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This content is provided by Hatem Abbas Ghazzawi & Co..

Number of partners worldwide: 4
Number of other lawyers worldwide: 9
Languages: Arabic, English

Firm Overview:
Hatem Abbas Ghazzawi & Co. (formerly Abbas F. Ghazzawi & Co.) is an independent Saudi Arabian law firm. The firm has played an impressive role in high profile transactions and developed a reputation for providing high quality advice on some of the largest and most complex project-transactions in Saudi Arabia. It remains the first choice Saudi counsel for many foreign companies and international law firms seeking advice on Saudi Arabian law.

Main Areas of Practice:
Banking & Finance
Capital Markets
Corporate & Commercial
Dispute Resolution
Projects & Energy

Projects & Energy:
Hatem Abbas Ghazzawi & Co. advised The Dow Chemical Company (Dow) in connection with its joint venture with Saudi Aramco for the development, financing and construction of a petrochemicals complex in Jubail (the Sadara Chemicals Project). The plastics and chemicals plant will be one of the largest of its kind world-wide to be built on a green field basis. Hatem Abbas Ghazzawi & Co. also advised Sadara Chemical Company (Sadara) and in June 2013 Sadara signed the finance documents for the USD$10.5 billion project financing. This is the main tranche of the financing for the USD$20 billion Sadara project. Sadara raised approximately USD$2 billion of project financing debt through a sukuk (Islamic bond) issuance. That was the largest Saudi project finance sukuk ever issued and, significantly, was the first time a project bond had been issued in Saudi Arabia before the remainder of project debt had been arranged. The total project financing raised, including the sukuk, is approximately USD$12.5 billion. This was the largest-ever project financing in the petrochemicals sector, as well as one of the largest multi-sourced financings in project finance history. The Sadara project financing was provided by a combination of eight export credit agencies (including a record USD$5 billion single investment from US Exim), a large number of commercial banks, Islamic financial institutions, and the Public Investment Fund of Saudi Arabia. The firm also represented the lenders in the second phase of the Rabigh Refining and Petrochemical Company Refinery and Petrochemical Complex. Hatem Abbas Ghazzawi & Co. has represented both the foreign shareholders or the sponsors in numerous major petrochemical projects including the award winning Al Waha Petrochemical project and the Jubail Acrylates project.
The firm has furthermore been involved in most private power and water projects in Saudi Arabia including acting for:
■The lenders in the first IPP (SADAF)
■The sponsors in the first IWP (Rabigh)
■The lenders in the first IWPP (Shoaiba) and its subsequent expansion
■The borrower in the Qurayyah IPP, the world’s largest independent power project
■The winning bidder in the Rabigh IWSPP
■The lenders for the Shuqaiq IWPP
■The sponsors in the first solar power project
■The sponsors to the first ISTP.

Banking & Finance:
The banking and finance practice advises arrangers, issuers and placement agents in relation to debt and equity capital markets, collective investment schemes, corporate trustees as well as general securities advice.
The firm’s work highlights include advising:
■Sadara and Dow in connection with a bridge financing from the Saudi Arabian Public Investment Fund (press reports have referred to a USD$2 billion loan), the first bridge financing provided by the Public Investment Fund
■ACWA Power on the development of Saudi Arabia’s first renewable energy project under the Kingdom’s new National Renewable Energy Programme (NREP). This is a 25 year power purchase agreement (PPA) contract to develop a 300MW photovoltaic (PV) solar plant in Sakaka in Al-Jouf province for a world record tariff of USD$c2.34/ kilowatt hour (kWh). A special purpose vehicle, project company, owned by ACWA Power, will be formed to develop the project
■The lenders to the successful bidder for the 1,504 MW Fadhili independent power project. Saudi Aramco and Saudi Electricity Company (SEC) are engaged in a joint venture to develop an independent power project. As part of this project, they are using a combination of shareholder equity and long term debt in order to finance a combined heat and power cycle facility at Fadhili complex
■An export credit agency of a European government and international banks in connection with the multibillion dollar export credit guarantee facility to a Saudi government owned company
■A consortium led by the UAE’s Metito which was appointed as the preferred bidder for the planned Dammam West independent sewage treatment plant (ISTP) by Water & Electricity Company (WEC). This is the first ISTP in ACWA Power as it leads a consortium with Saudi Brothers Commercial Company (SBCC), in its successful signing of senior financing and hedging agreements for the SR2.625 billion ($700 million) Rabigh-3 IWP which will generate 600,000 m³/day — making it one of the largest SWRO desalination projects in the world to be built in Saudi Arabia.
■Representing an internal leasing company in connection with a lease and sublease of Thirty (30) helicopters to a Saudi company
■The lenders in connection with the financing of the Jazan Air Separation Unit being sponsored by Air Products and ACWA Holding to be built on a BOO basis in al-Jazan refinery complex
■The lenders in relation to the USD$8 billion financing of the expansion of the Petro Rabigh–integrated project. Once the expansion project is complete the combined facilities will form one of the largest refining and petrochemical complexes ever built
■China Development Bank in relation to a USD$110 million loan to a Saudi transportation company to finance the purchase of 3,000 school buses from a Chinese manufacturer. The loan was covered by Sinosure, the Chinese export credit agency. This was the first involvement of Sinosure in Saudi Arabia
■RAWEC, the existing utility provider to the Petro-Rabigh petrochemicals complex, in connection with its financing of the expansion of the utilities to the USD$10 billion second-phase expansion of the petrochemicals complex
■The Etisalat consortium, the second Saudi Arabian telecommunications operator, in connection with the issuance of bank guarantees to the regulator for the first 3G and second GSM licences worth USD$2.8 billion
■Etisalat International in 2004 in connection with an Islamic financing valued at USD$2.35 billion, the largest Islamic finance transaction until then
■The Saudi subsidiary of Chevron Phillips in connection with the US Exim backed USD$5.2 billion financing of a petrochemical plant and associated support facilities
■Nabors Industries in connection with a joint venture to provide onshore drilling services and the financing of a large number of oil rigs manufactured in the Kingdom of Saudi Arabia

Capital Markets:
Hatem Abbas Ghazzawi & Co. has advised:

■Sadara Basic Services Company (the issuer)
■Sadara and Dow on the initial public offering of a USD$2 billion sukuk issuance as part of the financing for the development of one of the world’s largest integrated performance chemicals and plastics complexes, at an estimated total cost of USD$19.3
■Mobile Telecommunications Company Saudi Arabia
■(‘Zain’) on its USD$1.9 billion Saudi IPO which was oversubscribed 283% with more than 8.53 million Saudis subscribing for shares by investing more than SR17.83 billion
■The Royal & Sun Alliance affiliate Al Alamiya Insurance Co. in connection with the initial public offering of 30% of its share capital as part of its licensing and incorporation pursuant to the Control of Cooperative Insurance Companies Regulation of 2003
■Ettihad Etisalat on the issue in the IPO of 20% of the share capital under the new Capital Market Regulation, which was valued at USD$266 million and which was 51 times oversubscribed
■The National Commercial Bank on the initial public offering of a USD$1.35 billion Tier II sukuk issuance. Acted as local counsel to NCB and advised on the prospectus and all the Sukuk documents and transaction documents ■The National Commercial Bank on the early redemption of its SAR 5 billion Tier 2 Sukuk. The Sukuk were offered through private placement on the 25th of February 2014, for an amount of SAR 5 billion, qualifying as Tier 2 subordinated debt in accordance with the Basel III framework.
■International Company for Water and Power Projects on the debut bond for ACWA Power, which was issued in US dollars and listed on the Irish Stock Exchange. The bond is secured by cash flows and certain other securities from eight operating power generation and/or water desalination plants located in Saudi Arabia

Corporate & Commercial:
■Hatem Abbas Ghazzawi & Co. has represented purchasers in domestic and cross-border transactions in different industries, including the banking, engineering, media, oil services and transport sectors
■The firm is currently advising Dow on an on-going basis on all corporate aspects (ranging from company incorporation to employment issues) in connection with its joint venture with Saudi Aramco for the development, financing and construction of an integrated petrochemicals project at Jubail

The firm has also advised:
■Alcoa in connection with its joint venture with Ma’aden for the development of a fully integrated aluminum complex (value: USD$10.8 billion)