BERN (Reuters) - UBS agreed to buy rival Swiss bank Credit Suisse for 3 billion Swiss francs ($3.23 billion) in stock and agreed to assume up to 5 billion francs ($5.4 billion) in losses, in a shotgun merger engineered by Swiss authorities to avoid more market-shaking turmoil in global banking.
The deal includes 100 billion Swiss francs ($108 billion) in liquidity assistance for UBS and Credit Suisse from the Swiss central bank.
To enable UBS to take over Credit Suisse, the federal government is providing a loss guarantee of a maximum of 9 billion Swiss francs for a clearly defined part of the portfolio, the government said.
This will be activated if losses are actually incurred on this portfolio. In that eventuality, UBS would assume the first 5 billion francs, the federal government the next 9 billion francs, and UBS would assume any further losses, the government said.
Switzerland's regulator FINMA said that there was a risk that Credit Suisse could have become "illiquid, even if it remained solvent, and it was necessary for the authorities to take action".
Credit Suisse Additional Tier 1 shares with a nominal value of around 16 billion francs ($17.2 billion) will be written down completely after the Swiss government provided support for UBS' takeover of Credit Suisse, FINMA said.
The 167-year-old Credit Suisse has been the biggest name ensnared in market turmoil unleashed by the recent collapse of U.S. lenders Silicon Valley Bank and Signature Bank, forcing it to tap $54 billion in central bank funding last week.
"With the takeover of Credit Suisse by UBS, a solution has been found to secure financial stability and protect the Swiss economy in this exceptional situation," the Swiss central bank said.
Authorities had been scrambling to rescue Credit Suisse, among the world's largest wealth managers, before financial markets reopened on Monday.
UBS and Credit Suisse are both in a group of the 30 global systemically important banks watched closely by regulators, and Credit Suisse's failure would ripple throughout the entire financial system.
The announcement came in a make-or-break weekend after some rivals grew cautious in their dealings with the struggling Swiss lender, and its regulators urged it to pursue a deal with UBS.
FINMA, which said it had approved the takeover, said recent measures to stabilize itself were "not enough to restore confidence in the bank, however, and more far-reaching options were also examined."
The two banks' fortunes have diverged sharply over the past year. UBS earned $7.6 billion in profit in 2022, while Credit Suisse lost $7.9 billion. Credit Suisse's shares are down 74% from a year ago, while UBS's are relatively flat.
The Swiss government said that it was also giving UBS a guarantee of 9 billion Swiss francs "assume potential losses" from assets as part of the transaction.
UBS's chief executive officer Ralph Hamers and Chairman Colm Kelleher will remain at the helm of the combined bank.
"The transaction reinforces UBS's position as the leading universal bank in Switzerland," UBS said.
Executives foreshadowed structural changes in the offing.
Kelleher said it would wrap up running Credit Suisse's investment bank, but added that it was too early to say anything about potential job cuts.
Kelleher also said they would keep Credit Suisse's domestic business, despite speculation that it could be spun off amid competition concerns.
Credit Suisse's Chairman Axel Lehmann called the merger the "best available outcome".
($1 = 0.9280 Swiss francs)
(Reporting by John Revill, Noele Illien, John O'Donnell, Oliver Hirt and Tom Sims; Editing by Riham Alkousaa, Paul Carrel and Hugh Lawson)