K&A Advises on Groundbreaking PPP Project

K&A successfully advised Tatweer Buildings Company (TBC), a company owned by the PIF, on the structuring, negotiation, and execution of the relevant project documents, including the Project Agreement, of Wave 1 of the Schools Infrastructure Development Public Private Partnership Program. The project is designed to expand the existing education facilities in the Kingdom of Saudi Arabia and respond to the increasing demand for education services and is a crucial part of the wider initiative to achieve the Vision 2030 of the Kingdom of Saudi Arabia. Wave 1 of the Program involves the design, build, financing and maintenance of 60 schools and associated facilities in the cities of Jeddah and Makkah.

Other government stakeholders involved in this project include Ministry of Finance (MOF) of Kingdom of Saudi Arabia and National Centre for Privatization (NCP).

The team working on this project was led by Managing Partner Zeyad Khoshaim, Projects & Finance Partner Karim Wali, Projects & Finance Counsel Hamdan van den Brule, associate Ghadah AlOtaibi, and associate Omar Alqazlan, and worked with colleagues at HSBC, Allen & Overy, and AECOM.

This transaction recognizes K&A’s on-the-ground PPP expertise and its deep bench. It comes on the heels of K&A having been named Saudi Arabian Law Firm of the Year by IFLR Middle East Awards, winning Equity Deal of the Year, and Domestic Deal of Year.


K&A Named Saudi Arabian Law Firm of the Year

K&A is honored to have received IFLR’s prestigious Saudi Arabian Law Firm of the Year award.

This recognition validates K&A’s strategy of having on-the-ground execution capabilities in an independent KSA law firm. All of K&A’s tier 1 practices – Corporate/M&A, Capital Markets, Finance and Projects, Dispute Resolution, and Regulatory & Public Policy – have contributed to this success.

Managing Partner, Zeyad Khoshaim, commented: “To the K&A legal and support teams: you are the heart of K&A and this award goes to you! Thank you to every member of the team, past and present, who helped us get here. The way we work, the noble goal we have to elevate the practice of law, and our dedication to excellence is unique to us. These are the reasons that I am proud to call myself a member of this team.”

K&A also won Domestic Deal of the Year for their role on the Saudi Aramco / SABIC acquisition, and Equity Deal of the Year for their role on the Saudi Aramco IPO.

Congratulations to K&A!


K&A Advises on Largest Bank Merger in KSA History

K&A advised Samba Financial Group on the signing of its merger agreement with National Commercial Bank. The merger aims to 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.

This landmark transaction cements K&A’s role as the leading KSA firm for complex M&A transactions. K&A has worked on every premier public or private M&A deal, on sell and buy-side, whether on a competitive or bilateral basis. From the Sipchem/Sahara share swap, to the SABB/AlAwwal merger, to the Saudi Aramco/SABIC acquisition, K&A has been at the forefront of complex M&A work in KSA.

Our role for Samba utilized all of our tier 1 practice areas, including M&A, capital markets, corporate, competition, finance, and dispute resolution.

This transaction comes at the same time as K&A dominated the IFLR award nominations as announced here.

Managing Partner, Zeyad Khoshaim, commented, “I am very proud of our team for having structured, negotiated, and documented this complex deal in an efficient manner and expedited timeline. It validates our strategy of having on-the-ground execution capabilities to execute deals of this complexity”.

Many thanks goes out to Counsel Amro Bakhaidar, associates Mohammad Almania, Ghaida Meaigel, and trainee associate Yazeed Alsayari for their lead role on the transaction, and to Partners Karim Wali and Leen Zaza for their assistance.

#capitalmarkets #banking #mergersandacquisitions #samba #ncb #KSA #law #saudiarabia #vision2030


K&A Advises on the Kingdom’s first Green Sukuk

K&A is pleased to have acted as issuer’s counsel to Saudi Electricity Company (SEC) on its debut green sukuk. The USD 1.3 billion sukuk generated significant investor interest and received orders of more than $5 billion.

This is K&A’s fourth sukuk issuance this year after having worked on SABB’s USD 5 billion international and SAR 5 billion local Sukuk program as counsel to the Dealers and Riyad Bank’s USD 3 billion international Sukuk program earlier this year as issuer’s counsel, which cements K&A as a debt capital markets leader in the Kingdom.

This announcement comes on the back of K&A dominating the IFLR award nominations last week.

Congratulations to SEC and the team.

SEC Announcement


K&A Advises on Accelerated Bookbuild Sale in SABB

K&A advised NatWest Markets plc and Banco Santander S.A. in connection with their USD200 million disposal of shares in Saudi British Bank by way of an accelerated bookbuild.

This transaction comes on the back of K&A advising on the AlAwwal/SABB merger last year on the behalf of the major shareholders in AlAwwal, and the second ABB transaction K&A is involved with after Savola’s.

The transaction involved K&A’s tier 1 capital markets and corporate practices.


K&A Dominates IFLR Award Nominations

K&A is honored to announce that it has been nominated for five awards as part of the prestigious IFLR Middle East Awards.

K&A received the nod for National Law Firm of the Year and Equity Team of the Year, in addition to its role on the following mega deals:

  1. The Saudi Aramco / SABIC M&A transaction
  2. The Saudi Aramco IPO
  3. The Riyad Bank Tier 2 issuance

Managing Partner, Zeyad Khoshaim, commented: “We are delighted to have been nominated for National Law Firm of the Year. We appreciate IFRL’s recognition of our practice and team. The number and categories of our nominations reflects the depth and breadth of our practice areas. I am proud to be working amongst the best team of lawyers in KSA.”

These nominations come following K&A recently receiving the prestigious status of becoming the only Saudi Arabian law firm to have been ranked as band 1 by leading law firms ranking journal “Legal 500” in Capital Markets, Banking and Finance, Commercial, Corporate and M&A, and Dispute Resolution.

 

https://www.linkedin.com/feed/update/urn:li:activity:6709790574985134080


Khoshaim & Associates Advises on Complex Acquisition Involving a Share Swap Structure for Treasury Shares in a Listed Company

K&A advised Kingdom Investment and Development Company (KIDC), a wholly owned subsidiary of Kingdom Holding Company (KHC), in relation to a sale and purchase of shares equal to 54.56% of Care Shield Holding Company (CSHC) (by way of a share swap and cash consideration).

KIDC signed a Share Swap Agreement with Dallah Healthcare Company (DHC), a listed company, pursuant to which DHC has agreed to acquire a majority interest in CSHC from KIDC in consideration for (i) DHC treasury shares, and (ii) a cash consideration amount.

The structuring of this novel and complex transaction is a testament to K&A’s position of advising on leading M&A transactions in Saudi Arabia and comes on the heels of K&A being named M&A Law Firm of the year by IFN and dominating the Legal 500 rankings. It also represents another important milestone in K&A’s significant record in the healthcare sector.


K&A Establishes COVID-19 Pandemic Legal Response Team

Our thoughts and prayers are with all those impacted by the current severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2) pandemic (“COVID-19 Pandemic”).

 

This is to let you know that K&A has setup its systems and personnel to continue to serve its clients during these times. K&A’s systems allow our team access to each other and our clients in an efficient, secure, and safe manner. We do not anticipate a disruption in our service delivery.

 

In these times, we have focused on what we can speak on, and have therefore setup a COVID-19 Pandemic Legal Response Team that can provide insight on the potential impact of the COVID-19 Pandemic on various issues under Saudi Arabian law.

 

We will publish our views on such matters as events unfold. Our team is monitoring the situation and keeping a critical eye on any legal and regulatory developments that may have an impact on any of our clients and their businesses.

 

For more information on such matters, please send emails to our COVID-19 Pandemic Legal Response Team at Covid19@khoshaim.com.

 

We wish you, your families, and loved ones continued good health and safety.

 

Until we meet again, take care.

 

K&A Team


K&A Expands its Partnership

K&A announces the promotion of two of its highly respected lawyers, Leen Zaza and Nasser Alrubayyi, to join the K&A partnership.

Ms. Zaza is a New York qualified lawyer, who is an expert on M&A and corporate transactions, shareholder relationships, private equity, and foreign direct investment. She led on high profile M&A transactions in Saudi Arabia, including acting for SABIC on Saudi Aramco’s acquisition of its shares and the shareholder arrangements to setup the King Salman Global Maritime Industries Complex, and has been building K&A’s corporate practice for the past eight years. Ms. Zaza is ranked as a Highly Regarded Individual by IFLR1000 for M&A and as a Next Generation Lawyer by Legal 500 for Commercial, Corporate and M&A.

Mr. Alrubayyi is a Saudi Arabian litigator, and a Sharia and arbitration expert. His work spans acting for listed companies looking to defend themselves from shareholder lawsuits, to acting on construction arbitration disputes, to enforcing foreign judgments and awards in Saudi Arabia. He recently argued in front of the Saudi Arabian Administrative Supreme Court, where he successfully defended one of our clients. He previously spent some time at JAMS in the United States and the International Court of Arbitration (ICC) in France before joining K&A, where he helped build K&A’s dispute resolution practice over the past seven years. Legal 500 2018 named Mr. Alrubayyi as the only Next Generation Lawyer named for Dispute Resolution in Saudi Arabia.

These promotions occur on the heels of K&A having achieved the prestigious status of becoming the only Saudi Arabian law firm to be ranked as band 1 in leading law firm ranking journal “Chambers Global” in all practices: Corporate/M&A, Financing, Dispute Resolution, and Capital Markets.

K&A Managing Partner, Zeyad Khoshaim, commented “The depth of Leen’s and Nasser’s expertise and knowledge of Saudi Arabian law is unparalleled. Their joining of K&A’s partnership is a testament to the strategy that K&A has followed to build practices around our best lawyers. Karim and I are proud to be calling them our partners. Congratulations to Leen, Nasser, and of course, to K&A!”


K&A Acts on the Three Billion Euro Bond Issuance from Saudi Arabia

K&A, along with its association firm A&O, advised the Ministry of Finance of the Kingdom of Saudi Arabia on its € 3 billion (equivalent to around SAR 12.6 billion) global bond issuance under its Global Medium-Term Notes Programme (GMTN). This is the first Euro issuance from Saudi Arabia, and it has received significant interest from investors worldwide, with the order book peaking at € 14.5 billion (equivalent to around SAR 16.9 billion).

The issuance consisted of two tranches of global notes: € 1,000,000,000 (equivalent to around SAR 4.2 billion) notes due 2027, and € 2,000,000,000 (equivalent to around SAR 8.4 billion) notes due 2039.

A joint team advising the issuer was led by the managing partner Zeyad Khoshaim of K&A and associate Ghadah Alotaibi. International aspects were handled by A&O and led by A&O partners Jamie Durham and Sachin Davé and associates Aditya Vikram and Khalid Alyafi.

This announcement comes at the same time of K&A’s practice being ranked Tier 1 in Capital Markets by IFLR1000, Legal 500, and Band 1 in Chambers & Partners for the year 2019.


Khoshaim & Associates Advises on the Largest M&A Transaction in Saudi Arabian History

K&A advised the Saudi Arabian Basic Industries Corporation (SABIC) in relation to the acquisition by the Saudi Arabian Oil Company (Saudi Aramco) of 70% of its shares from the Public Investment Fund (PIF), a landmark transaction worth USD 69.1 billion.

The transaction was structured as a private sale transaction under the Capital Market Authority’s Merger & Acquisitions Regulations, and required complex advisory work on a multitude of issues which included capital markets, corporate, competition, finance, and litigation.

The K&A team was led by managing partner, Zeyad Khoshaim, and supported by M&A Counsel Leen Zaza, associate Arwa AlFawzan, and Trainee Associate Ghaida Meaigel. The team also included advice from Projects & Finance partner, Karim Wali, Dispute Resolution Counsel Nasser AlRubayyi, associates Ghadah AlOtaibi and Hussain AlShammasi.

Zeyad Khoshaim commented “This landmark transaction cements our position as the go-to firm in Saudi Arabia for complex M&A work. I am truly proud of our team whose work shows that our strategy of building on-the-ground capabilities ensures the best possible service to our clients.”

This historic acquisition comes side-to-side with K&A acting for the Saudi International Petrochemical Company (Sipchem) in its business merger with Sahara Petrochemicals Company, another notable transaction in the public market in Saudi Arabia worth approximately USD 4 billion. 

K&A recently became the only Saudi Arabian law firm to be ranked as Band 1 in all practice areas ranked by Chambers Global, and as Tier 1 in all practice areas ranked by IFLR 1000.


IFLR 1000 Rankings (2019)

K&A was ranked Tier 1 in ALL practice areas for the IFLR 1000 2019 awards. IFLR 1000 is the guide to the world’s leading financial law firms and lawyers. We were specifically ranked Tier 1 in Banking, Capital Markets, M&A, Project Development and Project Finance.

We are extremely proud of the team for working so hard during the year on extraordinary projects and transactions that resulted in success and this amazing accomplishment.

https://www.iflr1000.com/Jurisdiction/Rankings?id=213#rankings


K&A wins Saudi Arabia Deal of The Year

K&A is proud to be the winner of two awards from Islamic Finance News: the Saudi Arabia Deal of The Year and the Real Estate Deal of The Year.

The Saudi Arabia Deal of The Year and Real Estate Deal of The Year relate to the SAR 11 Billion sukuk program to be issued by Saudi Real Estate Refinance Company (SRC). K&A represented HSBC Saudi Arabia, the arranger for this huge transaction, alongside its cooperation firm, Allen & Overy.

We are very proud of the Capital Markets team for working tirelessly on this transaction and are honored to have been chosen. Thank you to the IFN Awards team for this recognition.

 


K&A advises on the establishment of Saudi Real Estate Refinance Company’s domestic sukuk programme

 


Khoshaim & Associates (K&A) together with its cooperation firm Allen & Overy (A&O), have advised HSBC Saudi Arabia as sole arranger on the establishment of a SAR 11 billion domestic sukuk issuance program for Saudi Real Estate Refinance Company (SRC).

The team advising HSBC Saudi Arabia on the establishment of the programme was led by K&A’s managing partner Zeyad Khoshaim, supported by associate Ghadah AlOtaibi and A&O capital markets partner Bilal Ahmad, supported by associate Nick Halewood.

Zeyad Khoshaim, commented, “This was a strategically important transaction for SRC – the establishment of its first capital markets financing platform; the programme gives SRC an efficient platform to raise Saudi Riyal denominated funding.”

This transaction comes with K&A being awarded “The Real Estate Deal of The Year” and “Saudi Arabia Deal of The Year” by the Islamic Finance News awards based on this deal.

We are very proud of the Capital Markets team for working tirelessly on this transaction and are honored to have HSBC Saudi Arabia choose K&A as legal counsel.


U.S.$ 7.5 billion bond issuance in January 2019 from Saudi Arabia comes to market with guidance from K&A

K&A advised the Ministry of Finance of the Kingdom of Saudi Arabia on U.S.$ 7.5 billion (equivalent to SAR 28.12 billion) global bond issuance under its Global Medium-Term Note Program. This issuance has received significant interest from investors worldwide, with the order book peaking at U.S.$ 27.5 billion (equivalent to SAR 103.12 billion).

The issuance consisted of two tranches of global notes as follows: U.S.$ 4,000,000,000 (equivalent to SAR 15 billion) notes due 2029, and U.S.$ 3,500,000,000 (equivalent to SAR 13.12 billion) notes due 2050.

A joint team advising the issuer was led by the managing partner Zeyad Khoshaim of K&A, and associate Ghadah Alotaibi. International aspects were handled by A&O and led by A&O partners Jamie Durham, Sachin Davé and associate Khalid Alyafi.

Zeyad Khoshaim commented “We are proud of the work that we are doing with the Debt Management Office of the Ministry of Finance and level of sophistication of their operation. We believe that the international market has responded accordingly.”

This announcement comes at the same time of K&A’s practice being ranked Tier 1 in Capital Markets by IFLR1000 and Band 1 in Chambers & Partners for the year 2019.


K&A New Joiners 2019

K&A is excited to welcome its 2019 class of trainees joining from top universities in the Kingdom of Saudi Arabia and the United Kingdom, both undergraduates and graduates.

K&A’s mission is to elevate the practice of law in Saudi Arabia by recruiting, retaining and advancing the brightest legal talents. Through the training programs, students and graduates are provided with an opportunity to build their knowledge and legal expertise in the various legal practice areas of K&A and are able to kick-start their legal careers.

During their internship, our trainees rotate within two practice areas and have access to a mentor who helps with accelerating their learning and growth.

Welcome to our trainees, we are very excited to have you with us.


K&A Promotes Three Senior Associates to Counsel

K&A is pleased to announce the promotions of three of its Senior Associates to Counsel, effective January 2019.

Imtyaz Sattar:

Imtyaz joined K&A in 2012. Imtyaz is a Canadian qualified lawyer (Ontario) with over 20 years’ experience in various jurisdictions and a wide range of commercial and corporate matters including private acquisitions, joint ventures, strategic investments, equity issues and various capital markets and banking regulatory matters.

Leen Zaza:

Leen is a New York-qualified lawyer, who currently serves as the Corporate and M&A Practice Leader, and has experience of a wide range of corporate and commercial transactions in Saudi Arabia and internationally, including mergers and acquisitions, joint ventures, IPOs, private placements, and general corporate regulatory and advisory work. Leen Zaza was recognized as a Rising Star in IFLR1000, the only female lawyer to be ranked amongst all private practice areas, and has built a solid market recognition for her skills, capabilities and leading notable deals and transactions.

Nasser Alrubayyi:

Nasser is a qualified Saudi Arabian counsel lawyer whose practice involves representing clients in complex litigation and commercial arbitration cases.

He has acted as counsel representing and defending international as well as domestic corporations in a wide assortment of litigation and arbitration cases in the construction, telecommunications, securities, employment, insurance, and real estate sectors.
Nasser is one of the first lawyers to argue cases before the newly established Administrative Supreme Court. He also sits as arbitrator in commercial cases.

Nasser has been recently appointed as advisor to the Saudi Ministry of Justice in relation to the reform of the Saudi judicial system. Nasser is known amongst his peers for being one of the leading litigators in Saudi Arabia, having personally argued over 150 cases.

Legal 500 2018 named Nasser as the only Next Generation Lawyer named for Dispute Resolution in Saudi Arabia.

New hires and other promotions:

K&A has also boosted its capital markets team with the hiring of three associates in that seven-lawyer practice, as well as promoting a lawyer in each of the Projects and Finance, Corporate M&A and Dispute Litigation practices, bringing the total lawyers in K&A to around thirty.

K&A remains committed to enabling its people to grow, continue to recognize their efforts and contribution and ensure they are always part of the success of K&A. Good luck to the team!


K&A advises on first share exchange “business merger” between Sipchem and Sahara

K&A is advising the Saudi International Petrochemical Company, (SIPCHEM), in relation to its potential SAR 16 Billion “merger of equals” with Sahara Petrochemicals Company, (Sahara).

The transaction is structured as a share swap, where Sipchem will offer shares in itself to the shareholders of Sahara, in exchange for all of Sahara’s shares, resulting in Sahara becoming a wholly owned subsidiary of Sipchem. This is a first of a kind structure in Saudi Arabia and has only been allowed as a result of the new M&A Regulations that the CMA issued.

The core team members for this landmark transaction were by led by Managing Partner, Zeyad Khoshaim, Projects & Finance Partner Karim Wali, M&A Senior Associate Leen Zaza, Associates Arwa Alfawzan, Rakan Alyusuf, and Ghadah AlOtaibi, along with Trainee Associates Ghaida Meaigel and Meshal Alkolaika.

Zeyad commented “We are proud to have been able to deliver on this landmark transaction entirely by our team in K&A. Our team’s knowledge of the CMA regulations, access to the relevant authorities, and bilingual skills made us the go to firm for transactions of this type.”

This transaction comes on the bank on assisting Natwest Markets/RBS on the USD 5 billion statutory merger between SABB and Al-Alawwal Bank and assisting HSBC on the Savola Group’s first accelerated book-built block trade.


K&A advises on a $2 billion sukuk issuance

K&A acted as issuer’s counsel to Saudi Electricity Company (SEC) on its USD 2 billion five-year and a ten-year Islamic sukuk.

SEC, a Saudi Arabian publicly listed company — is the only entity in the kingdom that works on the transmission and distribution of electric power through 45 power generation plants in the country.

Advising the SEC was a team led by Managing Partner, Zeyad Khoshaim, and Projects & Finance Partner, Karim Wali, along with Associates Ghadah Alotaibi and Ghaida Meaigel.

Managing Partner Zeyad Khoshaim commented “This transaction solidifies our role as the go to firm for capital markets transactions”.


K&A advises the Saudi Electricity Company on its SAR 8 billion Murabaha Facility

K&A advised the Saudi Electricity Company (SEC) on its SAR 8 billion Murabaha Facility (the Facility). The Facility is co-financed by Banque Saudi Fransi, the National Commercial Bank, Samba Financial Group, Arab National Bank, JP Morgan Chase Bank, NA., Riyadh Branch and the Saudi British Bank. The Facility is being used to finance SEC’s diverse general corporate purposes including capital expenditure.

The work was led by Projects & Finance Partner Karim Wali of and supported by associates Ghadah AlOtaibi and Yasmeen Ameen.

Karim Wali commented “We are proud to be working with SEC on its financings. SEC’s plans fit squarely within Vision 2030 and we are happy to have played a role to support it.”