Ubs AG 6-K, filed Nov 7, 2023
Ubs AG (AMUB)
6-K
2023-11-07
For: 2023-09-30
View Original
Added on
April 06, 2026
About this 6-K
Ubs AG filed this 6-K on November 7, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
Date: November 7, 2023
UBS Group AG
(Registrant's Name)
Bahnhofstrasse 45, 8001 Zurich, Switzerland
(Address of principal executive office)
Commission File Number: 1-36764
UBS AG
(Registrant's Name)
Bahnhofstrasse 45, 8001 Zurich, Switzerland
Aeschenvorstadt 1, 4051 Basel, Switzerland
(Address of principal executive offices)
Commission File Number: 1-15060
Indicate by check mark whether the registrants file or will file annual reports under cover of
Form 20-F or Form 40-
F.
Form 20-F
☒
☐
This Form 6-K consists of the UBS Group AG standalone financial information for the six months ended 30
June 2023, which appears immediately following this page.
UBS Group AG
30 June 2023
Table of contents
UBS Group AG standalone financial information
1
1
Notes to the UBS Group AG standalone financial
information
2
2
2
Appendix
4
Contacts
Switchboards
For all general inquiries
ubs.com/contact
Zurich +41-44-234 1111
London +44-207-567 8000
New York +1-212-821 3000
Hong Kong +852-2971 8888
Singapore +65-6495 8000
Investor Relations
Institutional, professional and retail
investors are supported by UBS’s
Investor Relations team.
UBS Group AG, Investor Relations
P.O. Box, CH-8098 Zurich,
Switzerland
ubs.com/investors
Zurich +41-44-234 4100
New York +1-212-882 5734
Media Relations
Global media and journalists are
supported by UBS’s Media Relations
team.
ubs.com/media
Zurich +41-44-234 8500
mediarelations@ubs.com
London +44-20-7567 4714
ubs-media-relations@ubs.com
New York +1-212-882 5858
mediarelations@ubs.com
Hong Kong +852-2971 8200
sh-mediarelations-ap@ubs.com
Office of the Group Company
Secretary
The Group Company Secretary
receives inquiries on compensation
and related issues addressed to
members of the Board of Directors.
UBS Group AG, Office of the
Group Company Secretary
P.O. Box, CH-8098 Zurich,
Switzerland
sh-company-secretary@ubs.com
+41-44-235 6652
Shareholder Services
UBS’s Shareholder Services team,
a unit of the Group Company
Secretary’s office, is responsible
for the registration of UBS Group AG
registered shares.
UBS Group AG, Shareholder Services
P.O. Box, CH-8098 Zurich,
Switzerland
sh-shareholder-services@ubs.com
+41-44-235 6652
US Transfer Agent
For global registered share-related
inquiries in the US.
Computershare Trust Company NA
P.O. Box 505000
Louisville, KY 40233-5000, USA
Shareholder online inquiries:
www-us.computershare.com/
investor/Contact
Shareholder website:
computershare.com/investor
Calls from the US +1-866-305-9566
Calls from outside the US
+1-781-575-2623
TDD for hearing impaired
+1-800-231-5469
TDD for foreign shareholders
+1-201-680-6610
Imprint
Publisher: UBS Group AG, Zurich, Switzerland | ubs.com
Language: English
© UBS 2023. The key symbol and UBS are among the registered and
unregistered trademarks of UBS. All rights reserved.
UBS Group AG standalone
UBS Group AG standalone financial information
Income statement
USD m
CHF m
Year-to-date
Year-to-date
30.6.23
30.6.22
30.6.23
30.6.22
Dividend income from the investment in UBS AG
Other operating income
Operating income
Impairment of the investment in Credit Suisse AG
Other operating expenses
Operating expenses
Extraordinary income
Extraordinary expenses
Operating profit / (loss) before tax
Tax expense / (benefit)
Net profit / (loss) for the period
Balance sheet
USD m
CHF m
30.6.23
31.12.22
30.6.23
31.12.22
Assets
Current assets
Non-current assets
of which: investment in UBS AG
of which: investment in Credit Suisse AG
Total assets
Liabilities
Short-term liabilities
Long-term liabilities
Total liabilities
of which: Deferred Contingent Capital Plan
of which: other deferred compensation plans
Equity
Share capital
1
Statutory capital reserve
2
of which: capital contribution reserve
of which: other statutory capital reserve
Statutory earnings reserve
of which: reserve for treasury shares held by subsidiaries
Voluntary earnings reserve
2
Treasury shares
of which: against capital contribution reserve
Net profit / (loss)
Equity attributable to shareholders
Total liabilities and equity
1 Refer to “Share information and earnings per share” in the “Risk, capital, liquidity and funding, and balance sheet” section of the UBS Group second quarter 2023 report for information about UBS Group AG shares.
2 During the second quarter of 2023, as approved by the Annual General Meeting of Shareholders (the AGM), the payment of an ordinary cash dividend of USD 0.55 (gross) per dividend-bearing share, totaling
USD 1,679m (CHF 1,517m), was made, half of it from the capital contribution reserve within the statutory capital reserve and the other half from total profit available for appropriation. The remaining amount of total
profit available for appropriation (i.e., USD 3,549m from USD 4,389m respectively CHF 3,512m from CHF 4,271m) was appropriated to the voluntary earnings reserve.
UBS Group AG standalone
Notes to the UBS Group AG standalone financial information
Basis of accounting
The UBS Group AG standalone financial statements are prepared in accordance with the principles of the Swiss Law
on Accounting and Financial Reporting (32nd title of the Swiss Code of Obligations).
The interim financial information at hand comprises a condensed balance sheet, income statement and notes and
is unaudited. It should be read in conjunction with the audited standalone financial statements of UBS Group AG
included in the Annual Report 2022.
This interim financial information provides an update of the financial position of UBS Group AG to current and
future investors, as well as other interested stakeholders.
Accounting policies
In preparing the interim financial information for UBS Group AG, the same accounting policies and methods of
computation have been applied as in the annual standalone financial statements as of 31 December 2022. More
information about the accounting policies applied is provided in Note 2 to the UBS Group AG standalone financial
statements in the Annual Report 2022. In addition, UBS Group AG adopted the following accounting policies during
the reporting period:
Hedge accounting
UBS Group AG applies the following hedge accounting policies where requirements on risk management,
documentation and effectiveness are met:
Fair value hedges of interest rate risk related to debt instruments
UBS Group AG designates certain fixed-rate issued debt instruments and fixed-to-floating interest rate derivatives
as hedged items and hedging instruments, respectively, in fair value hedge accounting relationships. The hedged
risk is determined as the change in the fair value of the issued debt instruments attributable to changes in the
designated benchmark interest rates. The effective portion of gains and losses of the hedging instruments is
deferred on the balance sheet as
Accrued income and prepaid expenses
Accrued expenses and deferred income.
Hedge accounting for Investments in subsidiaries
UBS Group AG applies hedge accounting for certain investments in subsidiaries denominated in currencies other
than the US dollar, which are designated as hedged items. For this purpose, foreign exchange (FX) derivatives,
mainly FX forwards and FX swaps, are used and designated as hedging instruments. The hedged risk is determined
as the change in the fair value of the hedged item arising solely from changes in spot FX rates. Consequently, UBS
Group AG designates the spot element of the FX derivatives as hedging instruments. Changes in the fair value of
the hedging instruments attributable to changes in forward points are not part of a hedge accounting designation
and are recognized in
Financial income
Financial expenses
and losses of these FX derivatives is deferred on the balance sheet as
Accrued income and prepaid expenses
Accrued expenses and deferred income
item arising from changes in spot FX rates. Otherwise, the effective portion of gains and losses of these FX
derivatives is matched with the corresponding valuation adjustments of the hedged item recorded in the income
statement and recognized either as a reduction of
Impairment of investments in subsidiaries
Extraordinary
income
.
Significant events
Acquisition of Credit Suisse Group AG
On 12 June 2023, UBS Group AG formally acquired Credit Suisse Group AG through merger by absorption. In the
standalone financial statements of UBS Group AG the acquisition has been applied retroactively as of
1 January 2023, whereby assets of USD 108,029m (CHF 99,850m), liabilities of USD 83,512m (CHF 77,189m) and
equity of USD 24,517m (CHF 22,661m) were recognized. In exchange, the transferring shareholders obtained
176m shares of UBS Group AG previously held as treasury shares. In addition, contingent liabilities of USD 879m
(CHF 812m) were assumed.
UBS Group AG standalone
Write-off of additional tier 1 (AT1) instruments formerly issued by Credit Suisse Group AG
On 19 March 2023, as ordered by the Swiss Financial Market Supervisory Authority (FINMA), additional tier 1 (AT1)
instruments formerly issued by Credit Suisse Group AG in a total amount of USD 17,317m (CHF 15,771m) were
written off together with the corresponding internal AT1 instruments issued by Credit Suisse AG in a total amount
of USD 16,319m (CHF 14,861m). These amounts are included in the income statement in
Extraordinary income
and
Extraordinary expenses
, respectively.
Impairment of investment in Credit Suisse AG
Investments in subsidiaries include all subsidiaries directly held by UBS Group AG through which UBS conducts its
business on a global basis. The investments are measured individually and carried at cost less impairment. The
carrying amount is tested for impairment annually and when indicators of a potential decrease in value exist.
In the reporting period, UBS Group AG recorded an impairment of its investment in Credit Suisse AG of
USD 21,855m (CHF 19,648m) in the income statement in
Impairment of the investment in Credit Suisse AG
. The
impairment was recorded to align the book value of the assets and liabilities acquired through merger by absorption
of Credit Suisse Group AG as of 19 March 2023 with the fair value of the treasury shares provided to the Credit
Suisse Group AG shareholders as of 12 June 2023 (“consideration paid approach”).
Cancellation of shares and change of the share capital currency
On 5 April 2023, the Annual General Meeting of Shareholders (the AGM) approved the cancellation of 62,548,000
shares, each with a nominal value of CHF 0.10, purchased under the 2021 share repurchase program. Share capital
has been reduced by the nominal value of the repurchased shares upon cancellation, i.e., USD 7m (CHF 6m). The
capital contribution reserve and the voluntary earnings reserve were each reduced by 50% of the total capital
reduction amount exceeding the nominal value upon cancellation of the repurchased shares, i.e., each by
USD 554m (CHF 511m). Amounts disclosed in Swiss francs may differ from the purchase price of the shares due to
the applied method of converting US dollars to Swiss francs for presentation purposes.
Furthermore, the AGM approved a change of the share capital currency from the Swiss franc to the US dollar,
resulting in a slight reduction of the nominal value per share to USD 0.10 (from CHF 0.10), with the amount of the
reduction of USD 6m (CHF 5m) allocated to the
Capital contribution reserve
. As a consequence of the change in
the share capital currency, the capital contribution reserve was also converted from Swiss francs to US dollars,
resulting in an increase of USD 1,602m (CHF 1,482m), with the offset recorded in the
Other statutory capital
reserve
. The conversion was implemented with retroactive effect as of 1 January 2023 for accounting purposes
based on the closing exchange rate from 30 December 2022.
These events did not change the total equity reported for UBS Group AG.
UBS Group AG standalone
Cautionary Statement |
of an offer to buy or sell any securities or other financial instruments in Switzerland, the United States or any other jurisdiction. No investment decision relating
to securities of or relating to UBS Group AG, UBS AG or their affiliates should be made on the basis of this report. Refer to UBS’s most recent Annual Report on
Form 20-
F,
quarterly reports and other information furnished to or filed with the US Securities and Exchange Commission (the SEC) on Form 6-K, available at
ubs.com/investors
, for additional information.
Rounding |
disclosed in text and tables are calculated on the basis of unrounded figures. Absolute changes between reporting periods disclosed in the text, which can be
derived from numbers presented in related tables, are calculated on a rounded basis.
Tables |
available as of the relevant date or for the relevant period. Zero values generally indicate that the respective figure is zero on an actual or rounded basis. Values
that are zero on a rounded basis can be either negative or positive on an actual basis.
UBS Group AG
P.O. Box
CH-8098 Zurich
ubs.com
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this
report to be signed on their behalf by the undersigned, thereunto duly authorized.
UBS Group AG
By: /s/ Steffen Henrich
_
Name: Steffen Henrich
Title: Group Controller
By: /s/ David Kelly
_
Name: David Kelly
Title: Managing Director
UBS AG
By: /s/ Steffen Henrich
_
Name: Steffen Henrich
Title: Controller
By: /s/ David Kelly
_
Name: David Kelly
Title: Managing Director
Date: November 7, 2023