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AMJ advises Oman Government on US$2billion international sukuk

Filed under AMJ Deals, AMJ News, Capital Markets, Islamic Banking and Finance, Sukuk

Oman's US$2billion sukuk

AMJ has advised the Government of Oman and the issuer, Oman Sovereign Sukuk Company, on the Omani law aspects of establishing an unlimited sukuk alijarah trust certificate issuance programme, and the debut US$2bn international sukuk issuance under the Programme. The Programme was listed on the Irish Stock Exchange in mid-May and followed by the US$2bn sovereign issuance which settled on June 1.

The sukuk facility, which has a seven-year tenor and profit rate of 4.397 percent, was effected under Rule 144A and Regulation S and listed on the Irish Stock Exchange.

The final order book was reportedly in excess of US$6.9 billion, more than three times the issue size, which demonstrates strong international demand for Oman’s high-yielding debt despite the country’s recent credit downgrade by Standard and Poor.

The transaction marks a number of firsts; the Programme is the first of its kind established by the Government; the sukuk issuance is Oman’s largest-ever; and the Sovereign’s first public offer of sukuk in the international market. The issuance marks Oman’s second foray into the international debt capital markets this year following a US$5 billion multi-tranche conventional bond sale in March upon which AMJ also advised. The funds raised by the two issuances are expected to meet a significant portion of the Sultanate’s requirements for 2017.

Mansoor Malik, managing partner, supported by senior Islamic Finance associate Asad Qayyum acted as Oman counsel to the Government and the issuer. Clifford Chance acted as international counsel. Alizz Islamic Bank, Citi, Dubai Islamic Bank, Gulf International Bank, HSBC, JP Morgan and Standard Chartered Bank were the sukuk book-runners.

In mid-2016, AMJ acted as sole counsel to the government on the Sultanate’s first international US$500 million sukuk issuance, which was privately placed. In two earlier ‘first of a kind’ transactions, AMJ advised the issue manager and joint lead managers on Oman’s debut US$648 million sovereign sukuk in 2015 and on Oman’s first-ever corporate issuance in 2013.

AMJ advises on transport and logistics restructuring

Filed under AMJ Deals, AMJ News, Oman Economy

Oman transport and logisticss

AMJ has advised on the establishment of Oman Global Logistics Group SAOC (OGL), the government’s new transport and logistics development arm. OGL, which has a mandate to implement the nation’s long-term ‘Sultanate of Oman Logistics Strategy 2040’, will bring under one umbrella the 15 different transport and logistics-related undertakings operating in the Sultanate’s ports, free zones, rail, maritime and land transport sectors.

This represents the first restructuring of its kind in Oman undertaken jointly by the Ministry of Finance and Ministry of Transport and Communications. A complex deal, it involved transferring shares and assets held in logistics companies by the Ministry of Finance jointly or in partnership with other private or public sector entities, as well as management control, to the new group company. The hybrid nature of the transaction tested the application and interplay of special provisions and exemptions in Oman’s law relating to companies and capital markets.

AMJ acted as sole legal advisor on the restructuring. Managing partner Mansoor Malik, who led the team, commented, ‘We are pleased to have contributed to this important restructuring of a strategic sector which is key to the government’s diversification drive and future economic prosperity. The establishment of Oman Global Logistics Company SAOC will create economies of scale and efficiencies for government-run companies by consolidating managerial and technical expertise and integrating and streamlining operations.’

AMJ’s team included Nasar Ahmad, senior corporate associate and commercial transactions associate Ahmed Al Busaidy.

AMJ advises on Falcon and Arabia Insurance’s landmark deal

Filed under AMJ Deals, AMJ News, Insurance

Falcon insurance merger

AMJ recently acted as sole counsel at the request of both parties with regard to a complex share-purchase transaction in the insurance sector. The transaction, which completed at the end of March, involved the transfer of the Oman branch assets of Lebanese Arabia Insurance SAL, to Omani insurer, Falcon Insurance SAOC. Contemporaneous with Falcon’s acquisition of Arabia’s Oman branch insurance portfolio, Arabia Insurance acquired a majority share (54.29%) in Falcon.The deal involved a number of ‘firsts‘, namely the:-

 first ever transfer of a life insurance portfolio by court order in accordance with article 39 of Oman’s Insurance Law;
 first ever transfer of business (both life and general insurance) from a foreign insurer’s branch operation to an Omani closed joint stock insurance company requiring approval of the Ministry of Commerce and Industry (MOCI);
 first ever settlement of a business transfer consideration by the issue of shares to the seller’s wholly-owned subsidiary requiring approval by the MOCI of the business valuation;
 simultaneous acquisition of a majority stake and transfer of insurance portfolio requiring approvals from the MOCI, Capital Market Authority and the court.

AMJ’s team, led by Mansoor Malik, Managing Partner, advised on all aspects of the deal drafting the transaction documents and article 39 application to the court as well as assisting the client to obtain all the regulatory approvals necessary for successful completion.

The team also included corporate transactions partner, Ahmed Hashim, senior associates Nasar Ahmad, Majda Al Riyami and Abdullatif Al Rawahi, and associate Ahmed Al Busaidy.

Dentons Oman branch advised Falcon’s majority shareholder on the sale of its shares to Arabia.

AMJ advises Bank Muscat on US$525 million term facility

Filed under AMJ Deals, AMJ News, Banking and Finance

Bank Muscat  US$525 million term facility

AMJ has advised Bank Muscat, Oman’s largest bank by assets, on a three-year term loan facility of US$525 million with a consortium of 12 relationship banks which closed on March 8. Part of the proceeds of the loan, which was coordinated by Bank ABC and National Bank of Abu Dhabi, will be used to refinance the bank’s existing term loan of US$600 million which the Bank raised in 2014. The remainder will be used for project financing and general corporate financing.

Bank ABC and National Bank of Abu Dhabi PJSC acted as Joint Coordinators and Mizuho Bank as Facility Agent. The Bookrunners and Mandated Lead Arrangers of the term loan facility were Australia and New Zealand Banking Group, Bank ABC, The Bank of Tokyo-Mitsubishi UFJ, Commerzbank Aktiengesellschaft, Credit Agricole Corporate and Investment Bank, Emirates NBD Bank PJSC, ICBC, Mizuho Bank Ltd, National Bank of Abu Dhabi, Sumitomo Mitsui Banking Corporation, and Wells Fargo Bank. Landesbank Baden-Württemberg joined as a Mandated Lead Arranger

The transaction was subscribed 1.5 times. According to AbdulRazak Ali Issa, Chief Executive, “The strong response by the participating banks reflects the positive outlook on the Sultanate’s economic development [..and] underscores the confidence in the bank’s financials in the prevailing economic situation.”

Marcus Pery, banking and finance partner, led AMJ’s team. Linklaters LLP, UK acted for the Arranger and the Agent

AMJ advises Oman government on US$5 billion bond

Filed under AMJ Deals, AMJ News, Capital Markets

Irish stock exchange

AMJ has advised the government on Omani law aspects of the country’s largest debt capital markets issue to date. The US$5 billion offering in tranches of five, 10 and 30 years was settled on 8 March 2017. The five-year tranche totalled US$1 billion, while the 10- and 30-year tranches raised US$2 billion each. The bonds were offered and sold in reliance on Rule 144A and Regulation S and were admitted to trading on the Irish Stock Exchange.

Order books for the issue which marks the Sultanate’s return to the international debt capital markets after an absence of two decades, reportedly totalled $20 billion, demonstrating strong international demand for Oman’s high-yielding debt.Most long term bonds were taken up by US investors in the United States thereby reducing the impact of Oman’s bond on liquidity within the region while the five year tranche was more in demand with Gulf based investors. The proceeds from the bond sale represent almost the entirety of Oman’s foreign borrowing requirement for 2017 which the government intends to use to cover around two thirds of the country’s expected budget deficit of US$ 7.8 million. The remainder will be covered from state reserves and domestic borrowing.

Mansoor Malik, managing partner, led AMJ’s team supported by senior associate Asad Qayyum. Clifford Chance acted as International Counsel to the government. Bank Muscat, Citi, Deutsche Bank, HSBC, ICBC Standard, JP Morgan, Société Générale, and Standard Chartered Bank were joint-lead managers for the bond.

In mid-2016, AMJ acted as sole counsel to the government on the Sultanate’s first international US$500 million sukuk issuance, which was privately placed. In two earlier ‘first of a kind’ transactions, AMJ advised the issue manager and joint lead managers on Oman’s debut US$648 million sovereign sukuk in 2015 and on Oman’s first-ever corporate issuance in 2013.