law firm group or a network organization. - Antitrust and Competition - Aviation - Banking and Finance - China Desk - Civil Law Notaries - Compliance Support - Corporate and Commercial - Data & Privacy - Employment Law - Energy - Health Care - Immigration - Information and Communication Technology - Intellectual Property - Life Sciences, Pharma, Biotech - Listed Companies - Litigation, Arbitration - Media and Entertainment - Mergers & Acquisitions - Pension Funds - Private Clients - Private Equity & Venture Capital - Public Sector and Regulatory - Real Estate - Restructuring and Insolvency - Sports Law - Startup Desk - Tax - White Collar Crime Zürich VISCHER AG Schützengasse 1 8021 Zürich Switzerland Tel +41 58 211 34 00 Basel VISCHER AG Aeschenvorstadt 4 4010 Basel Switzerland Tel +41 58 211 33 00 6/6