Experience
Banking & Finance
We advise on a long-term basis the Dow Chemical Company and Sadara Chemical Company in connection with the Dow Chemical Company’s joint venture with Saudi Aramco for the development, financing and construction of a petrochemicals complex in Jubail, Saudi Arabia. Sadara is the largest petrochemical and chemical complex worldwide, the largest foreign investment in Saudi Arabia, and the largest project financing in the Middle East. In addition to the 26 plants forming part of the project, there were two joint ventures and three “over the fence” projects (on a BOOT basis) adjoining the Sadara complex. We continue to carry out follow-up work such as advising on the March 2016 capital increase of SAR2 billion, advising on the renewal of the security registrations for the pledged assets and accounts, and advising on additional project documents. In addition, we advised Sadara and the Dow Chemical Company on several loan facilities that were to be provided, insured or guaranteed by several ECAs. The ECA financing included a US$4.975 billion direct loan to Sadara from the Export-Import Bank of the United States (US Ex-Im Bank), which is the largest loan approved by US Ex-Im Bank to date.
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We advised on Sadara Chemical Company’s agreement with agency creditors and commercial lenders to restructure Sadara’s debt. Saudi Aramco and the Dow Chemical Company have agreed to guarantee up to an aggregate of US$3.7 billion of senior debt principal in proportion to their ownership interests in Sadara. The terms of the restructuring also include a principal repayment grace period until 15 June 2026 and the extending of the final maturity date from 2029 to 2038, in respect of all the facilities.
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We advised the consortium that Saudi Arabia’s Water & Electricity Company selected as preferred bidder for the planned Dammam West independent sewage treatment plant (ISTP), the Kingdom’s first ISTP to be awarded to the private sector under the BOOT concession model. The consortium is led by Metito, and also includes Mowah and Orascom Construction. The planned ISTP will have a capacity of up to 350,000 cm/d, and will be developed under a 25-year sewage treatment agreement. WEC’s obligations under the STA will be guaranteed by a credit support agreement from the Saudi government. The total project costs approximately US$245 million, with funding sourced from a combination of senior project finance loans and equity contributions from shareholders. Non-recourse project financing is provided by a group of local and international banks.
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We are advisors to ACWA Power and Air Products on their agreement with Saudi Aramco to form a gasification and joint power venture. We assisted with the financial close and acquisition of the first group of assets for the US$12 billion integrated gasification combined cycle (IGCC) project located in Jizan Economic City. A mixture of local, regional, and international financial institutions agreed to provide US$7.2 billion of senior debt facilities. The power plant will have a maximum capacity of approximately 3,700 MW, with the first two 800 MW units undergoing commissioning. The joint venture will own and operate the facility under a 25-year contract for a fixed monthly fee.
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We are local counsel for the lenders to the sponsors, Engie, Mowah and NESMA of the Yanbu 4 Independent Water Project (IWP). The desalination plant will be located in Al-Rayis and supply portable water to the Mecca and Medina regions. The project includes a 900,000 m3 reservoir, a 20 MW solar photovoltaic facility, and a 39 km independent water transmission pipeline (IWTP) with a transmission capacity of 600,000 m3 a day from Yanbu to Al-Rayis. Once built, the plant will have a daily drinking water capacity of 450,000 m3. The Yanbu 4 IWP will be developed with a concession period of 25 years. The project will be implemented using a build, operate, own contract.
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We were advisors to Japan’s Marubeni Corporation and the UAE-based Abu Dhabi National Energy Company (Taqa) on their successful bid for the planned Marjan cogeneration independent steam and power plant (ISPP) and Tanajib desalination plant. Saudi Aramco and the preferred bidder have signed the project agreements for the scheme. The Marjan cogeneration ISPP will be codeveloped with the Tanajib desalination project. The project will have a power generation capacity of 940 MW, steam capacity of 1,084 tonnes an hour, and water generation capacity of 5.25 million imperial gallons a day.
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We advised Marubeni Corporation and Marafiq on their bid for Saudi Water Partnership Company’s reverse osmosis desalination plant in the Eastern Province of Saudi Arabia. They submitted the second lowest tariff.
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We are advising the consortium of Marubeni Corporation and Al-Jomaih Energy & Water Company on various legal aspects of the 300 MW Rabigh Solar PV Independent Power Project. The consortium were the winning bidders for the project and offered a levelized cost of energy of SAR0.06381138/kWh. The Marubeni and Al-Jomaih consortium was selected as first preferred bidder in April 2020 following a competitive tendering process. The power purchase agreement was signed with the Saudi Procurement Company for a period of 25 years.
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We represent the Dow Chemical Company in connection with the development and financing of a best-in-class manufacturing facility for reverse osmosis seawater desalination equipment in Saudi Arabia. This is the first such facility for the Dow Chemical Company outside the USA.
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We represented Jaguar Land Rover in connection with the development, financing and construction of their manufacturing facility in Saudi Arabia and negotiations with the Saudi Arabian government for the implementation of the related infrastructure for said manufacturing facility.
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We advised the Dow Chemical Company in connection with preliminary and definitive agreements between King Abdullah University of Science and Technology (KAUST) and King Abdullah University of Science and Technology Investment Company (KIC) for the development and financing of a new R&D facility within the KAUST research and technology park.
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We advised Hill International in relation to the Saudi law aspects of a credit agreement entered into between Hill International and Société Générale. In particular, we advised Hill International in relation to the creation of onshore security interests over bank accounts in favour of an onshore security agent acting on behalf of Société Générale and in relation to the perfection and registration of said onshore security interest. We also drafted and negotiated the onshore security documents.
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We acted as Saudi counsel to the lenders of Air Products and Chemicals, Inc. and ACWA Holding in relation to the development and financing of the Jazan Air Separation Unit for the supply of nitrogen and oxygen to Saudi Aramco at Saudi Aramco’s Jazan Refinery Complex Project.
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We acted as Saudi counsel to Banque Saudi Fransi, the lenders in connection with the financing of the Jizan Air Separation Unit, which is being sponsored by Air Products and ACWA Holding and is to be built on a BOO basis.
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We acted as the Saudi counsel to the lenders, who included JBIC, the Public Investment Fund (PIF), BNP Paribas, Citibank, Crédit Agricole Corporate and Investment Bank, HSBC Bank Middle East Limited, Mizuho Bank, Ltd., The Bank of Tokyo-Mitsubishi UFJ, Ltd. The Norinchukin Bank, Sumitomo Mitsui Banking Corporation, Sumitomo Mitsui Trust Bank Alinma Bank, Al Rajhi Bank, Arab National Bank, Arab Petroleum Investments Corporation (APICORP), Banque Saudi Fransi, Islamic Development Bank, Riyad Bank, Samba Financial Group, The National Commercial Bank and The Saudi British Bank in relation to the financing of the expansion of the Petro Rabigh–integrated project. Once the expansion project is complete the combined facilities will form one of the largest refining and petrochemical complexes ever built.
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We advised Abu Dhabi Commercial Bank in connection with applicable laws and restrictions in relation to the carrying out of banking activities for existing clients by its banking staff within Saudi Arabia and in relation to applicable restrictions in connection with internet banking activities.
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We advised the HSBC affiliate The Saudi British Bank in connection with inter-creditor issues and sharing of security granted by Saudi Arabian Airlines (Saudia) and inter-creditor issues. Saudia had granted security over some of its Saudi Arabian receivables in connection with a US$480 million facility in 2005 with the following lenders: Arab National Bank, Banque Saudi Fransi, Samba Financial Group and The Saudi British Bank. Saudia also entered into a US$1.9 billion facility with a separate set of lenders: Samba Financial Group, Banque Saudi Fransi and National Commercial Bank. We advised The Saudi British Bank regarding inter-creditor and security arrangements.
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We assisted the China Development Bank Corporation and Sinosure in connection with the financing of buses exported by a Chinese supplier under a commercial contract to a Saudi borrower/importer.
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We represented three borrowers, Saudi Acrylic Acid Company, Saudi Acrylic Polymers Company and Saudi Acrylic Monomers Company, in connection with the financing for three petrochemicals projects being developed by four companies: the local petrochemicals firms Tasnee and Sahara, Rohm and Haas from the US and Germany’s Evonik Industries. The financing was structured so that lenders make one commitment to the three borrower companies, which is split between them based on the size of their overall project cost.
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We represented Sadara Chemical Company and the Dow Chemical Company in connection with a bridge financing from the Saudi Arabian Public Investment Fund. This was the first bridge financing provided by the Public Investment Fund.
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We assisted Shuaibah Water and Electricity Company in relation to the repayment of an equity bridge loan, the implementing of a share pledge and a capital increase.
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We represented a Saudi Bank in connection with a subordinated murabaha facility guaranteed by one of the borrower’s shareholders. Both guarantor and borrower are listed companies.
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We represented Saudi Acrylic Acid Company and Saudi Acrylic Monomers Company in connection with an Islamic bridge finance to secure funding prior to finalizing complicated project financing, and advised upon the project financing in question.
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We advised the lenders to Saudi Arabian Airlines in connection with a loan for the purchase of 4 Falcon FX aircraft.
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We advised Chevron Phillips Chemical Company and its Saudi Arabian partner in connection with the design, construction and financing of a petrochemical facility in Jubail consisting of an ethylene cracker, polyethylene plant (1,100 kmta), polypropylene plant (400 kmta), a normal alpha olefins plant (1-hexene 100 kmta), a polystyrene plant (200 kmta) and associated support facilities with US Ex-Im Bank and substantial financing from SIDF and PIF.
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We advised Saudi Trade & Export Development Company (Tusdeer) in connection with the development, financing, operation and maintenance of a new 500,000 TEU terminal at Jeddah Islamic Port, including a US$374 million ijara facility.
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We advised BNP Paribas in connection with a real estate sukuk sponsored by the Saudi Arabia-based Saad Group, to be listed in Bahrain together with an exempt offering in Saudi Arabia.
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We advised (together with Citibank, SAMBA and Shearman & Sterling) Marafiq, the utilities company for the industrial cities of Jubail and Yanbu, Saudi Arabia, in connection with the development, financing and construction of a 2,750 MW and 800,000 m3 IWPP in Jubail, referred to by MEED as “the world’s biggest IWPP”. PIF is a shareholder of Marafiqh and was initially providing a guarantee prior to the conversion of this project into a national project.
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We advised National Petrochemical Industrial Company in connection with the development, financing and operation of 400,000 tons per annum propylene and poly-propylene plants in Yanbu, Saudi Arabia. This included technology agreements with UOP and Basell, as well as marketing and off-take agreements. SABIC is one of the two off-takers. The financing includes SIDF and PIF loans, as well as an investment from GOSI.
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We advised the lenders to Saudi Arabian Airlines on a loan for its early retirement plan in connection with the restructuring of the airline prior to privatization.
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We advised the lenders, including the Korea Development Bank, in connection with the financing of the 850 MW power and 212,300 m3/d Shuqaiq IWPP. PIF and SEC initially owned 80% of the project company. The successful bidder entered into a share sale purchase agreement with PIF and SEC to acquire 60% of the shares in the project company as well as a shareholders’ agreement with PIF and SEC.
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We advised the mandated lead managers in connection with the Islamic financing (musharakah and ijara) for the Al Waha petrochemical complex consisting of propylene and polypropylene plants owned by Sahara petrochemical and Basell, which was named Islamic Finance Deal of the Year 2006 by Project Finance Magazine. This included PIF and SIDF financing.
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We advised the lenders to Saudi Arabian Airlines in connection with a loan for the purchase of 15 Embraer 170 regional aircraft.
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We represented the lenders in an ECA financing for the expansion of Saudi Iron and Steel Company, a SABIC subsidiary worth US$352 million. The ECAs included were SACE, Hermes and OeKB.
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We advised the first Saudi Arabian private sector telecommunications operator, the Etisalat Consortium, in connection with the financing of its licensing and setting-up costs, the biggest Islamic finance transaction until then.
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We advised the Japanese shareholder consortium Japan Arabia Methanol Company (Mitsui, Mitsubishi, Daicel Chemical and Lion Shipping) in the development, financing and construction of a 970,000 tons per annum methanol plant on a limited recourse basis in Jubail, Saudi Arabia, the first major Japanese investment in Saudi Arabia following a 20-year hiatus. Financing was provided by SIDF and local banks.
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We advised the lenders in a limited recourse financing of the first IPP in Saudi Arabia, which was named Middle East IPP Deal of the Year by Project Finance magazine. The project company Jubail Energy Company, a joint venture between CMS Energy and National Power Company, provides power and steam (approximately 240 MW and 510-ton steam) to SADAF on a BOOT basis.
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We advised the lenders in connection with the expansion of the Shuaibah IWPP which was implemented through a separate project and project company. PIF and SEC were shareholders of the project company.
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