Get instant alerts when news breaks on your stocks. Claim your 1-week free trial to StreetInsider Premium here.
| FINANCIAL PRODUCTS |
|
Pricing Supplement No. K1742 To Product Supplement No. I-C dated June 18, 2020, Prospectus Supplement dated June 18, 2020 and Prospectus dated June 18, 2020 |
Filed Pursuant to Rule 424(b)(2) Registration Statement No. 333-238458-02 June 4, 2021 |
|
$970,000 Buffered Accelerated Return Equity Linked to the Performance of |
| · | Investors will not receive any interest or dividend payments and may lose a significant portion of their principal at maturity. |
| · | The securities are for investors who seek a return linked to the leveraged upside performance of a weighted basket consisting of the iShares® MSCI Emerging Markets ETF, the iShares® MSCI EAFE® ETF and the iShares® MSCI EAFE Small-Cap ETF, subject to the Maximum Return, as set forth below, and who are willing to forego current income in exchange for the buffer feature. At maturity, if the Basket has appreciated in value, investors will receive the principal amount of their investment plus a return based on the leveraged performance of the Basket, subject to the Maximum Return. If the Basket has depreciated in value, but has not declined below the Buffer Level, investors will receive the principal amount of their investment. However, if the Basket has depreciated in value below the Buffer Level, investors will lose 1% of their principal for each 1% decline beyond the Buffer Level. You could lose up to $900 per $1,000 principal amount. |
| · | Senior unsecured obligations of Credit Suisse maturing February 9, 2023. Any payment on the securities is subject to our ability to pay our obligations as they become due. |
| · | Minimum purchase of $1,000. Minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. |
| · | The offering price for the securities was determined on June 4, 2021 (the “Trade Date”), and the securities are expected to settle on June 9, 2021 (the “Settlement Date”). Delivery of the securities in book-entry form only will be made through The Depository Trust Company. |
| · | The securities will not be listed on any exchange. |
Investing in the securities involves a number of risks. See
“Selected Risk Considerations” beginning on page 8 of this pricing supplement and “Risk Factors” beginning on
page PS-3 of any accompanying product supplement.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of the securities or passed upon the accuracy or the adequacy of this pricing supplement or any
accompanying product supplement, the prospectus supplement and the prospectus. Any representation to the contrary is a criminal offense.
| Price to Public | Underwriting Discounts and Commissions(1) | Proceeds to Issuer | |
| Per security | $1,000 | $0 | $1,000 |
| Total | $970,000 | $0 | $970,000 |
(1) We will not pay a commission in connection with the
distribution of the securities. For more detailed information, please see “Supplemental Plan of Distribution (Conflicts of Interest)”
in this pricing supplement.
The agent for this offering, Credit Suisse Securities (USA) LLC (“CSSU”),
is our affiliate. For more information, see “Supplemental Plan of Distribution (Conflicts of Interest)” in this pricing supplement.
Credit Suisse currently estimates the value of each $1,000 principal
amount of the securities on the Trade Date is $994.10 (as determined by reference to our pricing models and the rate we are currently
paying to borrow funds through issuance of the securities (our “internal funding rate”)). See “Selected Risk Considerations”
in this pricing supplement.
The securities are not deposit liabilities and are not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency of the United States, Switzerland or any other
jurisdiction.
Credit Suisse
June 4, 2021
Key Terms
Issuer
Credit Suisse AG (“Credit Suisse”), acting
through its London branch
Basket
The securities are linked to the performance of a weighted
basket consisting of three underlyings (each a “Basket Component,” and together, the “Basket Components”). For
additional information on the Basket Components, see “The Basket Components” herein. Each Basket Component is identified in
the table below, together with its Bloomberg ticker symbol, Initial Level and Component Weighting:
| Basket Component | Ticker | Initial Level | Component Weighting |
| iShares® MSCI Emerging Markets ETF | EEM UP <Equity> | $55.99 | 43/100 |
| iShares® MSCI EAFE® ETF | EFA UP <Equity> | $81.68 | 48/100 |
| iShares® MSCI EAFE Small-Cap ETF | SCZ UQ <Equity> | $76.96 | 9/100 |
Redemption Amount
At maturity, for each
$1,000 principal amount of securities, you will receive a Redemption Amount in cash that will equal $1,000 multiplied by the sum of one
plus the Security Performance Factor, calculated as set forth below. Any payment on the securities is subject to our ability to pay our
obligations as they become due.
Security Performance Factor
The Security Performance
Factor is expressed as a percentage and is calculated as follows:
| · | If the Final Basket Level is equal to or greater than the Initial Basket Level, the Security Performance Factor will equal the lesser of (i) the Maximum Return and (ii) the product of (a) the Basket Return multiplied by (b) the Upside Participation Rate. |
| · | If the Final Basket Level is less than the Initial Basket Level but equal to or greater than the Buffer Level, the Security Performance Factor will equal zero. |
| · | If the Final Basket Level is less than the Buffer Level, the Security Performance Factor will equal the sum of (i) the Basket Return plus (ii) the Buffer Amount. |
If the Final Basket Level is less than the Buffer
Level, the Security Performance Factor will be negative and you will receive less than the principal amount of your securities at maturity.
You could lose up to $900 per $1,000 principal amount.
Basket Return
Final Basket Level – Initial
Basket Level
Initial Basket Level
The Basket Return will be negative if the Final Basket
Level is less than the Initial Basket Level.
Upside Participation Rate
125%
Maximum Return
14%
Buffered Accelerated Return Equity Securities 1
Buffer Amount
10%
Buffer Level
90
Initial Basket Level
100
Final Basket Level
The level of the Basket
on the Valuation Date, calculated as follows:
100 × [1 + the
sum of the products of (a) the Component Return for each Basket Component and (b) the Component Weighting for such Basket Component]
The “iShares®
MSCI Emerging Markets ETF Return,” the “iShares® MSCI EAFE® ETF Return” and the “iShares®
MSCI EAFE Small-Cap ETF Return” are the respective Component Returns for each Basket Component.
Component Return
With respect to each
Basket Component, the Component Return will be calculated as follows:
Final Level – Initial Level
Initial Level
Buffered Accelerated Return Equity Securities 2
Initial Level
For each Basket Component,
the closing level of such Basket Component on the Trade Date, as set forth in the table above.
Final Level
For each Basket Component,
the closing level of such Basket Component on the Valuation Date.
| Trade Date | June 4, 2021 | |
| Settlement Date | Expected to be June 9, 2021 | |
| Valuation Date | February 6, 2023 | Subject to postponement as set forth in any accompanying product supplement under “Description of the Securities—Postponement of calculation dates.” |
| Maturity Date | February 9, 2023 | Subject to postponement as set forth in any accompanying product supplement under “Description of the Securities—Postponement of calculation dates.” If the Maturity Date is not a business day, the Redemption Amount will be payable on the first following business day, unless that business day falls in the next calendar month, in which case payment will be made on the first preceding business day. |
Events of Default
With respect to these
securities, the first bullet of the first sentence of “Description of Debt Securities—Events of Default” in the accompanying
prospectus is amended to read in its entirety as follows:
| · | a default in payment of the principal or any premium on any debt security of that series when due, and such default continues for 30 days; |
CUSIP
22552XMN0
Buffered Accelerated Return Equity Securities 3
Additional Terms Specific to the Securities
You should read this pricing supplement together with the
product supplement dated June 18, 2020, the prospectus supplement dated June 18, 2020 and the prospectus dated June 18, 2020, relating
to our Medium-Term Notes of which these securities are a part. You may access these documents on the SEC website at www.sec.gov as follows
(or if such address has changed, by reviewing our filings for the relevant date on the SEC website):
• Product Supplement No. I-C dated June 18, 2020:
https://www.sec.gov/Archives/edgar/data/1053092/000095010320011958/dp130587_424b2-ps1c.htm
• Prospectus Supplement and Prospectus dated June
18, 2020:
https://www.sec.gov/Archives/edgar/data/1053092/000110465920074474/tm2019510-8_424b2.htm
In the event the terms of the securities described in this
pricing supplement differ from, or are inconsistent with, the terms described in any product supplement, the prospectus supplement or
prospectus, the terms described in this pricing supplement will control.
Our Central Index Key, or CIK, on the SEC website is 1053092.
As used in this pricing supplement, “we,” “us,” or “our” refers to Credit Suisse.
This pricing supplement, together with the documents listed
above, contains the terms of the securities and supersedes all other prior or contemporaneous oral statements as well as any other written
materials including preliminary or indicative pricing terms, fact sheets, correspondence, trade ideas, structures for implementation,
sample structures, brochures or other educational materials of ours. We may, without the consent of the registered holder of the securities
and the owner of any beneficial interest in the securities, amend the securities to conform to its terms as set forth in this pricing
supplement and the documents listed above, and the trustee is authorized to enter into any such amendment without any such consent. You
should carefully consider, among other things, the matters set forth in “Selected Risk Considerations” in this pricing supplement
and “Risk Factors” in any accompanying product supplement, “Foreign Currency Risks” in the accompanying prospectus,
and any risk factors we describe in the combined Annual Report on Form 20-F of Credit Suisse Group AG and us incorporated by reference
therein, and any additional risk factors we describe in future filings we make with the SEC under the Securities Exchange Act of 1934,
as amended, as the securities involve risks not associated with conventional debt securities. You should consult your investment, legal,
tax, accounting and other advisors before deciding to invest in the securities.
Buffered Accelerated Return Equity Securities 4
Hypothetical Redemption Amounts at
Maturity
The table and examples below illustrate hypothetical Redemption
Amounts payable at maturity on a $1,000 investment in the securities for a hypothetical range of performance of the Basket. The actual
Upside Participation Rate, Maximum Return, Buffer Level and Buffer Amount are set forth in “Key Terms” herein. The hypothetical
Redemption Amounts set forth below are for illustrative purposes only. The actual Redemption Amount applicable to a purchaser of the securities
will be based on the Final Basket Level. It is not possible to predict whether or by how much the Final Basket Level will be less than
the Buffer Level. You should consider carefully whether the securities are suitable to your investment goals. Any payment on the securities
is subject to our ability to pay our obligations as they become due. The numbers below have been rounded for ease of analysis.
| Principal Amount | $1,000 per security |
| Upside Participation Rate | 125% |
| Maximum Return | 14% |
| Buffer Level | 90% of the Initial Basket Level |
| Buffer Amount | 10% |
TABLE: Hypothetical Redemption Amounts
| Basket Return | Security Performance Factor |
Redemption Amount per $1,000 Principal Amount of |
| 100% | 14% | $1,140 |
| 90% | 14% | $1,140 |
| 80% | 14% | $1,140 |
| 70% | 14% | $1,140 |
| 60% | 14% | $1,140 |
| 50% | 14% | $1,140 |
| 40% | 14% | $1,140 |
| 30% | 14% | $1,140 |
| 20% | 14% | $1,140 |
| 11.20% | 14% | $1,140 |
| 10% | 12.50% | $1,125 |
| 5% | 6.25% | $1,062.50 |
| 0% | 0% | $1,000 |
| −5% | 0% | $1,000 |
| −10% | 0% | $1,000 |
| −11% | −1% | $990 |
| −20% | −10% | $900 |
| −30% | −20% | $800 |
| −40% | −30% | $700 |
| −50% | −40% | $600 |
| −60% | −50% | $500 |
| −70% | −60% | $400 |
| −80% | −70% | $300 |
| −90% | −80% | $200 |
| −100% | −90% | $100 |
Buffered Accelerated Return Equity Securities 5
Examples
The following examples
illustrate how the Redemption Amount is calculated.
| 1. | The level of the Basket increases by 70% from the Initial Basket Level to the Final Basket Level. |
Because the Final Basket Level is equal to or greater than
the Initial Basket Level, the Redemption Amount is determined as follows:
| Security Performance Factor | = the lesser of (i) Maximum Return and (ii) Basket Return x Upside Participation Rate |
| = the lesser of (i) 14% and (ii) 70% x 125% | |
| = 14% | |
| Redemption Amount | = $1,000 × (1 + Security Performance Factor) |
| = $1,000 × 1.14 | |
| = $1,140 |
Because the Final Basket Level is equal to or greater than
the Initial Basket Level, the Security Performance Factor is equal to the leveraged appreciation in the level of the Basket from the Initial
Basket Level to the Final Basket Level, subject to the Maximum Return. Regardless of the appreciation of the Basket, the Security Performance
Factor will not exceed the Maximum Return.
| 2. | The level of the Basket increases by 5% from the Initial Basket Level to the Final Basket Level. |
Because
the Final Basket Level is equal to or greater than the Initial Basket Level, the Redemption Amount is determined as follows:
| Security Performance Factor | = the lesser of (i) Maximum Return and (ii) Basket Return x Upside Participation Rate |
| = the lesser of (i) 14% and (ii) 5% x 125% | |
| = 6.25% | |
| Redemption Amount | = $1,000 × (1 + Security Performance Factor) |
| = $1,000 × 1.0625 | |
| = $1,062.50 |
Because the Final Basket
Level is equal to or greater than the Initial Basket Level, the Security Performance Factor is equal to the leveraged appreciation in
the level of the Basket from Initial Basket Level to the Final Basket Level, subject to the Maximum Return.
| 3. | The level of the Basket decreases by 5% from the Initial Basket Level to the Final Basket Level. |
Because the Final Basket
Level is less than the Initial Basket Level but equal to or greater than the Buffer Level, the Redemption Amount is determined as follows:
| Security Performance Factor | = 0% |
| Redemption Amount | = $1,000 × (1 + Security Performance Factor) |
| = $1,000 × 1 | |
| = $1,000 |
Buffered Accelerated Return Equity Securities 6
Because the Final Basket
Level is less than the Initial Basket Level but equal to or greater than the Buffer Level, the Security Performance Factor is equal to
zero.
| 4. | The level of the Basket decreases by 60% from the Initial Basket Level to the Final Basket Level. |
Because
the Final Basket Level is less than the Buffer Level, the Redemption Amount is determined as follows:
| Security Performance Factor | = Basket Return + Buffer Amount |
| = −60% + 10% | |
| = −50% | |
| Redemption Amount | = $1,000 × (1 + Security Performance Factor) |
| = $1,000 × 0.50 | |
| = $500 |
Because
the Final Basket Level is less than the Buffer Level, you will be exposed to any depreciation in the level of the Basket from the Initial
Basket Level to the Final Basket Level beyond the Buffer Level.
Buffered Accelerated Return Equity Securities 7
Selected Risk Considerations
An investment in the
securities involves significant risks. This section describes material risks relating to an investment in the securities. These risks
are explained in more detail in the “Risk Factors” section of any accompanying product supplement.
Risks Relating to the Securities Generally
YOUR INVESTMENT IN THE SECURITIES MAY RESULT IN A LOSS
If the Final Basket Level is less than the Buffer Level,
you will lose 1% of your principal for each 1% decline in the Final Basket Level as compared to the Initial Basket Level beyond the Buffer
Level. You could lose up to $900 per $1,000 principal amount of securities. Any payment on the securities is subject to our ability to
pay our obligations as they become due.
REGARDLESS OF THE AMOUNT OF ANY PAYMENT YOU RECEIVE
ON THE SECURITIES, YOUR ACTUAL YIELD MAY BE DIFFERENT IN REAL VALUE TERMS
Inflation may cause the real value of any payment you receive
on the securities to be less at maturity than it is at the time you invest. An investment in the securities also represents a forgone
opportunity to invest in an alternative asset that generates a higher real return. You should carefully consider whether an investment
that may result in a return that is lower than the return on alternative investments is appropriate for you.
THE SECURITIES DO NOT PAY INTEREST
We will not pay interest on the securities. You may receive
less at maturity than you could have earned on ordinary interest-bearing debt securities with similar maturities, including other of our
debt securities, since the Redemption Amount is based on the performance of the Basket. Because the Redemption Amount may be less than
the amount originally invested in the securities, the return on the securities (the effective yield to maturity) may be negative. Even
if it is positive, the return payable on each security may not be enough to compensate you for any loss in value due to inflation and
other factors relating to the value of money over time.
THE PROBABILITY THAT THE FINAL BASKET LEVEL WILL BE
LESS THAN THE BUFFER LEVEL WILL DEPEND ON THE VOLATILITY OF THE BASKET COMPONENTS
“Volatility” refers to the frequency and magnitude
of changes in the levels of the Basket Components. The greater the expected volatility with respect to the Basket Components on the Trade
Date, the higher the expectation as of the Trade Date that the Final Basket Level could be less than the Buffer Level, indicating a higher
expected risk of loss on the securities. The terms of the securities are set, in part, based on expectations about the volatility of the
Basket Components as of the Trade Date. The volatility of the Basket can change significantly over the term of the securities. The levels
of the Basket Components could fall sharply, which could result in a significant loss of principal. You should be willing to accept the
downside market risk of the Basket Components and the potential to lose a significant amount of your principal at maturity.
LIMITED APPRECIATION POTENTIAL
If the Final Basket Level is greater than the Initial Basket
Level, for each $1,000 principal amount of securities, you will receive at maturity $1,000 multiplied by the sum of one plus the Basket
Return, which will equal the lesser of (i) the Maximum Return and (ii) the product of the Upside Participation Rate and the percentage
change of the Basket from the Initial Basket Level to the Final Basket Level. The Basket Return will not exceed the Maximum Return, regardless
of the appreciation in the level of the Basket, which may be significant. Accordingly, the maximum Redemption Amount for each $1,000 principal
amount of securities is $1,000 multiplied by the sum of one plus the Maximum Return.
THE U.S. FEDERAL TAX CONSEQUENCES OF AN INVESTMENT
IN THE SECURITIES ARE UNCLEAR
There is no direct legal
authority regarding the proper U.S. federal tax treatment of the securities, and we do not plan to request a ruling from the Internal
Revenue Service (the “IRS”). Consequently, significant
Buffered Accelerated Return Equity Securities 8
aspects of the tax treatment
of the securities are uncertain, and the IRS or a court might not agree with the treatment of the securities as prepaid financial contracts
that are treated as “open transactions.” If the IRS were successful in asserting an alternative treatment of the securities,
the tax consequences of the ownership and disposition of the securities, including the timing and character of income recognized by U.S.
investors and the withholding tax consequences to non-U.S. investors, might be materially and adversely affected. Even if the treatment
of the securities described herein is respected, there is a substantial risk that a security will be treated as a “constructive
ownership transaction,” with potentially adverse consequences described below under “United States Federal Tax Considerations.”
Moreover, future legislation, Treasury regulations or IRS guidance could adversely affect the U.S. federal tax treatment of the securities,
possibly retroactively.
Risks Relating to the Basket Components
CHANGES IN THE VALUES OF THE BASKET COMPONENTS MAY
OFFSET EACH OTHER
Movements in the level
of the Basket Components may not correlate with each other. At a time when the value of one or more of the Basket Components increases,
the level of one or more of the other Basket Components may not increase as much or may even decline. Therefore, in calculating the Basket
Return, increases in the level of one or more of the Basket Components may be moderated, or more than offset, by lesser increases or declines
in the level of the other Basket Components.
THE BASKET COMPONENTS ARE NOT EQUALLY WEIGHTED
The securities are linked
to a basket of more than one Basket Components, and the Basket Components have significantly different weights in determining the value
of the Basket. The same percentage change in each of the Basket Components could therefore have different effects on the Final Basket
Level because of the unequal weighting. For example, if the weighting of one Basket Component is greater than the weighting of another
Basket Component, a 5% decrease from the Initial Level to the Final Level of the Basket Component with the greater weighting will have
a greater impact on the Final Basket Level than a 5% increase from the Initial Level to the Final Level of the Basket Component with the
lesser weighting.
THERE ARE RISKS ASSOCIATED WITH THE BASKET COMPONENTS
Although shares of the
Basket Components are listed for trading on a national securities exchange and a number of similar products have been traded on various
national securities exchanges for varying periods of time, there is no assurance that an active trading market will continue for the shares
of the Basket Components or that there will be liquidity in the trading market. Each Basket Component is subject to management risk, which
is the risk that a Basket Component’s investment strategy, the implementation of which is subject to a number of constraints, may
not produce the intended results. Pursuant to each Basket Component’s investment strategy or otherwise, its investment advisor may add,
delete or substitute the assets held by such Basket Component. Any of these actions could adversely affect the price of the shares of
each Basket Component and consequently the value of the securities. For additional information on the Basket Components, see “The
Basket Components” herein.
THE PERFORMANCE AND MARKET VALUE OF EACH BASKET COMPONENT,
PARTICULARLY DURING PERIODS OF MARKET VOLATILITY, MAY NOT CORRELATE TO THE PERFORMANCE OF ITS TRACKED INDEX
Each Basket Component
will generally invest in all of the equity securities included in the index tracked by such Basket Component (each such index, a “Tracked
Index”), but may not fully replicate such Tracked Index. There may be instances where a Basket Component’s investment advisor
may choose to overweight a stock in such Basket Component’s Tracked Index, purchase securities not included in such Basket Component’s
Tracked Index that such investment advisor believes are appropriate to substitute for a security included in such Tracked Index or utilize
various combinations of other available investment techniques. In addition, the performance of each Basket Component will reflect additional
transaction costs and fees that are not included in the calculation of such Basket Component’s Tracked Index. Finally, because the
shares of each Basket Component are traded on a national securities exchange and are subject to market supply and investor demand, the
market value of one share of each Basket Component may differ from the net asset value per share of such Basket Component.
During periods of market
volatility, securities held by each Basket Component may be unavailable in the secondary market, market participants may be unable to
calculate accurately the net asset value per
Buffered Accelerated Return Equity Securities 9
share of such Basket
Component and the liquidity of such Basket Component may be adversely affected. This kind of market volatility may also disrupt the ability
of market participants to create and redeem shares in each Basket Component. Further, market volatility may adversely affect, sometimes
materially, the prices at which market participants are willing to buy and sell shares of each Basket Component. As a result, under these
circumstances, the market value of shares of each Basket Component may vary substantially from the net asset value per share of such Basket
Component. For all the foregoing reasons, the performance of each Basket Component may not correlate with the performance of its Tracked
Index. For additional information on the Basket Components, see “The Basket Components” herein.
FOREIGN SECURITIES MARKETS RISK
Some or all of the assets
included in the Basket Components are issued by foreign companies and trade in foreign securities markets. Investments in the securities
therefore involve risks associated with the securities markets in those countries, including risks of volatility in those markets, government
intervention in those markets and cross shareholdings in companies in certain countries. Also, foreign companies are generally subject
to accounting, auditing and financial reporting standards and requirements and securities trading rules different from those applicable
to U.S. reporting companies. The equity securities included in the Basket Components may be more volatile than domestic equity securities
and may be subject to different political, market, economic, exchange rate, regulatory and other risks, including changes in foreign governments,
economic and fiscal policies, currency exchange laws or other laws or restrictions. Moreover, the economies of foreign countries may differ
favorably or unfavorably from the economy of the United States in such respects as growth of gross national product, rate of inflation,
capital reinvestment, resources and self-sufficiency. These factors may adversely affect the values of the equity securities included
in the Basket Components, and therefore the performance of the Basket Components and the value of the securities.
CURRENCY EXCHANGE RISK
Because the prices of
the equity securities included in the Basket Components are converted into U.S. dollars for purposes of calculating their level, investors
will be exposed to currency exchange rate risk with respect to each of the currencies in which the equity securities included in the Basket
Components trade. Currency exchange rates may be highly volatile, particularly in relation to emerging or developing nations’ currencies
and, in certain market conditions, also in relation to developed nations’ currencies. Significant changes in currency exchange rates,
including changes in liquidity and prices, can occur within very short periods of time. Currency exchange rate risks include, but are
not limited to, convertibility risk, market volatility and potential interference by foreign governments through regulation of local markets,
foreign investment or particular transactions in foreign currency. These factors may adversely affect the values of the equity securities
included in the Basket Components, the levels of the Basket Components and the value of the securities.
EMERGING MARKETS RISK
The iShares®
MSCI Emerging Markets ETF is exposed to the political and economic risks of emerging market countries. In recent years, some emerging
markets have undergone significant political, economic and social upheaval. Such far-reaching changes have resulted in constitutional
and social tensions and, in some cases, instability and reaction against market reforms has occurred. With respect to any emerging market
nation, there is the possibility of nationalization, expropriation or confiscation, political changes, government regulation and social
instability. There can be no assurance that future political changes will not adversely affect the economic conditions of an emerging
market nation. Political or economic instability could have an adverse effect on the performance of the securities.
THE SECURITIES ARE LINKED TO THE iSHARES®
MSCI EAFE SMALL-CAP ETF AND ARE SUBJECT TO THE RISKS ASSOCIATED WITH SMALL-CAPITALIZATION COMPANIES
The iShares®
MSCI EAFE Small-Cap ETF is composed of equity securities issued by companies with relatively small market capitalization. These equity
securities often have greater stock price volatility, lower trading volume and less liquidity than the equity securities of large-capitalization
companies, and are more vulnerable to adverse business and economic developments than those of large-capitalization companies. In addition,
small-capitalization companies are typically less established and less stable financially than large-capitalization companies. These companies
may depend on a small number of key personnel, making them more vulnerable to loss of personnel. Such companies tend to have smaller revenues,
less diverse product lines, smaller shares of their product or service markets, fewer financial resources and
Buffered Accelerated Return Equity Securities 10
less competitive strengths
than large-capitalization companies and are more susceptible to adverse developments related to their products. Therefore, the iShares®
MSCI EAFE Small-Cap ETF may be more volatile than it would be if it were composed of equity securities issued by large-capitalization
companies.
NO OWNERSHIP RIGHTS RELATING TO THE BASKET COMPONENTS
Your return on the securities
will not reflect the return you would realize if you actually owned shares of the Basket Components or the assets that comprise the Basket
Components. The return on your investment is not the same as the total return based on the purchase of shares of the Basket Components
or the assets that comprise the Basket Components.
NO VOTING RIGHTS OR DIVIDEND PAYMENTS
As a holder of the securities,
you will not have voting rights or rights to receive cash dividends or other distributions or other rights with respect to the shares
of the Basket Components or the assets that comprise the Basket Components.
ANTI-DILUTION PROTECTION IS LIMITED
The calculation agent
will make anti-dilution adjustments for certain events affecting the Basket Components. However, an adjustment will not be required in
response to all events that could affect the Basket Components. If an event occurs that does not require the calculation agent to make
an adjustment, or if an adjustment is made but such adjustment does not fully reflect the economics of such event, the value of the securities
may be materially and adversely affected. See “Description of the Securities—Adjustments” in the relevant product supplement.
GOVERNMENT REGULATORY ACTION, INCLUDING LEGISLATIVE
ACTS AND EXECUTIVE ORDERS, COULD RESULT IN MATERIAL CHANGES TO THE BASKET AND COULD NEGATIVELY AFFECT YOUR RETURN ON THE SECURITIES
Government regulatory
action, including legislative acts and executive orders, could materially affect the Basket. For example, in response to recent executive
orders, stocks of companies that are determined to be linked to the People’s Republic of China military, intelligence and security
apparatus may be delisted from a U.S. exchange, removed as a component in indices or exchange traded funds, or transactions in, or holdings
of, securities with exposure to such stocks may otherwise become prohibited under U.S. law. If government regulatory action results in
such consequences, there may be a material and negative effect on the securities.
Risks Relating to the Issuer
THE SECURITIES ARE SUBJECT TO THE CREDIT RISK OF CREDIT
SUISSE
Investors are dependent on our ability to pay all amounts
due on the securities and, therefore, if we were to default on our obligations, you may not receive any amounts owed to you under the
securities. In addition, any decline in our credit ratings, any adverse changes in the market’s view of our creditworthiness or
any increase in our credit spreads is likely to adversely affect the value of the securities prior to maturity.
CREDIT SUISSE IS SUBJECT TO SWISS REGULATION
As a Swiss bank, Credit Suisse is subject to regulation
by governmental agencies, supervisory authorities and self-regulatory organizations in Switzerland. Such regulation is increasingly more
extensive and complex and subjects Credit Suisse to risks. For example, pursuant to Swiss banking laws, the Swiss Financial Market Supervisory
Authority (FINMA) may open resolution proceedings if there are justified concerns that Credit Suisse is over-indebted, has serious liquidity
problems or no longer fulfills capital adequacy requirements. FINMA has broad powers and discretion in the case of resolution proceedings,
which include the power to convert debt instruments and other liabilities of Credit Suisse into equity and/or cancel such liabilities
in whole or in part. If one or more of these measures were imposed, such measures may adversely affect the terms and market value of the
securities and/or the ability of Credit Suisse to make payments thereunder and you may not receive any amounts owed to you under the securities.
Risks Relating to Conflicts of Interest
Buffered Accelerated Return Equity Securities 11
HEDGING AND TRADING ACTIVITY
We or any of our affiliates may
carry out hedging activities related to the securities, including in the Basket Components or in instruments related to the Basket
Components. We or our affiliates may also trade in the Basket Components or in instruments related to the Basket Components from
time to time. Any of these hedging or trading activities on or prior to the Trade Date and during the term of the securities could
adversely affect our payment to you at maturity.
POTENTIAL CONFLICTS
We and our affiliates
play a variety of roles in connection with the issuance of the securities, including acting as calculation agent and as agent of the issuer
for the offering of the securities, hedging our obligations under the securities and determining their estimated value. In performing
these duties, the economic interests of us and our affiliates are potentially adverse to your interests as an investor in the securities.
Further, hedging activities may adversely affect any payment on or the value of the securities. Any profit in connection with such hedging
activities will be in addition to any other compensation that we and our affiliates receive for the sale of the securities, which creates
an additional incentive to sell the securities to you.
Risks Relating to the Estimated Value and
Secondary Market Prices of the Securities
UNPREDICTABLE ECONOMIC AND MARKET FACTORS WILL AFFECT
THE VALUE OF THE SECURITIES
The payout on the securities
can be replicated using a combination of the components described in “The estimated value of the securities on the Trade Date is
less than the Price to Public.” Therefore, in addition to the levels of any Basket Component, the terms of the securities at issuance
and the value of the securities prior to maturity may be influenced by factors that impact the value of fixed income securities and options
in general, such as:
| · | the expected and actual volatility of the Basket and the Basket Components; |
| · | the expected and actual correlation, if any, between the Basket Components; |
| · | the time to maturity of the securities; |
| · | the dividend rate on the equity securities included in the Basket Components; |
| · | interest and yield rates in the market generally; |
| · | investors’ expectations with respect to the rate of inflation; |
| · | geopolitical conditions and economic, financial, political, regulatory, judicial or other events that affect the equity securities that comprise the Basket Components or markets generally and which may affect the levels of the Basket Components; and |
| · | our creditworthiness, including actual or anticipated downgrades in our credit ratings. |
Some or all of these
factors may influence the price that you will receive if you choose to sell your securities prior to maturity. The impact of any of the
factors set forth above may enhance or offset some or all of any change resulting from another factor or factors.
THE ESTIMATED VALUE OF THE SECURITIES ON THE TRADE
DATE IS LESS THAN THE PRICE TO PUBLIC
The initial estimated
value of your securities on the Trade Date (as determined by reference to our pricing models and our internal funding rate) is less than
the original Price to Public. The Price to Public of the securities includes any discounts or commissions as well as transaction costs
such as expenses incurred to create, document and market the securities and the cost of hedging our risks as issuer of the securities
through one or more of our affiliates (which includes a projected profit). These costs will be effectively borne by you as an investor
in the securities. These amounts will be retained by Credit Suisse or our affiliates in connection with our structuring and offering of
the securities (except to the extent discounts or commissions are reallowed to other broker-dealers or any costs are paid to third parties).
On the Trade Date, we
value the components of the securities in accordance with our pricing models. These include a fixed income component valued using our
internal funding rate, and individual option components valued using proprietary pricing models dependent on inputs such as volatility,
correlation,
Buffered Accelerated Return Equity Securities 12
dividend rates, interest
rates and other factors, including assumptions about future market events and/or environments. These inputs may be market-observable or
may be based on assumptions made by us in our discretionary judgment. As such, the payout on the securities can be replicated using a
combination of these components and the value of these components, as determined by us using our pricing models, will impact the terms
of the securities at issuance. Our option valuation models are proprietary. Our pricing models take into account factors such as interest
rates, volatility and time to maturity of the securities, and they rely in part on certain assumptions about future events, which may
prove to be incorrect.
Because Credit Suisse’s
pricing models may differ from other issuers’ valuation models, and because funding rates taken into account by other issuers may
vary materially from the rates used by Credit Suisse (even among issuers with similar creditworthiness), our estimated value at any time
may not be comparable to estimated values of similar securities of other issuers.
EFFECT OF INTEREST RATE USED IN STRUCTURING THE SECURITIES
The internal funding
rate we use in structuring notes such as these securities is typically lower than the interest rate that is reflected in the yield on
our conventional debt securities of similar maturity in the secondary market (our “secondary market credit spreads”). If on
the Trade Date our internal funding rate is lower than our secondary market credit spreads, we expect that the economic terms of the securities
will generally be less favorable to you than they would have been if our secondary market credit spread had been used in structuring the
securities. We will also use our internal funding rate to determine the price of the securities if we post a bid to repurchase your securities
in secondary market transactions. See “—Secondary Market Prices” below.
SECONDARY MARKET PRICES
If Credit Suisse (or
an affiliate) bids for your securities in secondary market transactions, which we are not obligated to do, the secondary market price
(and the value used for account statements or otherwise) may be higher or lower than the Price to Public and the estimated value of the
securities on the Trade Date. The estimated value of the securities on the cover of this pricing supplement does not represent a minimum
price at which we would be willing to buy the securities in the secondary market (if any exists) at any time. The secondary market price
of your securities at any time cannot be predicted and will reflect the then-current estimated value determined by reference to our pricing
models, the related inputs and other factors, including our internal funding rate, customary bid and ask spreads and other transaction
costs, changes in market conditions and deterioration or improvement in our creditworthiness. In circumstances where our internal funding
rate is higher than our secondary market credit spreads, our secondary market bid for your securities could be less favorable than what
other dealers might bid because, assuming all else equal, we use the higher internal funding rate to price the securities and other dealers
might use the lower secondary market credit spread to price them. Furthermore, assuming no change in market conditions from the Trade
Date, the secondary market price of your securities will be lower than the Price to Public because it will not include any discounts or
commissions and hedging and other transaction costs. If you sell your securities to a dealer in a secondary market transaction, the dealer
may impose an additional discount or commission, and as a result the price you receive on your securities may be lower than the price
at which we may repurchase the securities from such dealer.
We (or an affiliate)
may initially post a bid to repurchase the securities from you at a price that will exceed the then-current estimated value of the securities.
That higher price reflects our projected profit and costs, which may include discounts and commissions that were included in the Price
to Public, and that higher price may also be initially used for account statements or otherwise. We (or our affiliate) may offer to pay
this higher price, for your benefit, but the amount of any excess over the then-current estimated value will be temporary and is expected
to decline over a period of approximately three months.
The securities are not
designed to be short-term trading instruments and any sale prior to maturity could result in a substantial loss to you. You should be
willing and able to hold your securities to maturity.
LACK OF LIQUIDITY
The securities will not
be listed on any securities exchange. Credit Suisse (or its affiliates) intends to offer to purchase the securities in the secondary market
but is not required to do so. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the
securities when you wish to do so. Because other dealers are not likely to make a secondary market for the securities, the price at which
you may be able to trade your securities is likely to depend on the price, if any, at which
Buffered Accelerated Return Equity Securities 13
Credit Suisse (or its
affiliates) is willing to buy the securities. If you have to sell your securities prior to maturity, you may not be able to do so or you
may have to sell them at a substantial loss.
Buffered Accelerated Return Equity Securities 14
Supplemental Use of Proceeds and Hedging
We intend to use the proceeds of this offering for our
general corporate purposes, which may include the refinancing of existing debt outside Switzerland. Some or all of the proceeds we receive
from the sale of the securities may be used in connection with hedging our obligations under the securities through one or more of our
affiliates. Such hedging or trading activities on or prior to the Trade Date and during the term of the securities (including on any calculation
date, as defined in any accompanying product supplement) could adversely affect the value of the Basket and, as a result, could decrease
the amount you may receive on the securities at maturity. For additional information, see “Supplemental Use of Proceeds and Hedging”
in any accompanying product supplement.
Buffered Accelerated Return Equity Securities 15
The Basket Components
The iShares® MSCI Emerging Markets ETF
We have derived all information contained herein regarding
the iShares® MSCI Emerging Markets ETF from publicly available information. Such information reflects the policies of,
and is subject to change by, BlackRock Fund Advisors, which maintains and manages the iShares® MSCI Emerging Markets ETF
and acts as investment advisor to the iShares® MSCI Emerging Markets ETF. We have not conducted any independent review
or due diligence of any publicly available information with respect to the iShares® MSCI Emerging Markets ETF.
The iShares® MSCI Emerging Markets ETF is
an exchange-traded fund that seeks to track the investment results of the MSCI Emerging Markets Index, which is designed to measure equity
market performance in the global emerging markets.
iShares, Inc. is a registered investment company that consists
of numerous separate investment portfolios, including the iShares® MSCI Emerging Markets ETF. Information filed by iShares,
Inc. with the SEC under the Securities Act and the Investment Company Act can be found by reference to its SEC file numbers: 033-97598
and 811-09102. Shares of the iShares® MSCI Emerging Markets ETF are listed on the NYSE Arca under ticker symbol “EEM.”
Information from outside sources is not incorporated by reference in, and should not be considered part of, this pricing supplement or
any accompanying product supplement, the prospectus supplement or the prospectus.
The iShares® MSCI EAFE®
ETF
We have derived all information contained herein regarding
the iShares® MSCI EAFE® ETF from publicly available information. Such information reflects the policies
of, and is subject to change by, BlackRock Fund Advisors, which maintains and manages the iShares® MSCI EAFE®
ETF and acts as investment advisor to the iShares® MSCI EAFE® ETF. We have not conducted any independent
review or due diligence of any publicly available information with respect to the iShares® MSCI EAFE® ETF.
The iShares® MSCI EAFE® ETF
is an exchange-traded fund that seeks to track the investment results of the MSCI EAFE® Index, which is composed of large-
and mid-capitalization developed market equities, excluding the U.S. and Canada.
iShares Trust is a registered investment company that consists
of numerous separate investment portfolios, including the iShares® MSCI EAFE® ETF. Information filed by
iShares Trust with the SEC under the Securities Act and the Investment Company Act can be found by reference to its SEC file numbers:
333-92935 and 811-09729. Shares of the iShares® MSCI EAFE® ETF are listed on the NYSE Arca under ticker
symbol “EFA.” Information from outside sources is not incorporated by reference in, and should not be considered part of,
this pricing supplement or any accompanying product supplement, the prospectus supplement or the prospectus.
The iShares® MSCI EAFE Small-Cap ETF
We have derived all information contained herein regarding
the iShares® MSCI EAFE Small-Cap ETF from publicly available information. Such information reflects the policies of, and
is subject to change by, iShares Trust, which maintains and manages the iShares® MSCI EAFE Small-Cap ETF, and BlackRock
Fund Advisors, the investment advisor to the iShares® MSCI EAFE Small-Cap ETF. We have not conducted any independent review
or due diligence of any publicly available information with respect to the iShares® MSCI EAFE Small-Cap ETF.
The iShares® MSCI EAFE Small-Cap ETF is
an exchange-traded fund that seeks to track the investment results of the MSCI EAFE Small Cap Index, which is composed of small-capitalization
developed market equities, excluding the U.S. and Canada.
Buffered Accelerated Return Equity Securities 16
iShares Trust is a registered investment company that consists
of numerous separate investment portfolios, including the iShares® MSCI EAFE Small-Cap ETF. Information filed by iShares
Trust with the SEC under the Securities Act and the Investment Company Act can be found by reference to its SEC file numbers: 333-92935
and 811-09729. Shares of the iShares® MSCI EAFE Small-Cap ETF are listed on the Nasdaq Stock Market under ticker symbol
“SCZ.” Information from outside sources is not incorporated by reference in, and should not be considered part of, this pricing
supplement or any accompanying product supplement, the prospectus supplement or the prospectus.
Buffered Accelerated Return Equity Securities 17
Historical Information
The following graphs set forth the historical performance
of the Basket Components, as well as the Basket as a whole, based on the closing levels and closing prices of the Basket Components. The
Basket graph sets forth the historical performance of the Basket from January 4, 2016 through June 4, 2021. The Basket Component graphs
set forth the historical performance of the Basket Components from January 4, 2016 through June 4, 2021. We obtained the historical information
below from Bloomberg, without independent verification.
You should not take the historical levels of the Basket
Components as an indication of future performance of the Basket Components or the securities. Any historical trend in the levels of the
Basket Components during any period set forth below is not an indication that the levels of the Basket Components are more or less likely
to increase or decrease at any time over the term of the securities. The graphs below may have been adjusted to reflect certain corporate
actions such as stock splits and reverse stock splits.
For additional information on the Basket Components, see
“The Basket Components” herein.
The closing level of the iShares® MSCI Emerging
Markets ETF on June 4, 2021 was $55.99.
Buffered Accelerated Return Equity Securities 18
The closing level of the iShares® MSCI EAFE®
ETF on June 4, 2021 was $81.68.
Buffered Accelerated Return Equity Securities 19
The closing level of the iShares® MSCI EAFE Small-Cap
ETF on June 4, 2021 was $76.96.
The graph of the historical Basket performance assumes the Basket
Level on June 4, 2021 was 100 and the Component Weightings were as specified on the cover of this pricing supplement.
Buffered Accelerated Return Equity Securities 20
United States Federal Tax Consequences
This discussion supplements and, to the extent inconsistent
therewith, supersedes the discussion in the accompanying product supplement under “United States Federal Tax Considerations.”
There are no statutory, judicial or administrative authorities
that address the U.S. federal income tax treatment of the securities or instruments that are similar to the securities. In the opinion
of our counsel, Davis Polk & Wardwell LLP, which is based on current market conditions, a security should be treated as a prepaid
financial contract that is an “open transaction” for U.S. federal income tax purposes. However, there is uncertainty regarding
this treatment.
Assuming this treatment of the securities is respected
and subject to the discussion in “United States Federal Tax Considerations” in the accompanying product supplement, the following
U.S. federal income tax consequences should result:
| · | You should not recognize taxable income over the term of the securities prior to maturity, other than pursuant to a sale or other disposition. |
| · | Upon a sale or other disposition (including retirement) of a security, you should recognize gain or loss equal to the difference between the amount realized and your tax basis in the security. Subject to the discussion below concerning the potential application of the “constructive ownership” rules under Section 1260 of the Internal Revenue Code of 1986, as amended (the “Code”), such gain or loss should be long-term capital gain or loss if you held the security for more than one year. |
Even if the treatment of the securities as described herein
is respected, there is a substantial risk that your purchase of a security will be treated as entry into a “constructive ownership
transaction,” within the meaning of Section 1260 of the Code. In that case, all or a portion of any long-term capital gain you would
otherwise recognize in respect of your securities would be recharacterized as ordinary income to the extent such gain exceeded the “net
underlying long-term capital gain.” Any long-term capital gain recharacterized as ordinary income under Section 1260 would be treated
as accruing at a constant rate over the period you held your securities, and you would be subject to an interest charge in respect of
the deemed tax liability on the income treated as accruing in prior tax years. Due to the lack of governing authority under Section 1260,
our counsel is not able to opine as to whether or how Section 1260 applies to the securities. You should read the section entitled “United
States Federal Tax Considerations—Tax Consequences to U.S. Holders—Securities Treated as Prepaid Financial Contracts that
are Open Transactions—Possible Application of Section 1260 of the Code” in the accompanying product supplement for additional
information and consult your tax advisor regarding the potential application of the “constructive ownership” rule.
We do not plan to request a ruling from the IRS regarding
the treatment of the securities, and the IRS or a court might not agree with the treatment described herein. In particular, the IRS could
treat the securities as contingent payment debt instruments, in which case the tax consequences of ownership and disposition of the securities,
including the timing and character of income recognized, could be materially and adversely affected. Moreover, the U.S. Treasury Department
and the IRS have requested comments on various issues regarding the U.S. federal income tax treatment of “prepaid forward contracts”
and similar financial instruments and have indicated that such transactions may be the subject of future regulations or other guidance.
In addition, members of Congress have proposed legislative changes to the tax treatment of derivative contracts. Any legislation, Treasury
regulations or other guidance promulgated after consideration of these issues could materially and adversely affect the tax consequences
of an investment in the securities, possibly with retroactive effect. You should consult your tax advisor regarding possible alternative
tax treatments of the securities and potential changes in applicable law.
Buffered Accelerated Return Equity Securities 21
Non-U.S. Holders.
Subject to the discussions in the next paragraph and in
“United States Federal Tax Considerations—Tax Consequences to Non-U.S. Holders” and “United States Federal Tax
Considerations—FATCA” in the accompanying product supplement, if you are a Non-U.S. Holder (as defined in the accompanying
product supplement) of the securities, you generally should not be subject to U.S. federal withholding or income tax in respect of any
amount paid to you with respect to the securities, provided that (i) income in respect of the securities is not effectively connected
with your conduct of a trade or business in the United States, and (ii) you comply with the applicable certification requirements.
As discussed under “United States Federal Tax Considerations—Tax
Consequences to Non-U.S. Holders—Dividend Equivalents under Section 871(m) of the Code” in the accompanying product supplement,
Section 871(m) of the Internal Revenue Code generally imposes a 30% withholding tax on “dividend equivalents” paid or deemed
paid to Non-U.S. Holders with respect to certain financial instruments linked to U.S. equities or indices that include U.S. equities.
Treasury regulations under Section 871(m), as modified by an IRS notice, exclude from their scope financial instruments issued prior to
January 1, 2023 that do not have a “delta” of one with respect to any U.S. equity. Based on the terms of the securities and
representations provided by us, our counsel is of the opinion that the securities should not be treated as transactions that have a “delta”
of one within the meaning of the regulations with respect to any U.S. equity and, therefore, should not be subject to withholding tax
under Section 871(m).
A determination that the securities are not subject to
Section 871(m) is not binding on the IRS, and the IRS may disagree with this determination. Moreover, Section 871(m) is complex and its
application may depend on your particular circumstances, including your other transactions. You should consult your tax advisor regarding
the potential application of Section 871(m) to the securities.
If withholding tax applies to the securities, we will not
be required to pay any additional amounts with respect to amounts withheld.
You should read the section entitled “United States
Federal Tax Considerations” in the accompanying product supplement. The preceding discussion, when read in combination with that
section, constitutes the full opinion of Davis Polk & Wardwell LLP regarding the material U.S. federal tax consequences of owning
and disposing of the securities.
You should also consult your tax advisor regarding all
aspects of the U.S. federal income and estate tax consequences of an investment in the securities and any tax consequences arising under
the laws of any state, local or non-U.S. taxing jurisdiction.
Buffered Accelerated Return Equity Securities 22
Supplemental Plan of Distribution
(Conflicts of Interest)
Under the terms and
subject to the conditions contained in a distribution agreement dated May 7, 2007, as amended, which we refer to as the distribution agreement,
we have agreed to sell the securities to CSSU.
The distribution
agreement provides that CSSU is obligated to purchase all of the securities if any are purchased.
CSSU will offer the
securities at the offering price set forth on the cover page of this pricing supplement and will not receive a commission in connection
with the distribution of the securities. If all of the securities are not sold at the initial offering price, CSSU may change the public
offering price and other selling terms.
An affiliate of Credit
Suisse has paid or may pay in the future a fixed amount to broker-dealers in connection with the costs of implementing systems to support
these securities.
We expect to deliver
the securities against payment for the securities on the Settlement Date indicated herein, which may be a date that is greater than two
business days following the Trade Date. Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary
market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, if
the Settlement Date is more than two business days after the Trade Date, purchasers who wish to transact in the securities more than two
business days prior to the Settlement Date will be required to specify alternative settlement arrangements to prevent a failed settlement.
The agent for this
offering, CSSU, is our affiliate. In accordance with FINRA Rule 5121, CSSU may not make sales in this offering to any of its discretionary
accounts without the prior written approval of the customer. A portion of the net proceeds from the sale of the securities will be used
by CSSU or one of its affiliates in connection with hedging our obligations under the securities.
For further information,
please refer to “Underwriting (Conflicts of Interest)” in any accompanying product supplement.
Buffered Accelerated Return Equity Securities 23
Validity
of the Securities
In the opinion of
Davis Polk & Wardwell LLP, as United States counsel to Credit Suisse, when the securities offered by this pricing supplement have
been executed and issued by Credit Suisse and authenticated by the trustee pursuant to the indenture, and delivered against payment therefor,
such securities will be valid and binding obligations of Credit Suisse, enforceable against Credit Suisse in accordance with their terms,
subject to (i) applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, (ii) concepts of reasonableness
and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of
bad faith) and (iii) possible judicial or regulatory actions giving effect to governmental actions or foreign laws affecting creditors’
rights, provided that such counsel expresses no opinion as to the effect of fraudulent conveyance, fraudulent transfer or similar provision
of applicable law on the conclusions expressed above. This opinion is given as of the date of this pricing supplement and is limited to
the laws of the State of New York, except that such counsel expresses no opinion as to the application of state securities or Blue Sky
laws to the securities. Insofar as this opinion involves matters governed by Swiss law, Davis Polk & Wardwell LLP has relied, without
independent inquiry or investigation, on the opinion of Homburger AG, dated June 7, 2021 and filed by Credit Suisse as an exhibit to a
Current Report on Form 6-K on June 7, 2021. The opinion of Davis Polk & Wardwell LLP is subject to the same assumptions, qualifications
and limitations with respect to such matters as are contained in the opinion of Homburger AG. In addition, the opinion of Davis Polk &
Wardwell LLP is subject to customary assumptions about the establishment of the terms of the securities, the trustee’s authorization,
execution and delivery of the indenture and its authentication of the securities, and the validity, binding nature and enforceability
of the indenture with respect to the trustee, all as stated in the opinion of Davis Polk & Wardwell LLP dated June 7, 2021, which
was filed by Credit Suisse as an exhibit to a Current Report on Form 6-K on June 7, 2021. Davis Polk & Wardwell LLP expresses no opinion
as to waivers of objections to venue, the subject matter or personal jurisdiction of a United States federal court or the effectiveness
of service of process other than in accordance with applicable law. In addition, such counsel notes that the enforceability in the United
States of Section 10.08(c) of the indenture is subject to the limitations set forth in the United States Foreign Sovereign Immunities
Act of 1976.
Buffered Accelerated Return Equity Securities 24
 |
|
CREDIT SUISSE SECURITIES (USA) LLC credit-suisse.com |
| Copyright © 2021 Credit Suisse Group AG and/or its affiliates. All rights reserved. |
from WordPress https://ift.tt/3w5zauf
via IFTTT
No comments: