* Our lawyers advised on these matters whilst employed by Clifford Chance Law Firm in Saudi Arabia.
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AS&H Clifford Chance has acted as issuer's counsel to ADES Holding Company on its SAR 4.6 billion (approx. US$1.2 billion) landmark IPO with an implied market capitalization at listing of SAR 15.2 billion (approx. US$ 4.1 billion), set to mark the largest IPO in the MENA region this year. The IPO was completed on October 11, 2023 with the listing of the shares of ADES on the Saudi Exchange (Tadawul).
Operating for over 40 years, Nesma & Partners has an established track record of success in delivering a number of Saudi Arabia’s industrial and infrastructure projects for a wide range of clients in the public and private sectors, including Saudi Aramco, the Public Investment Fund, NEOM, GACA, Ministry of the National Guard, Royal Commission, and the Ministry of Defence.
Saad has extensive experience in public policy matters as well as in legislative drafting. He has advised a number of ministries, strategic national regulatory initiatives and mega projects on regulatory frameworks, most of which included aspects that differed from the base economy laws and has led on a number of regulatory projects which included drafting of new laws and regulations.
Clifford Chance and Abuhimed Alsheikh Alhagbani Law Firm (AS&H) are pleased to announce their agreement to enter into a 50:50 Joint Venture (JV) in Saudi Arabia. The JV will be known as AS&H Clifford Chance. The restructuring of Clifford Chance's business in Saudi Arabia has the full support of the Clifford Chance global partnership.
The IPO was conducted in accordance with Rule 144A and Regulation S under the US Securities Act and took place by way of a fully secondary sale by the existing majority shareholder of Americana, Adeptio AD Investments Ltd., a special purpose vehicle owned indirectly by the Public Investment Fund (PIF) and Mr. Mohamed Ali Rashed Alabbar, whereby 2,257,089,930 shares (comprising 30% of the total share capital of Americana) were sold to the public.
The transaction marks the first public debt offering pursuant to the Capital Market Authority’s Rules on the Offer of Securities and Continuing Obligations.
The IPO was conducted in accordance with Regulation S under the US Securities Act and took place by way of a fully secondary sale by the existing major shareholders, the Royal Commission for Jubail and Yanbu (RC), the Saudi Basic Industries Corporation (SABIC), the Saudi Aramco Power Company (SAPCO) (a wholy owned subsidiary of Saudi Aramco) and the Public Investment Fund (PIF) whereby 73,094,500 shares (comprising 29.24% of the total share capital of Marafiq) were sold to the public.
This mandate aligns with the Kingdom’s vision of encouraging innovation in financial services by supporting opportunities for growth and economic development whilst also increasing the focus on payment services to help empower the Fintech sector.
The new Companies Law, which was approved by the Saudi Arabian cabinet on 28 June 2022, has been designed to support the objectives of Vision 2030 of the Kingdom of Saudi Arabia, specifically the following objectives:
Winner of the “Rising Star” award at the 2019 IFLR Middle East Awards, Hanan stands out for her experience in advising the government in shaping laws and regulations in Saudi Arabia.
This transaction is the second securities exchange transaction between two listed petrochemical entities and was led by partners Mansoor Alhagbani and Sahel Mughal. Senior Associate Ahmad Al-Sadhan acted as the lead associate and led a strong team of Associates comprising of AlJazi AlHagbani, Abdullah Al-Huwayshan, Naif Al-Sheikh, Khaled Al-Bakr, Aljoahra BinAhmed, AlJawharah AlSadoun, Nawaf Mutwalli and Alia Al-Kadi.
The JV supports Baker Hughes’ strategy to better serve the chemical market in the region and includes the Company’s existing chemical blend plant in Dammam and manufacturing facility in Jubail. Baker Hughes will maintain a 51% stake in the joint venture company and thereby remain the majority shareholder.
This award is further testament to the market-leading position of the firm’s corporate practice and its unrivalled track record of advising on some of the most complex, innovative and first-of-a-kind deals in the Kingdom of Saudi Arabia.
Situated on the outskirts of the Saudi Arabian capital Riyadh, Qiddiya is planned to become a leader in entertainment, sports and the arts and a destination that presents a wide spectrum of offerings that include sports, wellness, nature, environment, parks, attractions, mobility as well as arts and culture. Once completed, Qiddiya’s planned cliff-top 40,000+ seat stadium will eventually become the new venue for home games for both teams and the full range of sporting facilities being developed will be made available for both clubs.
The Jeddah Central project will contribute to the development of 4 landmarks namely an opera house, a stadium, a museum, and an oceanarium, more than 10 vital attractions such as entertainment and cultural, hospitality, wellness, sports park, beach, leisure and marina along with a vibrant community with more than 17,000 residential units with various hospitality providing around 2,700 keys. The two agreements fall under the JCD’s strategic objectives contributing towards Kingdom of Saudi Arabia’s Vision 2030 to promote the lifestyle in Jeddah.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance has advised the Public Investment Fund (PIF) on the successful completion of the sale of its shares in STC by way of a secondary public offering in a first of a kind deal in Saudi Arabia.
Situated on the outskirts of the Saudi Arabian capital Riyadh, Qiddiya is planned to become a leader in entertainment, sports and the arts and a destination that presents a wide spectrum of offerings that include sports, wellness, nature, environment, parks, attractions, mobility as well as arts and culture. The theme park will cover an area of 320,000 square meters and will feature 28 rides and attractions of which 10 will be thrill rides and 18 rides designed for families and young children.
The IPO was conducted in accordance with Regulation S under the US Securities Act and took place by way of a fully secondary sale by the existing shareholder, the Public Investment Fund (PIF), whereby 36,000,000 shares (comprising 30% of the total share capital of Saudi Tadawul Group Company) were sold to the public.
The IPO is the largest IPO in Saudi Arabia since Saudi Aramco's IPO in 2019. The institutional investor tranche, which was marketed domestically and internationally to raise more than US$1 billion from investors under Regulation S, accounted for 90 percent of the IPO and was 248 times oversubscribed, attracting funds exceeding SAR1.127 trillion (over US$300 billion) – an unprecedented sum for a Saudi IPO.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance has advised the Public Investment Fund (PIF) on the successful completion of its approximately SAR2.83 billion capital increase in Emaar, The Economic City (EEC) through the conversion of debt to equity.
A total of 9.75 million treasury shares of the SAIB were sold directly by SAIB for just under SAR 152 million (USD 40.5 million approximately) with coverage reaching 648% by the end of the offering. The transaction process followed the rights issue mechanism implemented by Tadawul, whereby SAIB’s shareholders were granted rights of priority over the treasury shares (in proportion to their shareholdings), entitling them to trade those rights in the market during the trading period, with the rights holders (being those shareholders holding the rights or new investors who have purchased the rights in the market) being entitled to purchase the shares at the end of the subscription period (as would be the case in a traditional rights issue). Specific regulatory waivers and non-objections were required for this transaction, considering its novelty in KSA.
The team was co-led by partners Majid Al-Sheikh (Head of Corporate) and Omar Rashid with support from Senior Associate Ali Moiz Ansari and Associates Qasim Rasool, Noura Abdulrahman, Mohammed Ghazzawi and Abdullah Al-Huwayshan, all based in Riyadh.
The team was led by partners Majid Al-Sheikh and Daniel Royle with support from Senior Associate Sultan Al-Fayez and Associates Abdulrahman Al-Rashed and Mohammed Al-Esheikh in Riyadh.
This mandate comes after AS&H previously advised SABB on its successful merger with Alawwal Bank, the first ever statutory merger in Saudi Arabia, a deal for which AS&H won the IFLR Domestic Deal of the Year at the IFLR 2019 awards.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance is advising the consortium of Abdul Aziz Al-Ajlan Sons for Commercial and Real Estate Investments Company, Sulaiman Abdul Aziz Al-Rajhi International Company, National Agricultural Development Company and Olam International Limited (together, the “Consortium”) on their successful bid to acquire the Second Milling Company for SAR 2.138 billion (approximately USD 570.13 million) that was offered for privatisation by the Saudi Grains Organisation (SAGO) as part of the privatisation of the grains and flour milling sector in Saudi Arabia.
Alwaleed also has extensive experience in litigation, legal consultancy, review of multinational companies and major Saudi companies’ contracts with regard to transactions, bank financing, securities regulations and related disputes, commercial and real estate disputes, telecommunications and information technology regulations. Prior to joining our firm, Alwaleed served as Executive Director of the Legal Department and Secretary to the Board of Directors of Mobile Telecommunications Company (Zain) in addition to his work at Al-Jadaan and Partners Law Firm.
Before joining our firm, Dr. Abdullah spent a decade at the Ministry of Justice where he practiced as a judge in the general courts in Najran, Al-Ahsa and Diriyah. He is currently a board member at the Saudi Centre for Commercial Arbitration.
The long-awaited flour mill sale was one of Kingdom's first successful sales of state-owned assets as part of its broader Vision 2030 strategy to transform and diversify its economy away from oil. Together with the First Milling Company which was sold to the Raha AlSafi consortium led by Saudi Arabia's Al-Mutlaq Group, the Third Milling Company reached financial close on 31 December 2020. Both sales represent a significant milestone in the Kingdom’s use of the private sector to build and operate public assets by way of “public private partnership” (PPP).
The financial agreement between the Company and the Government represented by the Ministry of Finance is part of a series of other electricity sector reforms including regulatory and structural. This financial transaction is considered the world's largest Shari’a compliant transaction ever to be executed.
The consortium, comprising Cobra Instalciones y Servicios SA and International Water Distribution Company (TAWZEA), reached financial close on the Project on 5 November 2020. The Project is the third asset in Saudi Water Partnership Company's (SWPC) first batch of ISTPs to be put out to tender. It is expected that the Project will start commercial operations in Q3 2022.
In its announcement, NCB commented that “The Merger will create a regional powerhouse with SAR 837 billion (U.S.$ 223 billion) in assets, uniquely positioned to accelerate the transformation of Saudi Arabia’s banking landscape and deliver progress towards Vision 2030”.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance advised Jadwa Investment and Riyad Capital, the underwriters, on the US$700 million initial public offering of Dr. Sulaiman Al-Habib Group.
When completed, the cargo terminal will have the capacity to handle up to 600,000 tonnes of cargo per annum.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance won the prestigious “Most Innovative Law Firm of the Year 2019 – Saudi Arabia” at the IFLR Middle East Awards ceremony held on 16 October 2019 in Dubai, retaining the title it won at the same event last year.
The IPO raised US$659 million (excluding the overallotment option) giving the Company a market capitalisation of approximately SAR12.4 billion (US$3.3 billion) at the time of listing. The syndicate consisted of Goldman Sachs, Morgan Stanley, NCB Capital and Samba Capital, acting as joint financial advisors and joint bookrunners, and Citi, Credit Suisse, EFG Hermes, ENBD and Natixis, acting as joint bookrunners. Samba Capital also acted as lead manager and the IPO was fully underwritten by Morgan Stanley, NCB Capital and Samba Capital.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance advised Public Investment Fund (PIF), Saudi Arabia’s sovereign wealth fund, on the sale of its 70% shareholding in Saudi Basic Industries Corporation (SABIC) for US$ 69.1 Billion to Saudi Aramco.
Michael has had an extensive career within the US, Bahrain, Paris and more recently, Saudi Arabia. He specialises in financing transactions where he has a wealth of experience advising both corporate and commercial entities on project and acquisition financing. Michael's project finance experience covers the power, oil and gas and pipeline sectors where he has acted on multiple acquisition financings including senior, second lien and mezzanine facilities throughout Africa, the Middle East and India. He has also advised on international investment law reform and various investment law disputes. Michael is a member of the New York Bar.
Khalid is one of the most prominent, highly respected and experienced legal practitioners in Saudi Arabia. He has extensive experience in advising multinationals and major Saudi Arabian corporates, financial institutions and government entities in connection with corporate restructuring, cross-border mergers, joint ventures, securitisation, shareholders agreements, capital markets law, foreign direct investment and privatisation matters. He has advised on and drafted various Saudi Arabian laws and regulations.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) and Clifford Chance are advising Sahara Petrochemicals Company on its proposed business merger with Saudi International Petrochemical Company (SIPCHEM).
AS&H was also shortlisted in a number of other award categories for our work across a range of high profile Saudi Arabian matters.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance is advising the Saudi British Bank (SABB) on its proposed merger with Alawwal Bank.
Abuhimed AlSheikh AlHagbani Law Firm (AS&H) in co-operation with Clifford Chance advised Tenaris KSA on the acquisition of 47.79% of the shares of Saudi Steel Pipe Company (SSPC) for approximately US$144 million.
The Clifford Chance team was led by partner Mohamed Hamra-Krouha while the AS&H team was led by managing partner Dr Fahad Abuhimed and partner Yasser Al-Hussain. Bilal Rana (Counsel, Riyadh), Ali Ansari (Associate, Riyadh) and Reema AlHamoud (Associate, Riyadh) provided support on this important transaction.
Yasser has extensive experience in Banking & Finance matters, including Islamic Finance, Project Finance, Asset Finance, Acquisition Finance and has also advised on Sukuk and Debt Capital Market transactions. He has also led on a number of multi-billion dollar financial litigations and arbitrations resulting from loan defaults.
Abuhimed AlSheikh AlHagbani (AS&H) in co-operation with Clifford Chance advised NADEC on the acquisition of Al Safi Danone Company (ASD). This transaction will reinforce NADEC's position as a leading regional dairy and beverage player.
Abuhimed AlSheikh AlHagbani (AS&H) Law Firm in co-operation with Clifford Chance, advised Jadwa Investment on the acquisition of a majority stake in Al-Muhaidib Dental Group. The group currently owns 29 clinics across four major cities in Saudi Arabia and has ambitious expansion plans over the next five years.
Abuhimed AlSheikh AlHagbani (AS&H) Law Firm in co-operation with Clifford Chance, advised Jadwa Investment on the establishment of Jadwa REIT Saudi Fund, a public closed-ended Shariah-compliant real estate investment traded fund established under the laws and regulations of Saudi Arabia and regulated by the Capital Market Authority. AS&H also advised Jadwa Investment on the acquisition of real estate properties by Jadwa REIT Saudi Fund.
Abuhimed AlSheikh AlHagbani (AS&H) Law Firm in co-operation with Clifford Chance, advised Jadwa Investment on the acquisition of real estate properties by Jadwa REIT Al Haramain Fund.
Abuhimed AlSheikh AlHagbani (AS&H) Law Firm in Saudi Arabia in co-operation with Clifford Chance, advised Savola Group, a Saudi publicly listed joint stock company, on the successful completion of an accelerated book-built block trade to international, regional and local investors for 16 million shares in Almarai Company (representing 2% of the issued share capital of Almarai Company). HSBC Saudi Arabia acted as sole bookrunner and broker on the transaction.
Clifford Chance and Abuhimed Abuhimed Al-Sheikh Alhagbani Law Firm (AS&H), Clifford Chance's cooperation firm in Saudi Arabia, have advised National Titanium Dioxide Company (Cristal) in relation to the sale of its domestic and international titanium dioxide (TiO2) to Tronox Limited (Tronox), in return for US$1.673 billion cash and 24% of the shareholding in Tronox. Cristal is a subsidiary of Saudi Arabia's National Industrialization Co. (Tasnee), one of Saudi Arabia's largest industrial companies, and Tronox is an American chemical company.
Clifford Chance advised Samba Financial Group (SAMBA), National Commercial Bank (NCB), and Banque Saudi Fransi (BSF), the lenders, on a SAR5 billion syndicated murabaha facility to Saudi Electricity Company (SEC).
International law firm Clifford Chance advised Al Tayyar Group on its acquisition of a 30% interest in Thaker Investments and Real Estate Company for a consideration of SAR803.8 million to be paid by way of shares in the Al Tayyar Group.
International law firm Clifford Chance advised Dhuruma Electricity Company, whose sponsors are ENGIE, Saudi Electricity Company, Sojitz Corporation and Al Jomaih Holding Company, on the refinancing of facilities in excess of US$1 billion, which reached financial close on 1 March 2016.
Clifford Chance drives Saudi healthcare deals advising Ebrahim Mohammed Almana & Brothers on the sale of a strategic minority stake to Sanabil Investments.
International law firm Clifford Chance advised the lenders to Saudi Electricity Company (SEC) on syndicated facilities to add over US$2 billion to SEC's revolving credit facilities, tapping domestic (Saudi riyal) and international (dollar) markets in two separate facilities.
International law firm Clifford Chance advised Saudia Aerospace Engineering Industries on an aerospace and defence joint venture between Boeing, Alsalam Aircraft Company, and Saudia Aerospace Engineering Industries.
International law firm Clifford Chance advised International Company for Water & Power Projects (ACWA Power) on two syndicated commodity murabaha-based transactions to add another SAR1.109 billion (US$295 million) to its revolving shari'a compliant working capital facilities.
The Capital Markets team in Dubai and Riyadh has advised Abdullah Al Othaim Real Estate Investment and Development Company (OREIDCO) on its debut sukuk issuance. The sukuk was issued with a face value of SAR1 billion, with a floating profit rate linked to SAIBOR and a maturity of five years.
Clifford Chance advised Amanat Healthcare and its affiliates on its acquisition of a 35% beneficial interest in Sukoon International Holding CJSC based Jeddah for a consideration of SAR 179.2 million.
Clifford Chance advised Saudi Ground Services (SGS) on its IPO and listing on the Saudi Stock Exchange. The IPO was undertaken through the sale of 30% of the share capital of SGS to potential investors. SGS allocated 33.84 million shares to institutional investors and 22.56 million shares to retail investors at a price of SAR50 per share. The IPO was considerably oversubscribed and raised SAR2.82 billion (c.US$752 million).
Clifford Chance advised the Saudi Public Investment Fund (PIF), the investment arm of the Saudi Government, on the acquisition of a 38% stake consisting of new and existing shares in Posco Engineering & Construction Co Ltd (Posco E&C), a leading Korean engineering and construction company with operations in Asia, the Middle East, South America and Europe. The parties are also presently considering their strategic options for Saudi Arabia including the potential establishment of an EPC/construction company in the Kingdom of Saudi Arabia.
International law firm Clifford Chance has advised Najran Cement Company on its debut sukuk issuance. The sukuk was issued with a face value of SAR400 million, with a floating profit rate linked to SAIBOR and a maturity of five years.
International law firm Clifford Chance advised a group of 30 global and regional lenders on a US$10 billion revolving credit facility to Saudi Aramco (state-owned Saudi Arabian Oil Company), the world's biggest oil exporter. Clifford Chance maintains a strong relationship with Saudi Aramco which commenced in 1979, generally advising Saudi Aramco's lenders.
Clifford Chance advised Advanced Petrochemical Company on its debut sukuk issuance. The sukuk was issued with a face value of SAR1 billion, with a floating rate coupon linked to SAIBOR and a maturity of 5 years.
Clifford Chance has advised the Abdul Latif Jameel group (ALJ) on the establishment of a strategic real estate joint venture with Emaar Properties PJSC. The Saudi focused joint venture, to be named Emaar Jameel, will develop integrated property projects in the Kingdom of Saudi Arabia covering the commercial, residential, leisure and retail sectors.
Abuhimed Alsheikh Alhagbani Law Firm (AS&H) in co-operation with Clifford Chance has again won the prestigious "Law Firm of the Year – Saudi Arabia" award at the IFLR Middle East Awards ceremony held on 12 October 2022 in Dubai. This marks the fourth time that the firm has won the award in the six years since its launch and remains the only Saudi law firm to retain this title.
AS&H Clifford Chance has acted as issuer's counsel to SAL Saudi Logistics Services Co. on its SAR 2.544 billion (approx. US$678.4 million) landmark IPO with an implied market capitalization at listing of SAR 8.84 billion (approx. US$ 2.261 billion), set to mark the second largest IPO in the MENA region this year. The IPO was completed on November 1, 2023 with the listing of the shares of SAL on the Saudi Exchange (Tadawul).
AS&H Clifford Chance has acted as the legal advisor to Dur Hospitality Company on its securities exchange transaction with Taiba Investments Company. This deal marks as the first public M&A deal between two listed hospitality companies in the Kingdom of Saudi Arabia creating a combined entity with a market value of SAR 4.4 billion (approx. USD 1.2 billion).
AS&H Clifford Chance has acted as issuer's counsel to MBC Group (MBC), a leading media and entertainment company in the Middle East and North Africa region, on its initial public offering (IPO) and listing on the main market of the Saudi Exchange (Tadawul).
AS&H Clifford Chance has advised Saudi Tadawul Group (STG), a leading diversified capital markets group in the MENA region, on its acquisition of a 32.6% stake in Dubai Mercantile Exchange (DME), the Dubai based international commodities exchange. The shares acquired represent a mix of new and existing shares, with the funds raised to be used to fund the DME’s growth.
AS&H Clifford Chance proudly announces its recent win of the IFN Cross Border Deal of the Year award. The recognition comes in light of the firm's exceptional role as lead counsel in advising the successful acquisition of a 35% equity stake in Gissah Perfumes Company (Gissah) by Jadwa Investment, executed through its Jadwa Retail Opportunities Fund.
AS&H Clifford Chance has advised Saudi Arabian contracting firm Nesma & Partners on the successful completion of its acquisition of global energy services firm Kent.
Global law firm Clifford Chance has advised Saudi Electricity Company ("SEC") on the dual-issuance of US$800 million senior unsecured trust certificates due 2029 and US$1.4 billion senior unsecured trust certificates due 2034 (each, a "Series", and together the "Sukuk") by Saudi Electricity Sukuk Programme Company as trustee under its US$6 billion Trust Certificate Issuance Programme. The Sukuk were issued in accordance with Regulation S of the U.S. Securities Act of 1933 and are listed on the main market of the London Stock Exchange plc.
AS&H Clifford Chance has advised the seller on the sale of 40% stake in Tihama Power Generation Company ("Tihama Power") to Rakiza Infrastructure Fund ("Rakiza").
AS&H Clifford Chance has advised Al Rajhi Capital Company ("ARC") on the establishment of SAR 1.5 billion Sukuk issuance programme and the issuance of SAR 1 billion Sukuk thereunder by Middle East Healthcare Company (publicly known as Saudi German Health). The Sukuk under the programme will be admitted to trading on the Saudi Exchange (Tadawul).
AS&H Clifford Chance advised Ajlan & Bros Holding Group on reaching successful financial close of the Taiba 2 and Qassim 2 IPP projects.
AS&H Clifford Chance has advised a syndicate of banks in relation to a SAR 9 billion (approx. USD 2.4 billion) unsecured revolving Murabaha facility extended to the ROSHN Group.
AS&H Clifford Chance has advised Ma’aden on the acquisition of an additional 25% stake in MWSPC from Mosaic Phosphates B.V in exchange for the issuance of new shares in Ma'aden to Mosaic representing approximately 2.92% of its entire issued share capital. A sale, purchase and subscription agreement was executed in respect of the transaction on 29 April 2024, and subsequently the transaction received the approval of Ma’aden’s shareholders at an extraordinary general meeting on 11 December 2024 with respect to the capital increase of Ma'aden and completed on 24 December 2024.
AS&H Clifford Chance has advised SNB Capital and EFG Hermes KSA as joint financial advisors and joint underwriters, and SNB Capital as lead manager on the initial public offering and listing of Nice One Beauty Digital Marketing Company on the Saudi Exchange.