Posted by: amj_admin on June 29, 2021 - 8:14 pm

AMJ,  along with Freshfields Bruckhaus Deringer,  have advised Oman Telecommunications Company SAOG Group (Omantel) on the US$ 575 Million sale of its passive infrastructure tower assets to UK-based Helios Tower Plc., a leading infrastructure company listed on the London Stock Exchange, via a locally established SPV, (“Helios SPV”).  

This transaction will involve the sale of 2,890 telecommunications towers, located all over the Sultanate, to Helios SPV, with the transaction also involving Omantel entering into a long-term services agreement with Helios SPV to retain access to the tower assets, while sparing Omantel the associated direct operating costs, and allowing Helios SPV to market the unused capacity of the extensive tower network to other potential customers. This transaction is expected to result in significant cost savings for Omantel, while the sale proceeds from the transaction will be used by Omantel for debt reduction. Omantel will remain the owner of the active transmission equipment to be located on Helios SPV’s towers and remain the controller of its active network, spectrum and software.

This transaction represents an exciting further development in the evolution of Oman’s Telecommunications sector, and along with the granting of the 3^rd Mobile operator’s license to Oman Future Telecommunications Company SAOC, trading under the Vodaphone brand, on the 5^th January 2021, this will further enhance the sectors growth.

AMJ’s team was led by Senior Partner Mansoor Malik supported by Senior Associate Robert Booth.

More about the transaction can be read here: https://www.omanobserver.om/article/1100737/business/omantel-to-sell-tower-infrastructure-for-575-million

Posted by: amj_admin on June 29, 2021 - 8:07 pm

AMJ has recently advised, as local counsel, OQ S.A.O.C. on the launch of its global medium term notes (GMTN) programme valued at USD 2 billion, as well as on the first issuance under the programme valued at USD 750 million at a rate of 5.125% due in 2028. The firm worked together with the lead international counsel, Allen & Overy, to bring the transaction to a successful closure.

The firm has played a crucial role in the transaction by, inter-alia, advising and supporting the issuer with respect to its compliance with matters of Omani law and in particularly with regard to its successful application for regulatory approvals required for the issuance, notably the exemption from the regulatory cap on commercial interest rates imposed by the Ministry of Commerce, Industry and Investment Promotion, and the approval of the Ministry of Finance’s Debt Management Office on the GMTN programme and the issuance thereunder.

The AMJ team advising on the transaction was led by Mansoor Jamal Malik (Senior Partner), who was supported by Hussein Azmy (Associate) and Al Mujahid Al Nabhani (Associate Trainee).

Posted by: amj_admin on October 5, 2020 - 4:37 am

AMJ acted as sole legal counsel to the Government of Oman (as obligor), Oman Sovereign Sukuk Company S.A.O.C. (as issuer) and bank muscat S.A.O.G. and its Islamic window, Meethaq Islamic Banking, (as issue manager and lead manager) on the update of the Government of Oman’s Omani Rial unlimited value sukuk issuance programme and the issuance of sukuk aggregating R.O. 200 million (US$519 million). This transaction involved the issuance of a third tranche of sukuk under the Government of Oman’s local sukuk issuance programme which followed the establishment of the programme and the issuance of the first two tranches of sukuk in late 2019 on which AMJ had also advised as sole Oman law counsel.

The issuance was undertaken in a single tranche of R.O. 200,000,000 sukuk with a tenure of six years and a profit rate of 5.25 per cent. per annum. The issuance closed on 21 September 2020 and was listed on the Muscat Securities Market.

In addition to the issuance being undertaken through the novel auction process and allocations having been made through a ‘differential pricing mechanism’, this was the first time that collecting banks with respect to the issuance were appointed by the Central Bank of Oman through a circular issued to all licenced Omani banks. AMJ, as part of its mandate, advised on the collecting banks’ appointment process and all transaction and structuring documents and liaised with the Capital Market Authority to finalise and obtain approvals for the update to the sukuk programme and the issuance of sukuk thereunder.

The AMJ team, which acted as sole legal advisor on this transaction, was led by Mansoor Malik (Senior Partner) and Asad Qayyum (Partner) who were supported by Hussein Azmy (Associate) and Fatma Al Maamary (Associate).

Posted by: amj_admin on January 16, 2019 - 4:42 pm

AMJ has advised the Oman Government and Sovereign Sukuk Company on the sale of US$1.5billion 5.92% sukuk certificates due 2025 and the update of its unlimited sukuk-al-ijara trust certificate issuance programme (Programme). The issue at the end of October 2018, received orders in excess of US$3.9bn according to Oman’s Ministry of Finance, and was rated BBB and Baa3, respectively by Moody’s and Fitch credit rating agencies.

The AMJ team was led by senior partner, Mansoor Malik supported by senior associate Asad Qayyum and associate Khalid Al Abri.  Clifford Chance acted as international counsel to the Government and issuer.

This is the second issuance under the Programme set up in 2017. AMJ also advised on the Oman law aspects of establishing the Programme and the subsequent drawdown of US$2 billion trust certificates which settled on 1 June 2017 and which marked the largest-ever sukuk issuance by the Sultanate.

This sukuk issue is Oman’s second foray into the international debt capital markets in 2018 following a jumbo US$6.5 billion conventional bond issue in January 2018, the country’s largest ever debt sale. Listed on Euronext Dublin (formerly the Irish Stock Exchange, the bond was sold in tranches of $1 billion 3.875% notes due 2022, $2 billion 5.375% notes due 2027, and $2 billion 6.5% notes due 2047. AMJ acted as Oman counsel for the Government on the establishment of a Global Medium Term Note Programme for Oman and the jumbo bond issuance thereunder.

AMJ’s team comprised senior partner, Mansoor Malik supported by senior associate Asad Qayyum. Clifford Chance acted as international counsel to the Government and issuer.

Posted by: amj_admin on February 4, 2018 - 8:12 am

AMJ acted as Oman counsel to the issue manager and joint lead manager on the debut sukuk offering by Mazoon Electricity Company S.A.O.C. The landmark transaction marks the first international corporate sukuk issue out of Oman, and the first Reg S/144A corporate sukuk out of the MENA region since May 2016.

The ten-year Reg-S/144A sukuk certificates were successfully priced on 1 November 2017 and the profit rate for the certificates was set at 5.2 per cent.

The sukuk offering was based on the Shariah-compliant ijarah structure and the certificates were rated Baa2 (negative) by Moody’s Investor Services and BBB(negative) by Fitch Ratings.

Robust investor demand translated into a final order-book of approximately US$5bn from 300 orders, representing more than ten times oversubscription. The sukuk certificates were listed on the Irish Stock Exchange. The issuance was managed by Mazoon Electricity Company and Nama Holding along with JP Morgan Securities plc, Bank Muscat, KFH Capital Investment and First Abu Dhabi Bank acting as joint lead managers and Noor Bank and Warba Bank acting as co-managers.

The fundraising programme is expected to support the Mazoon Electricity group’s electricity transmission and distribution networks investments in Oman.

Mansoor Malik led AMJ’s team which included senior Islamic Finance associate Asad Qayyum. AMJ’s dedicated Islamic Finance team, the only one of its kind in Oman, has acted on a number of sukuk issuances in Oman in recent years including the Oman government’s US$2 billion international sukuk in 2017, US$500 million international sukuk in 2016 and the global award-winning US$650 million maiden sovereign sukuk in 2015.

Posted by: amj_admin on January 16, 2018 - 9:18 am

AMJ has advised Qatar Petroleum on the acquisition of a 30% participating interest in the contractor’s interest under the exploration and production sharing agreement (EPSA) for Block 52 offshore of Oman. The deal involved AMJ advising Qatar Petroleum on Oman’s corporate, oil and gas and environmental laws and related regulatory approvals.

Following the completion of the assignment, the contractor under the EPSA will consist of affiliates of Eni with a 55% stake, Qatar Petroleum with 30% and Oman Oil Company Exploration and Production LLC with 15%.

Block 52 is an area of more than 90,000 km2 located offshore in the southern region of Oman extending from Al Wusta region towards Dhofar, encompassing the Hallaniyat islands. Largely under-explored, it is located in water depths ranging from 10 meters to over 2,000 meters. Following acquisition of the interest by Qatar Petroleum, the contractors are expected to embark on executing an exploration programme involving the acquisition and processing of 3D seismic which would be followed by exploratory drilling.

The AMJ team comprised senior partner, Mansoor Malik, and senior associate, Asad Qayyum. Allen & Overy acted as international counsel to Qatar Petroleum on the deal.

Commenting on the deal, Malik said “It is a pleasure to have advised Qatar Petroleum on its first hydrocarbon interest acquisition in Oman. As a premier LNG explorer and operator in the world, Qatar Petroleum’s entry into Oman is indicative of the attractive opportunities for investment available in the country”.

Posted by: amj_admin on January 13, 2018 - 3:55 am

AMJ recently advised leading insurance group, Howden Broking Group on the acquisition of a majority stake from the founder shareholders of New Generation Insurance Services in Oman. The new entity is renamed Howden Insurance Brokers LLC. The parties agreed not to disclose details of the transaction terms.

Howden is the retail broking arm of UK-based Hyperion Insurance Group, the world’s largest employee-owned insurance group which employs more than 3,800 people across 38 countries in Europe, the Middle East, Asia Pacific and the Americas.

This transaction represents a major step in the development of Howden’s business in Oman. David Howden, CEO of Howden and parent company Hyperion said in a statement to the press that “Oman has a rapidly growing insurance market and one to which we can bring a fresh approach for clients by leveraging our existing expertise in the region as well as the wider Group’s access to specialist products and markets in London and internationally.”

AMJ’s was led by senior partner, Mansoor Malik, and senior associate, Asad Qayyum working closely with in-house counsel at Howden and Hyperion.

Posted by: amj_admin on October 4, 2017 - 1:02 pm

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.”

Posted by: amj_admin on September 3, 2017 - 9:36 am

AMJ advised Al Ahlia Insurance Company on its maiden IPO, conversion to a joint stock company and listing on Muscat Securities Market (MSM). The IPO raised OMR 7.5 million through the public offering of a 25% stake (25,000,000 shares at a price of 300 baisas per share) open to individual and institutional investors. It was subscribed by 2.43 times, indicating strong demand from both the investing public and institutional investors to the first share offer on the Muscat bourse in 2017.

This was also the first IPO by an insurance company ahead of the statutory deadline for insurers in Oman to increase their capital to OMR 10 million and list on the Muscat Securities Market.

AMJ’s corporate/capital markets team assisted Al Ahlia in securing key consents and approvals for the IPO from a range of regulatory bodies and with the drafting of the prospectus to ensure all stakeholders’ requirements were satisfied. In particular, AMJ assisted in obtaining CMA approval for the offer of 25% of Al Ahlia’s issued and paid-up share capital to public subscription by way of exemption from Article 61 of Oman’s Commercial Company’s Law (CCL) which provides for a minimum 40% share offer. The CMA also permitted Royal & Sun Alliance (Middle East) B.S.C as a strategic investor to hold a 52.50% majority stake in the new entity as an exception to the CCL which restricts to 20% the shares of a promoter in a public joint stock company.

The AMJ team comprised senior partner, Mansoor Malik, corporate/capital markets partner Ardeshir Patel, senior associate Nasar Ahmad and associate Armughan Ashfaq.

Posted by: amj_admin on June 12, 2017 - 3:57 pm

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.