AMJ has advised the joint lead managers (JLMs) as Oman Counsel on the update of National Bank of Oman’s (NBO) US$1.5 billion Euro Medium Term Note programme (Programme) and the issue of US$500 million 5.625% notes due 25 September 2023 thereunder.

The JLMs comprised Arab Banking Corporation (B.S.C.), Citigroup Global Markets Limited, Crédit Agricole Corporate and Investment Bank, Emirates NBD Bank PJSC, First Abu Dhabi Bank PJSC, NBO and Standard Chartered Bank.

The Bank simultaneously undertook a liability management exercise, the first of its kind in Oman, to buy back US$300 million face value of notes out of its existing USD 600 million five-year notes maturing in October 2019. The new issue of USD 500 million, which was oversubscribed by more than two times, was priced at 5y Mid-swap plus 270 basis points. The Programme and issue are rated (Baa3, Moody’s) and listed on Euronext Dublin (formerly the Irish Stock Exchange).

AMJ’s team was led by senior partner Mansoor Malik supported by senior associate Asad Qayyum.

AMJ recently acted as Oman legal counsel advising a syndicate of international, regional and local financial institutions on the US$728 million project financing of the Salalah ammonia project which closed in August 2017.

The 12-year facility was partly used to refinance the existing debt of Salalah Methanol Company, a wholly-owned subsidiary of Oman Oil Company, with the remaining US$443 million allocated to develop a new ammonia plant in Salalah.

Clifford Chance acted as international counsel for the lenders group which comprised of a syndicate of 12 lenders led by Standard Chartered Bank.

The AMJ team was led by Marcus Pery, banking and finance partner, with support from senior associate Andrew Coddington. Commenting on the transaction, Marcus Pery said: “There was a very strong appetite for the financing of this project from both local and international institutions and we are delighted to have assisted in helping the transaction to reach financial close within a relatively short period of time.”

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 `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 partnered the Islamic Finance News in staging a successful second Oman Forum and Dialogue at the Grand Millennium, Muscat on March 7. The day-long event gathered over 150 industry players, legal experts and stakeholders from across the Middle East, Europe and Asia in an audience with the regulators to discuss trends in Oman’s fast-growing Islamic finance industry.

In the opening keynote address H.E Abdullah Salim Al-Salmi, executive president of the Capital Market Authority (CMA) announced that two private sector sukuk programmes totalling OMR 300million (US$ 780million), have received initial approval from the CMA. These sukuk programmes are the ‘first of a kind’ under Oman’s new sukuk regulation and come as the government is contemplating a second international sovereign issuance.

In a second keynote, H.E Hamoud Sangour Al Zadjali, the executive president of the Central Bank of Oman (CBO) expressed satisfaction with the pace of development in the Islamic finance segment. In the short span of four years, the combined assets of Oman’s Islamic banks and windows had reached OMR 3billion, representing a 10% market share, by the end of December 2016.

AMJ’s managing partner, Mansoor Malik, shared his insights on Islamic finance regulatory frameworks in two expert panel sessions. He stressed the need for the industry and regulators to embrace alternative investment products in order to maintain the positive growth trajectory of the Shariah compliant segment and create a vibrant and sustainable market. Malik recently advised on the Sultanate’s international US$500 million sukuk, which was privately placed and settled on 14 July 2016, as well as the sovereign’s debut sukuk and preceding corporate sukuk, the first of its kind in Oman.

AMJ’s banking partner, Marcus Pery, participated in the Forum’s closed-door dialogue on developing Oman’s Islamic financial markets, between industry experts and CMA and CBO representatives. Senior associate, Asad Qayyum delivered a workshop to students on legal and regulatory issues in Islamic finance.

For more information, contact Bernadette Bhacker-Millard

AMJ partnered the Islamic Finance News, a leading online industry journal, in organising the inaugural IFN Oman Seminar and Dialogue 2016 in Muscat earlier this year. The event brought together around 170 industry leaders, banks, investors, issuers, legal experts and other key stakeholders in the Islamic finance industry in Oman and the UAE to discuss the future of Islamic Finance in Oman and its role in diversifying the economy of the country.

Strongly supported by the regulators, the seminar opened with a keynote address from Hamoud Sangour Al Zadjali, the executive president of the Central Bank of Oman (CBO), in which he highlighted the successes of Oman’s Islamic financial institutions in achieving, within a short span of three years, OMR2.25 billion (USD582.25 billion) in gross assets and a market share of 7.75 per cent as of December 2015. Overall, Islamic banks and window operations are expected to ramp up market share to 10 per cent of the banking industry by 2018.

Featuring a series of panel discussions, case studies and presentations, the event highlighted the opportunities available in the fast-growing Omani Islamic market for both capital-raising and investment. AMJ’s managing partner, Mansoor Jamal Malik took part in a panel discussion on recent developments shaping Oman’s Islamic Capital Markets in which he summarised the current regulatory and legal framework for structuring Shariah-compliant transactions. Senior associate, Asad Qayyum, participated in a closed afternoon session of experts to discuss a roadmap for the further expansion and development of industry in Oman.

AMJ has also entered into an exclusive media partnership with the IFN’s Islamic Finance Corporate, a new monthly e-newsletter dedicated to promoting Oman’s Islamic Finance.

For more information, contact Bernadette Bhacker-Millard

Oman’s banking regulator, the Central Bank of Oman (CBO) has been at the forefront of promoting policies which facilitate access to finance for the nascent SME sector in the country. Initiatives include a regulation mandating banks to allocate a minimum 5% of their total loan books to SMEs by the end of 2015.

This measure, introduced following a 2014 CBO report which recognised limited access to and the high cost of finance as an inhibiting factor for SME growth, has posed challenges for the banking sector. The small number of SMEs in the market combined with their relatively modest financing requirements, means that the larger banks in particular face difficulty building up sizable loan books in the segment.

A new definition of SME introduced in January 2016 which significantly increases the number of enterprises eligible for SME funding is expected to make it easier for banks to reach the 5% target. Essentially, larger enterprises (measured by the higher of turnover or staffing levels) will now be treated as SMEs. The decision classifies a micro enterprise as one with 1-5 employees and turnover of less than OMR100,000 (previously 1-4 employees and turnover of less than OMR25,000); a small enterprise has 6-25 employees and turnover of OMR100,000-499,999 (increased from 5-9 employees and turnover of OMR25,000-250,000); and a medium enterprise has 26-99 workers and turnover of OMR500,000- 2,999,999 (increased from 10-99 employees and turnover of OMR250,000-1,500,000).

According to industry experts, the measures taken by the banking regulator have led to plenty of liquidity in the market to finance smaller firms. The main challenges now for the sector are lack of innovation and entrepreneurial culture, business skills and proper auditing/accounting mechanisms for SMEs.

For further information, contact banking and finance team members, Marcus Pery or William Barrie.

AMJ has won an international award for its advisory role on Oman’s OMR250million inaugural sovereign sukuk issuance.

The firm received the prestigious global Sovereign Deal of the Year 2015 award from the industry leading Islamic Finance News (IFN) at its annual Deals of the Year Awards ceremony in Dubai on February 28.

The Awards recognise those who have participated in the industry’s most groundbreaking transactions each year. The sovereign issuance also won an honourable mention in the top global ijarah and sukuk categories.

Commenting on the award, managing partner, Mansoor Jamal Malik said, “We are delighted that Oman’s first-ever sovereign sukuk issuance has been recognised as the standout sovereign deal of the year in the global Islamic finance space. We are pleased to have contributed to a successful debut offering which is expected not only to boost Oman’s emergent Islamic finance industry but also to strengthen the capital markets and to support the government’s economic diversification drive.”

Although the last of GCC states to embrace Islamic finance, Oman has over the last three years built a strong Shariah compliant banking and finance industry. Today the sector comprises two fully-fledged Islamic banks and six Shariah compliant banking windows, as well as two takaful operators and a several Shariah compliant investment funds. Islamic banking assets accounted for 7.4% of the total banking sector at the end of 2015 and are forecast to reach 10-12% within the next two years.

Malik led AMJ’s team which included corporate and capital markets partner, Ardeshir Patel, and senior associate, Asad Qayyum.

For more information, contact Bernadette Bhacker-Millard

AMJ acted as Oman Counsel for the lenders on a syndicated loan of US$1billion to government of Oman in mid-January. Eleven international and regional banks participated in the five-year loan sought to cover part of an OMR3.3 billion deficit in the state budget caused by the decline in oil revenues. The syndicate includes Citigroup, Gulf International Bank and Natixis, who were the initial book runners for the transaction. Other banks are National Bank of Abu Dhabi, Societe Generale, Sumitomo Mitsui Financial Group, Bank of Tokyo-Mitsubishi UFJ, JP Morgan, Credit Agricole, Standard Chartered and Europe Arab Bank.

Signing the agreement on behalf of the Sultanate’s government, Darwish bin Ismail Al Balushi, minister responsible for financial affairs, said the participation of such a large number of banks reflected the trust of global banking institutions in the strength and resilience of Oman’s economy and its positive outlook.

AMJ’s team was led by banking and finance partner, Marcus Pery assisted by William Barrie. Commenting on the deal, Pery said, ‘We are delighted to have acted on this very significant financing transaction which is one of several where AMJ has advised lenders on contracts with a sovereign entity.’ AMJ recently advised Bank Muscat as issue manager and joint lead arranger on Oman’s successful, maiden sovereign sukuk.

Private sector companies will face increased scrutiny from January 2014 over compliance with new salary protection rules according to Suhail Yahya al Khasabi, the head of the ministry of manpower’s salary protection centre.

The Salary Protection System (SPS) is a national electronic platform implemented jointly by the ministry and Central Bank of Oman which requires employers to pay all staff salaries through authorised financial service providers in the Sultanate in accordance with article 53 of the Oman labour law.

The primary objective of SPS is to ensure that workers are paid on time and in accordance with contract in order to avoid disputes. The ministry receives 5,000 to 10,000 complaints from Omani and expatriate workers relating to non-payment of wages every year. The system is particularly beneficial to low-salaried and uneducated employees who are vulnerable to exploitation by employers. A further advantage of the SPS will be the availability of a real-time database on the labour force which can be used for a number of purposes such as to monitor private sector companies’ compliance with labour-related policy such as Omanisation policy and to identify the employment of illegal workers.

Reforms introduced by the Central Bank of Oman (CBO) in May, mandate all banks operating in the Sultanate to lend a minimum 5% of their credit portfolios to small- and medium-sized enterprises (SMEs) by December 31, 2014 . As well as boosting the availability of financing for Oman’s fledgling SME sector, the reforms aim to ease the flow and reduce the high cost of credit to a sector the government considers an engine of growth for the future.

Key features of the reforms include:

• Low interest/low cost credit for SMEs;
• Relaxation of the prudential requirements governing SME loans, most notably by reducing their risk weights by 25%;
• Domestic banks are required to set up dedicated SME finance departments with trained staff headed by an AGM, and engage in a “formal and periodical” exchange of views with the SME sector;
• Foreign banks are instructed to “formulate a liberal lending policy” consistent with CBO regulation and the government’s vision and to dedicate trained staff to cater to the SME sector;
• Introduction of reporting requirements, namely:-
  a. a monthly return on SME lending commencing from June 2013;
  b. a quarterly return of the loan appreciations received and processed, commencing from the quarter ending September 2013.”

In addition to these mandatory requirements, the CBO invites banks to support the SME sector by providing assistance on project planning, finance and business management, business initiatives, technical support, sourcing of raw materials, process management and marketing.
The reforms stresses that at no time should the portfolio of any bank fall below 5% and any bank which already allocates a larger share of its portfolio to SME lending cannot reduce its limit to the minimum.

While the regulations leave unclear the extent to which lending practices should be loosened, (stipulating that banks “should not be guided by collaterals in their credit decisions” when lending to SMEs but should still “equip themselves well in a systematic way”), there is no mistaking the thrust of the new CBO measures. As bank lending growth in Oman hit a 22-month low of 10.9 percent in February, the regulations urge banks to take measures “on an urgent basis, keeping in mind the vital role of SME segment in economic diversification, contribution to the national economy and Omani employment”. Supporting SMEs is a key part of the government’s economic policy for tackling unemployment in Oman, estimated at more than 24 percent by the International Monetary Fund and avoiding the recurrence of 2011 protests against joblessness.

SMEs have been widely recognized as effective and successful in developed markets, where they are responsible for much of the growth in new jobs contributing to 60%–70% of employment and more than 50% of GDP. However, in spite of the acknowledgment that SMEs are critical to economic development, many face substantial barriers to growth and sustainability ranging from limited access to and the high cost of finance as well as an unfavorable regulatory environment. Other challenges to the growth of a robust SME sector are lack of business management skills and market linkages needed to grow and succeed.