Practice Areas & Industries: Mayer Brown LLP

 





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Practice/Industry Group Overview

Our Middle East practice has a proven track record in Middle East jurisdictions, complemented by our strength in capital markets, project finance, construction, arbitration and international trade.  Our lawyers have worked on contentious and non-contentious matters and projects covering the construction, engineering, energy and petrochemical sectors right across the region.

We are able to support clients in all aspects of their projects and operations, offering:

  • A dedicated team with experience of working on a range of matters in jurisdictions across the Middle East;
  • Lawyers fluent in Arabic who are dedicated to the Middle East;
  • The firm’s fully integrated skills in key areas such as project finance, international arbitration, international banking, mining, oil and gas, telecoms and infrastructure;
  • Comprehensive experience in pre-privatisation sector reviews and feasibility studies, together with Official Lender transactional and advisory experience;
  • Tried and tested project management skills to ensure that both on-site and remote support on Middle East projects is delivered effectively; and
  • Close relations with local counsel throughout the region.

Experience

Kingdom of Bahrain

  • Kingdom of Bahrain.  Represented the Kingdom of Bahrain in connection with the restructuring of its electricity and water industries.
  • Aluminum smelting plant. Represented a major international engineering contractor in High Court proceedings arising out of defects in an aluminum smelting plant in Bahrain.  The contract was subject to the law of Bahrain.
  • Government of Bahrain.  Acted for the Government of Bahrain on various disputes relating to the construction of a major development.
  • Kingdom of Bahrain.  Represented the Kingdom of Bahrain in the privatization of its power and potable water utility systems, which included providing counsel as to the structuring and implementation of a regulatory framework (including associated tariffs), structuring, drafting and assisting in the implementation of all necessary legislation.
  • Hongkong Electric International and Cheung Kong Infrastructure.  Advised on the bid by a consortium led by Hongkong Electric International and Cheung Kong Infrastructure for the Al Hidd Independent Water & Power Project, which has a capacity of 694 MWs and a 4x7.5 MiGD Multi Stage Flash desalination plant located in Manama, Bahrain.

Egypt

  • Aircraft Leasing. Represented a bank syndicate in a secured credit facility for an aircraft operating lease to an Egyptian carrier.
  • Apache Oil Fields. Represented a syndicate of banks agented by Chase Manhattan in connection with the development of several oil fields in Egypt owned by Apache Corporation, and a related refinancing transaction.
  • Cairo Arbitration. Acted for an English company in arbitration proceedings in Egypt under the rules of the Cairo Regional Arbitration Centre.
  • EBIC Ammonia. Represented US Ex-Im Bank on the $600 million financing of a 2,000 MTD anhydrous ammonia project developed by Egypt Basic Industries Corporation. The transaction was US Ex-Im Bank’s first limited recourse project financing in Egypt.
  • Egypt to Israel Pipeline. Advised on the development of the $1 billion Egypt to Israel pipeline and associated facilities including negotiations with GdF, British Gas and Tractebel and financiers to obtain limited recourse political risk remote financing.
  • Khalda Oil. Represented a multilateral lender in connection with the Khalda oil concession development in the western desert of Egypt.
  • Magnesium Smelter. Represented a German Bank in connection with the development of an 88,000 TPA magnesium smelter in the Suez industrial area in Egypt.
  • Mining Dispute. Represented Joy Mining & Machinery, Ltd., a mining equipment manufacturer, in an investor-state dispute, and then in an ICC arbitration, against the Arab Republic of Egypt relating to a phosphate mine in Egypt.
  • Mostorod Refinery. Represented the International Finance Corporation and the Netherlands Development Finance Company in their investments in Egyptian Refining Company SAE, which is developing the $3.7 billion, 5 million TPA Mostorod refinery project coking facility in Cairo, Egypt.
  • Qarun Oil. Represented a multilateral lender in connection with the development of the Qarun oil and gas concession in the western desert area of Egypt.
  • Sokhna Port. Represented an export credit agency as lender/guarantor in connection with the development of the Sohkna Port, Suez, Egypt, which is the only privately-owned port in Egypt.
  • Tahrir Petrochemical. We are representing all of the lenders, US Ex-Im Bank, Korea Eximbank and Korea Trade Insurance Corporation (KSure), on the project financing of a new $4 billion petrochemical project in Egypt. The project will be located in Ain Sokhna on the Red Sea coast of Egypt, involves the development of a naphtha cracker and polyethylene complex to produce a broad spectrum of petrochemicals and polyolefins for domestic consumption and export, including HDPE, LLDPE benzene and butadiene.
  • Export-Import Bank of the United States.  Represented the Export-Import Bank of the United States as lender/ guarantor in the $540 million financing of a 1,250 tbd anhydrous natural gas-to-ammonia plant in Suez, Egypt. This was one of the first private (non-government sponsored) petrochemical transactions in Egypt and the first project financing in Egypt supported by Ex-Im Bank.
  • Lease aircraft. Represented a bank syndicate in a secured credit facility for an operating lease company of lease aircraft to an Egyptian carrier.
  • Chase Manhattan Bank. Represented Chase Manhattan Bank and a syndicate of lenders in the refinancing of several oil and gas concession developments in Egypt owned by Apache Corporation.
  • Khalda oil concession. Represented the Official Lender in connection with the Khalda oil concession development in the western desert of Egypt.
  • Qarun oil and gas concession. Represented the Official Lender in connection with the development of the Qarun oil and gas concession in the western desert area of Egypt.
  • Phosphate Mine. Represented a global mining equipment manufacturer in an ICSID arbitration and related UNCITRAL arbitration against a sovereign in a dispute relating to mining equipment, service and associated financial instruments in connection with a phosphate mine in Egypt.
  • Cairo Regional Arbitration Centre. Acted for an English company in arbitration proceedings in Egypt under the rules of the Cairo Regional Arbitration Centre.

Jordan

  • Port of Aqaba. Acted for the successful concessionaire on the $170 million project to design, build, operate and finance a new oil terminal at the Port of Aqaba in Jordan.
  • Kingdom of Jordan. Advised the Council Of Ministers and Natural Resources Authority of the Hashemite Kingdom of Jordan on various long term Mining Concessions in the Kingdom in relation to the mining of oil shale.
  • Kingdom of Jordan. Advised the Kingdom of Jordan on disputes concerning the disputed ownership of a luxury yacht.
  • Agricultural products. Advised a major international company on disputes with a Jordanian company concerning the sale of agricultural products in Jordan.
  • Government of Jordan.  Advised the Government of Jordan on a dispute over a 25 year concession agreement for development of casinos and tourist facilities in the Hashemite Kingdom of Jordan.

Kuwait

  • Ahamadi refinery. Advised insurance underwriters on claims arising out of an explosion at Ahamadi Refinery, Kuwait.
  • Condensate recovery unit. Advised a Joint Venture company on a professional negligence claim in relation to equipment at a Condensate Recovery Unit at an oil field.
  • Construction project. Represented an Arabian oil company in LCIA arbitration proceedings arising out of a construction project in Kuwait.
  • Power station. Advised a major EPC contractor on various disputes on power station projects in Kuwait.
  • Power contracts.  Advised a major Kuwaiti contractor on various substantial power contracts.

Lebanon

  • Infrastructure project. Advised on a major infrastructure project in Beirut.

Libya

  • Engineering company. Advised a large engineering company on the enforcement of a substantial ICC award in Libya and Europe.

Oman

  • Capital Market Authority of Oman. Advised the Capital Market Authority of Oman, an agency of the Sultanate of Oman, in identifying and pursuing claims against the Oman National Investment Corporation.
  • Professional negligence claims. Advised on professional negligence claims in the Omani courts arising from a major development project.

Qatar

  • Gas-to-liquid plant. Advised a contractor bidder on tender documents for the EPC contract for air separation units for the world’s largest gas-to-liquid plant project in Qatar.
  • Waste water facility. Advised a contractor in relation to a claim for an extension of time and associated losses on a waste water facility plant.
  • LNG project. Advised an EPC Contractor on various issues arising out of the design and construction of a large LNG project (subject to UNCITRAL arbitration in London), including advising on multimillion contractual claims and entitlements for relief under local law.
  • Infrastructure project. Advised a multinational engineering company on a dispute relating to a major infrastructure project and particularly on various issues relating to the effect of a number of provisions in the civil codes.
  • Process plant project. Advised on multimillion claims and an UNCITRAL arbitration on a major process plant project.

Turkey

  • Dogus Group. Represented Dogus Group with a financing arrangement for corporate aircraft with GE Commercial Finance.
  • Ege Seramik Sanayi Ticaret A.S. Advised Morgan Stanley in connection with a €50 million secured credit facility with Ege Seramik Sanayi Ticaret A.S.
  • Municipalities of Bafra, Gaziantep and Iskenderun. Advised Bank of America, N.A. as arranger and lender in a series of loan facilities to local municipalities, guaranteed by The Republic of Turkey.
  • Republic of Turkey. Advised Bank of America, N.A., in connection with its arranging and participating in a $24 million credit agreement for the Republic of Turkey.
  • Eko Finans Factoring Hizmetleri A.S. Advising Bancroft Private Equity in connection with their investment in Eko Finans Factoring Hizmetleri A.S, a factoring services provider in Turkey with 15 branch offices countrywide, focusing on small to mid-sized enterprises.
  • Garanti Bank. Represented Turkiye Garanti Bankasi A.S. in a rights offering coordinated by Credit Suisse.
  • GE Capital. Represented Garanti Bank in con¬nection with the sale by General Electric Capital Corporation of most of its 21% interest in the bank. GECC and the bank’s other principal shareholder eventually sold an aggregate of 24.9% of the bank to BBVA for €4.2 billion.
  • Genel Enerji A.S. Acted for Genel Enerji on its proposed $6 billion reverse takeover of Heritage Oil plc. The deal was announced in June 2009 and would have created a new FTSE 100 upstream oil and gas company had it completed.
  • JER Partners. Advised JER Partners in connection with its joint venture with Ocean Real Estate Management Ltd. to invest in Turkish logistics properties.
  • Kayalar Kimya San ve Tic. Represented Bancroft Private Equity in its 35 percent investment in the Turkish manufacturer, Kayalar Kimya San ve Tic SA.
  • Standard Profil A.S. Advising Bancroft Private Equity in connection with an investment in the chemicals sector in Turkey, and providing ongoing advice in relation to portfolio company Standard Profil A.S, a tier-one rubber profile and weather-strip manufacturer for European and Turkish car manufacturers.
  • Baymina Power Project. Representing the Export-Import Bank of the United States in connection with the non recourse financing of a 760 MW gas fired combined cycle power plant in Ankara, Turkey, sponsored by Tractebel (now GDF Suez) and Mimag.
  • Caldag Nickel Project. Represented the sponsor in connection with a $300 million financing for the development of the Caldag nickel project.
  • Degere. Advised Degere Enterprises Group A.S. on a Rule 144A private placement and project financing of a port in Turkey known as Belde, which it was sponsoring.
  • Erzincan Gold Project. Advised the mandated lead arranger, Bayerische Hypo—und Vereinsbank AG, on the $62.5 million financing for the construction and development of the Çöpler gold mine in the Erzincan province. This is one of the first completed project financed mines in Turkey.
  • Gebze, Adapazari and Izmir Power Projects. Representing the Export-Import Bank of the United States in connection with the simultaneous $2 billion limited recourse financing of 1540 MW, 1520 MW and 770 MW gas fired combined cycle power plants sponsored by ENKA in Western Turkey.
  • Marmara Eregelisi Power. Advised Bank of America as lender to the Marmara Eregelisi Power Project, which was sponsored by Midlands Electricity PLC, Gama Endistri and Wing International.
  • Republic of Turkey. Represented Bank of America, N.A. in arranging two term loans for the Republic of Turkey to finance completion payments on two motorway projects.
  • Akbank. Represented Banc of America Securities, as arranger, and the purchasers, in the issuance of $100 million of trust certificates by a New York trust created by Akbank T.A.S to own Akbank’s current and future credit and debt card voucher receivables. This transaction was chosen by Emerging Markets Investor magazine as the “best securitization” in emerging Europe in 2001.
  • Calik. Advised Calik, a major Turkish conglomerate, whose operations include gas distribution con-struction and pipeline development on its first corporate bond issue - a high yield Regulation S offering of $200 million Guaranteed Notes due 2012.
  • Denizbank. Represented Dexia Bank Brussels S.A. and Denizbank A.S. in a Reg S $650 million offering of notes secured by dollar-, euro- and sterling-denominated diversified payment rights sold by Denizbank A.S.
  • EBRD. Represented WestLB AG, the European Bank for Reconstruction and Development (EBRD) and the European Investment Bank in a private placement of EURO 250 million notes issued by Turkiye Garanti Bankasi A.S. This is the first future flow securitization entered into by the EBRD.
  • Finans Bank. Represented Merrill Lynch International as initial purchaser in the 144A/Reg S placement of a $200 million subordinated debt issuance by Finans Bank A.S. This transaction was the first Tier II capital facility issued by a Turkish bank into the capital markets.
  • Finans Bank. Represented Banc of America Securities LLC as underwriter in the Rule 144A/Reg S issuance of $50 million and €75 million of trust certificates of Finansbank Trade and Diversified Payment Rights Master Trust, secured by trade payment rights. This was the first diversified payment right securitization anywhere and “created” the asset class.
  • Garanti Bank. Represented Türkiye Garanti Bankasi A.S., a Turkish bank, in raising $500 million of quasi-capital (Tier II capital) by way of a Luxembourg-based SPC issuing Step Up Subordinated Callable Notes.
  • Garanti Bank. Represented Banc of America Securities LLC and Credit Suisse First Boston as underwriter in the Rule 144A/Reg S issuance of $200 million of trust certificates of Garanti Trade Payments Rights Master Trust, a master trust created by Turkiye Garanti Bankasi A.S., secured by trade payment rights. This was the first “trade payment right” securitization anywhere and “created” this asset class.
  • HSBC Bank A.S. Represented HSBC Bank A.S. (as originator) and HSBC Bank plc and ABN AMRO Bank N.V. (as arrangers) in a Reg S $400 million offering of notes secured by dollar-, euro- and sterling-denominated diversified payment rights. This issuance contained three tranches, including one wrapped by Financial Guaranty Insurance Company (FGIC) and one wrapped by Radian Asset Assurance Inc.
  • IsBank. Represented the arranger in a Rule 144A/Reg S $600 million offering of notes secured by dollar-, euro- and sterling-denominated diversified payment rights sold by Turkiye Is Bankasi A.S. At the time, this was the largest ever capital markets issuance from a private Turkish issuer and the first public Turkish deal to earn an underlying investment-grade rating from Standard & Poors.
  • Vakifbank. Represented ABN AMRO Bank N.V., Citibank, N.A. and ING Bank N.V., as arrangers, in a $500 million private placement of notes to conduits administered by the arrangers. The notes were secured by dollar-, euro-, sterling- and Swiss franc-denominated diversified payment rights sold by Türkiye Vakiflar Bankasi T.A.O.
  • Yapi Kredi Bank. Represented the arrangers in a $1.2 billion issuance of notes secured by Dollar-, Euro- and Sterling-denominated diversified payment rights sold by Yapi ve Kredi Bankasi A.S. At the time, this was the largest DPR securitization transaction completed globally and the single largest issuance into the international capital markets by a non-governmental entity out of Turkey.

Kingdom Of Saudi Arabia

  • Process plan. Advised an EPC contractor on pursuing substantial claims under both the contract and under Shari’a law arising from the design and construction of US$500 million process plant, which were subject to the jurisdiction of the Board of Grievances.
  • Sewage plant. Advised a Japanese and Saudi owned oil company on LCIA arbitration proceedings arising out of the design and construction of a sewage plant in the Kingdom of Saudi Arabia. This was a substantive dispute subject to Saudi law.
  • Olefins project.  Advised a major European contractor on substantial issues arising out of the Olefins project in the Kingdom of Saudi Arabia.
  • Petrochemical project. Advised an international chemicals company and the project sponsor in relation to the design, construction, commissioning and operation of a US$4.5 billion petrochemical project in the Kingdom of Saudi Arabia.
  • Saudi Aramco. Advised on local joint venture arrangements in the Kingdom of Saudi Arabia, including in negotiations with Saudi Aramco.
  • Basic Energy. Advised Basic Energy, a Saudi Arabian company, in relation to a potential joint venture of its energy activities.
  • Petrochemical plant. Advised on the EPC contract for a major petrochemical plant.
  • BOT project.  Advised on the restructuring of a major transport BOT project.

United Arab Emirates

  • IPWP project. Advised a large engineering company on various issues and claims amounting to over US$150 million in connection with the design and construction of an IPWP project in the UAE.
  • Development in Iran. Acted for an employer in defending a UNCITRAL arbitration in Dubai commenced by the consultant in connection with a large development in Iran.