Banking and finance
Mergers and acquisitions
Stability has served Lebanon well and its economy has prospered in the years since its last conflict. Underlying political tensions between the pro-western coalition government and the Iran and Syria backed, Hizbollah-dominated opposition, however, began to simmer again in 2011. The unity government formed in 2009 collapsed after Hezbollah cabinet members resigned amid rumours four of it's party would be indicted by a UN special tribunal set up to establish the murderer of the country's former president.
While a new government has been formed, the tribunal continues and the UN has pledged to station troops in the country for another year, in August 2011. These recent difficulties serve as a reminder of just how fragile the peace is that exists in the country. Lebanon's projected 5% growth rate is certain to be affected, although Moody's has left its rating as stable.
One area lawyers feel may benefit from the new government is projects for desperately needed infrastructure. "The unity government required that all the law, all the decrees, be passed by unanimity. So, lots of projects, including all PPP (public-private partnerships) projects and privatisation, were being held, were not being erected, no lawyers would be organising or dealing with these matters. But hopefully this will begin," says one partner. Others are certain the new government will create momentum in this area. "We foresee a lot of work coming in, in relation to PPPs and the necessity to inject certain funds in to the infrastructure system in Lebanon, which will also create lots of opportunities for banks and also lawyers to do certain kinds of work," says one lawyer.
Oil and gas projects are predicted to be another area of growth for the country in 2012 after discoveries were made in the Mediterranean basin. "We are foreseeing there will be a lot of finance work for oil and gas with a projected start at the end of 2011 for granting licences and concessions," remarks one lawyer.
Lebanon's notoriously stable banking system, which came through the crisis relatively unscathed, thanks to the regulators ban on derivatives, saw some upheaval in 2011. Lebanese Canadian Bank was accused of laundering $200 million a month for a drug smuggling organisation. According to lawyers however the issue was resolved almost immediately: "The bank has been subject to a very quick take over by another Lebanese bank and the matter was closed," says one, adding: "The banking sector is doing well, very healthy, quite solid."
Foreign investment continues to flood in unabated by any of the country's issues with investors assured by the safe and conservative banking system and attracted by the investment incentives. "They consider the banking secrecy law and tax benefits attractive" is one lawyer's explanation.
The country has become a popular choice for start-ups according to lawyers. With a dearth in finance throughout the majority of region, companies have been encouraged to set up in Lebanon. "After the crisis hit Dubai and most of the centres in the Arab world, a lot of firms have been coming to Lebanon," explains one. Cheap labour is another reason cited for the influx of new business.
In the M&A arena lawyers note an increase in outbound acquisitions: "We have seen more and more Lebanese clients wanting to acquire companies in Saudi, in the Emirates, in Kuwait," remarks one lawyer.
Financial services has continued to be a thriving sector with a number of foreign institutions seeking to gain a foothold in the Lebanese market, especially with the ban on investment banking lifted. EFG Hermes was the notable entrant acquiring a 65% interest in Lebanese bank Crédit Libanais for $542 million.
Activity in Lebanon's burgeoning real estate sector has dropped off with prices stabilising. "There has been a bit of a decline. It was on the rise but it is has slowed although there are still deals being done," explains one lawyer.
Amendments to restrictions on offshore companies has seen firms active for several Cayman-based funds acquiring stakes in Lebanese companies.
Reforms of the Beirut stock exchange's listing rules and companies law are "on the table" but nothing definite has been discussed.
Other notable - Abou Jaoude & Associates Law Firm
Despite only launching fifteen years ago, Abou Jaoude & Associates Law Firm has expanded significantly and now employs 45 lawyers.
In the banking and finance sector the client BLC Bank Sal has kept the firm occupied....
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Despite only launching fifteen years ago, Abou Jaoude & Associates Law Firm has expanded significantly and now employs 45 lawyers.
In the banking and finance sector the client BLC Bank Sal has kept the firm occupied. Name partner Carlos Abou Jaoude represented the bank in the acquisition of the eleventh largest bank in Cyprus for $90 million in October 2010.
In the firms two other deals, partner Souraya Machnouk acted on behalf of the bank representing it as lead arranger of a $70 million facility for a real estate development project and a $53 million loan to finance the acquisition of a series of plots in Beirut.
On the corporate side the firm represented the buyer in the partial $30 million buyout of a premier private hospital group in a transaction which involved capital increases, share and bond restructuring, issuance of convertible bonds and a private placement.
The firm also represented a group of investors, led by OMT, on its offer to acquire the entire share capital of LibanPost, the private operator of the postal sector in Lebanon.
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Abouhamad Merheb Nohra Chamoun Chedid
Abouhamad Merheb Nohra Chamoun Chedid never fails to impress its peers: "They are good I would see Abouhamad Merheb in tier one for banking, no doubt," remarks one. Others draw attention to name partner Nassib Chedid: "He is quite diverse, he is a nice chap and he is one of the very good talents in banking and finance in Lebanon," is one lawyer's summary....
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Abouhamad Merheb Nohra Chamoun Chedid never fails to impress its peers: "They are good I would see Abouhamad Merheb in tier one for banking, no doubt," remarks one. Others draw attention to name partner Nassib Chedid: "He is quite diverse, he is a nice chap and he is one of the very good talents in banking and finance in Lebanon," is one lawyer's summary.
The firm has a strong client base in the region and deep roots with local and regional banks.
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Leading lawyers
Nassib Chedid
Antoine Merheb
Abousleiman & Partners
Abousleiman & Partners is one of the first name competitors think of when listing the country's leading finance firms and one competitor feels it warrants a top-tier ranking in M&A. "I would put them in tier one....
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Abousleiman & Partners is one of the first name competitors think of when listing the country's leading finance firms and one competitor feels it warrants a top-tier ranking in M&A. "I would put them in tier one. I know they have been working on some very big transactions," says one peer. General consensus however is that the firm is strongly focussed on banking work and this is where its principle strength lies. "It's a very good boutique firm, they only do, well let's say 90% of their work is focussed on banking and finance. But, in this sector they are very good." The firm have had an active year on the corporate side and another 12 such positive months could see the firm on the climb.
Market recommended, name partner and practice head, Randa Abousleiman, took the helm on all the firm's M&A deals, three of which have involved Cayman based entities. On the largest of these deals Abousleiman acted for EFG Hermes on its acquisition of 65% of the common shares in Crédit Libanais for $752 million in November 2010.
Competitors note the firm has strong ties with Dewey & LeBouef and collaborates with the firm providing local advice on a number of its deals. In one such deal the team acted across from the international firm, advising a Lebanese fashion group in the sale of 20% of it's share capital to a Cayman Islands Fund for $26 million.
An ongoing deal sees the firm acting for the buyer of a 26% interest in a Cayman Islands SPV (special purpose vehicle). The object of the acquisition is to indirectly acquire a quasi equity stake in a major real estate development in Lebanon.
With an excellent reputation and established relationships with the country's banks, the firm commonly advises on capital markets issues in addition to lending activities. One such deal saw the firm advise on the offering of $85 million series B preferred shares of Fransabank.
In a notable debt transaction the firm advised Credit Libanais as issuer and Credit Libanais Investment Bank as placement agent on offering of $75million of subordinated notes due in 2017.
A further deal saw the firm advise the American University of Beirut on securing the $28.5 million funds for financing the construction of a new medical complex in January 2011.
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Leading lawyers
Randa Abousleiman
Other notable - Airut Law Offices
Established in 1995 Airut Law Offices has practices in Beirut and Iraq.
Founding partners Charles and Marie-Antoinette Airut jointly head the firm’s Lebanese practice while Serge Airut is managing partner in Erbil....
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Established in 1995 Airut Law Offices has practices in Beirut and Iraq.
Founding partners Charles and Marie-Antoinette Airut jointly head the firm’s Lebanese practice while Serge Airut is managing partner in Erbil.
The firm is also gradually establishing itself in Iraq where it is acting on five M&A deals.
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Other notable - Aziz Torbey Law Firm
Founding partner Aziz Torbey heads Aziz Torbey Law Firm’s banking and finance practice. In July 2010 the name partner acted for Société Industrielle Folda in securing a $5....
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Founding partner Aziz Torbey heads Aziz Torbey Law Firm’s banking and finance practice. In July 2010 the name partner acted for Société Industrielle Folda in securing a $5.5 million bridge loan within 48 hours from three local banks which the industrial manufacturer urgently needed to acquire a new business property after its previous building collapsed.
Corporate head Ramy Torbey acted for Capital Investment Holding Company on two notable deals. The first saw the practice head lead a team from the firm to advise the private equity firm on the sale of a controlling stake in Crédit Libanais to EFG Hermes for $542 million in November 2010. The deal includes a $210 million option to purchase an additional 25.2% stake in the bank and marked the biggest acquisition so far in the country.
The second matter saw Torbey advise on the $36 million acquisition of a real estate company, which owns and manages a commercial tower in Beirut, in the same month.
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Badri and Salim El Meouchi Law Firm
Dating back to the 19th Century, the Beirut-based Badri Salim El Meouchi is one of the pre-eminent firms in Lebanon. For clients, the firm offers a benefit the majority of it's peers cannot claim, an international practice....
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Dating back to the 19th Century, the Beirut-based Badri Salim El Meouchi is one of the pre-eminent firms in Lebanon. For clients, the firm offers a benefit the majority of it's peers cannot claim, an international practice. The firm launched in Qatar in 2007 and has established a solid presence on the market there.
M&A is the firm's key strength according to the market, with the consensus being that the firm is almost unrivalled in this capacity.
Peers suggest the firm's finance practice is more focussed on banking regulatory, and excellent at it, rather than transactional work and the firm's portfolio of recent work supports this thinking.
On the transactional side the firm had a role in a capital markets deal advising Bank Misr Lebanon, as subsidiary of Egypt's largest bank, which has been a client of the firm's since 1933. Practice head Salim El Meouchi, who currently sits on the bank's board and audit committee, assisted Misr with the $48 million capital increase in the autumn of 2010.
In an ongoing basis the firm is also advising CGI, part of the Audi Saradar Group, Lebanon's largest banking group, on the structuring and establishment of various real estate investment funds.
In a cross border deal, managing partner Chadia El Meouchi is heading the team advising a group of GCC (Gulf Co-operation Council)-based bankers, high net worth individuals, a Kuwaiti company and a Swiss financial group in the structuring, establishment and incorporation of a financial institution in the Qatar Financial Centre.
Another notable deal sees the firm assisting a central Asian State in tracing illegally obtained funds. The firm is advising on Lebanese banking regulations concerning anti-money laundering and banking secrecy in Lebanon.
The firm's deals on the M&A side are spread across a range of sectors from finance to leisure, to technology. Chadia El Meouchi has taken the lead on all the firm's highlight deals. In the financial services arena, the team is advising on the merger between two Lebanese audit and consultancy firms, which will result in a rebranding and a further expansion in the Middle East.
A major regional telecommunications operator has also mandated the firm to acquire the majority shareholding in another regional company with operations in Lebanon.
A further deals sees the firm active for a major hospitality development company in its acquisition of 60% of a holding company that will own, develop and operate well established restaurants and clubs in Lebanon.
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Leading lawyers
Chadia El Meouchi
Salim El Meouchi
Moghaizel Law Offices
Peers note that Moghaizel Law Offices is less visible on the market recently, but commentators don't doubt that the firm is still a quality outfit capable of offering expert advice. "I don't know of any of Moghaizel's activities this year but I believe it is a very big firm, very professional and, probably, I would keep it where it is....
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Peers note that Moghaizel Law Offices is less visible on the market recently, but commentators don't doubt that the firm is still a quality outfit capable of offering expert advice. "I don't know of any of Moghaizel's activities this year but I believe it is a very big firm, very professional and, probably, I would keep it where it is."
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Leading lawyers
Fadi Moghaizel
Raphaël & Associés
Five partner firm, Raphaël & Associés, is a solid performer in Lebanon. The firm has no practice head and is run by executive committee consisting of Adel Nassar, Hala Raphael-Abillama and Nada Abdelsater-Abusamra who divide management responsibilities between them....
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Five partner firm, Raphaël & Associés, is a solid performer in Lebanon. The firm has no practice head and is run by executive committee consisting of Adel Nassar, Hala Raphael-Abillama and Nada Abdelsater-Abusamra who divide management responsibilities between them.
A standout deal for the firm saw it advise Group Lutfi El-Zein on the acquisition of Medigulf, which at $400 million is the largest acquisition financing deal to be syndicated and funded in Lebanon. Nassar and Abdelsater-Abusamra advised the purchaser on all aspects of the financing, which involved 16 local and international banks in ten jurisdictions.
In the capital markets area the firm advised on an issuance of $150 million of proffered shares for Banque Libano-Francaise
On the corporate side the has been active for automotive supplier RYMCO in it's establishment and acquisitions in the UK and Syria.
In the country's ever-buoyant real estate sector, partner Hala Raphael-Abillama has been representing the developer of a five star hotel and a beach resort.
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Tyan & Zgheib
Formed in 2002 after the merger of Tyan & Associés and Zgheib & Associés, Tyan & Zgheib focuses on corporate work.Senior partner Nady Tyan heads the group and has been active on the implementation of a major investment project in Lebanon, the Antonios Project, which involves the development of the 50-floor Sama Beirut Tower....
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Formed in 2002 after the merger of Tyan & Associés and Zgheib & Associés, Tyan & Zgheib focuses on corporate work.
Senior partner Nady Tyan heads the group and has been active on the implementation of a major investment project in Lebanon, the Antonios Project, which involves the development of the 50-floor Sama Beirut Tower.
A further deal saw Tyan act for multinational insurance company MetLife on its acquisition of American Life Insurance Company, one of American International Group's (AIG) international subsidiaries. The firm provided due diligence on the company's Lebanon branch, in coordination with Dewey & LeBoeuf.
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