Recent Deals

Our technical legal skills coupled with our enviable business and governmental connections ensure that our clients' are fully advised and that their interests are always protected.

Our Firm is proud to act and have acted as legal advisors to the following transactions:

  • Haya Rashed Al Khalifa advises Arcapita Bahrain in US Bankruptcy Exit, a 1st for US

Haya Rashed Al Khalifa advised Arcapita, a Bahrain-based Islamic investment firm, as it became the first Gulf Company to emerge from US bankruptcy under Chapter 11 rules. This move may help clarify how Western courts deal with Islamic finance, marking the first time a question of an Islamic ruling (fatwa) had been presented to a US bankruptcy judge, according to Reuters.

The exit was enabled by a $350 million Goldman Sachs International loan. Arcapita represents one of several Gulf-based companies forced to restructure billions of dollars of debt after lending dissipated and asset values toppled with the advent of the global credit crisis. The reorganization plan is designed to liquidate Arcapita's positions at a time that will maximize creditor recoveries, rather than force the firm to sell now at potentially lower prices. The reorganized company will be named AIM Group Limited. RA Holding, a new entity owned by the creditors, will realize the value of Arcapita's interests in its investment portfolio.

This case presents an early foray into dealing with Islamic law as applied to finance industry contracts and disputes through Western courts. Shariah is not codified in legal form, making it a tricky concept to cover in the US courts system. The Arcapita case also presented a difficult example as it filed for bankruptcy protection in March of last year with approximately $7.4 billion of its assets under management spread across the globe, as a $1.1 billion Islamic loan came due. The Arcapita portfolio includes holdings in 30 different investments covering private equity, real estate, infrastructure and a small portfolio of venture capital investments.

Arcapita chief executive Atif A Abdulmalik acknowledged Chapter 11 as a challenging experience, however, one that enabled them to deliver a solution in the best interests of their investors, creditors and other stakeholders

This transaction further illustrated the absolute confidence that major financial institution clients have on Haya Rashed Al Khalifa's creative expertise in Restructuring, Insolvency and Islamic Finance. Principal Sheikha Haya Rashed Al Khalifa assited by Partner Ronald Langat and Senior Legal Counsel Parween Abdulrahman advised on this transaction.

  • Haya Rashed Al Khalifa advises Fjord Capital on investment into dross processors TAHA International Corporation

Haya Rashed Al Khalifa advised Fjord Capital, a London-based private equity investment firm that focuses on resource efficiency solutions for industry, in their acquisition Taha International Corporation, a Bahrain-based company that provides dross-processing solutions to cast house operations of primary aluminium smelters and re-melters worldwide. As part of the deal the acquisition, the ownership was transferred to a Dutch company.

Fjord makes growth capital and small buyout investments, often in special situations involving distressed sellers or companies undergoing restructuring and taking advantage of a strong and established deal pipeline generated from the team's proprietary networks.

This transaction was a further illustration of Haya Rashed Al Khalifa's expertise in M&A transactions. Partner, Ronald Langat led the Haya Rashed Al Khalifa team, assisted by Associate, Saad Al Doseri.

  • Haya Rashed Al Khalifa Attorneys advises OAO Sberbank in the successful acquisition of Denizbank AS, valued at US$3.53 Billion

Haya Rashed Al Khalifa Attorneys acted as Bahraini legal counsel to OAO Sberbank (SBER) of Russia, Russia's largest Bank and the biggest lender in Eastern Europe, in the acquisition Turkish Denizbank AS (DENIZ) from Belgium's Dexia SA for 6.47 billion liras ($3.53 billion).

This landmark transaction, which is expected to be earnings accretive for Sberbank from year one, represents the largest acquisition in the bank's 170-year history and is the latest step in Sberbank's transformation from a domestic champion into a leading international financial institution.

The sale includes Denizbank's Austrian, Russian and Bahrain units, Haya Rashed Al Khalifa Attorneys advised on the Denizbank AS, Bahrain Branch acquisition. The sale is expected to be completed in the fourth quarter after regulatory approvals and the deal would be the largest in Eastern Europe, the Middle East and Africa this year and the biggest in Turkey. The Haya Rashed Al Khalifa team was led by partner Ronald Langat assisted by associate Saad Al Doseri.

  • Haya Rashed Al Khalifa advises Nord Anglia on a USD325,000,000 Refinancing

Haya Rashed Al Khalifa Attorneys have advised the Nord Anglia Group in a refinancing that comprised of an issuance of USD 325,000,000 senior secured notes due 2017 and a revolving credit facility of USD 20,000,000.

The Nord Anglia Group is a leading global operator of premium private schools in China, Switzerland and Central Europe. In addition, they also provide educational services to governments in the Middle East, United Kingdom and Asia.

The Haya Rashed Al Khalifa team was led by partner Ronald Langat assisted by senior associate Elie Yazbeck.

  • Haya Rashed Al Khalifa advises Bahrain Mumtalakat Holding Company B.S.C. (c) in a 20 year RM3,000,000,000 medium-term Sukuk Programme Issuance

Haya Rashed Al Khalifa Attorneys have advised Bahrain Mumtalakat Holding Company B.S.C. (c) in the issuance of RM 3,000,000,000 medium-term sukuk programme in Malaysia. This issuance secured a strong investment grade rating of "AA2" from RAM Ratings and the proceeds are partly to be used in managing Mumtalakat's long-term refinancing profile.

Established in June 2006, Mumtalakat has a portfolio of 29 commercial enterprises that consist of strategic non-oil and gas- related assets that are significant contributors to the economy of Bahrain and directly and indirectly support many other domestic and regional businesses.

The Haya Rashed Al Khalifa team was led by partner Ronald Langat assisted by senior associate Elie Yazbeck.

  • Haya Rashed Al Khalifa is voted the Best Banking & Finance Firm in Bahrain in the 2012 World Finance Legal Awards

On 6 January 2012, the World Finance announced the winners of the magazine's Legal Awards 2012. These prestigious legal awards, celebrating the best of legal firms and lawyers from around the globe, is always studied and revered by the industry.

As changes across many industries are anticipated over the coming year, World Finance identified those firms and individuals capable of making an impact and servicing a variety of clients. Commenting on the award announcement, Editor Alexander Redcliffe said: "Legal firms are the cornerstone of so many industries and we feel that much of the success of economies everywhere over the next twelve months is reliant upon them".

Haya Rashed Al Khalifa was awarded the most coveted prize of "Best Banking & Finance Practice" in the Kingdom of Bahrain. This accolade further confirms Haya Rashed Al Khalifa's prominence in the field of Banking & Finance.

Read the list in full at http://www.worldfinance.com/legal_awards.php

  • Haya Rashed Al Khalifa advises NBK Capital in the successful sale of its stake in Hanco, Saudia Arabia, valued at US$140,000,000

Haya Rashed Al Khalifa advised NBK Capital in the successful sale of its stake in Hanco, a fleet leasing and rental company in Saudi Arabia, in a deal valuing the Company at $140m. Established in 1976, Hanco is one of the largest fleet leasing and rental companies in Saudi Arabia. Since NBK Capital's initial investment back in 2008, Hanco witnessed record growth more than doubling its fleet size and revenue to become the second largest fleet leasing and rental company in Saudi Arabia.

This sale generated a significant return in excess of twice the initial investment for NBK Capital Equity Partners Fund I, the Firm's private equity fund focused on providing growth capital to companies in the MENA region.

Partner Ronald Langat assisted by Legal Counsel Mashael Mattar advised on this transaction.

  • Haya Rashed Al Khalifa advises on the launch of Bank Al Khair

Haya Rashed Al Khalifa advised Unicorn Investment Bank, an Islamic investment bank licensed by the Central Bank of Bahrain, in the launch of their new brand identity. The Bank has now officially changed its name to Bank Alkhair B.S.C. (c).

The Bank's subsidiaries in Saudi Arabia, Malaysia and Turkey are now officially operating under the names Alkhair Capital Saudi Arabia, Alkhair International Islamic Bank Malaysia and Alkhair Capital Turkey respectively. The name "Alkhair" was chosen to reflect the Bank's broad geographical reach across the world's major Islamic banking markets, while at the same time emphasizing its roots in the Arab world. "Alkhair" has positive connotations and is indicative of the Bank's vision of providing market-leading Islamic solutions to individuals and institutions seeking access to Shari'ah-compliant investment products and services.

In August, Bank Alkhair announced its net results for the first half of 2011, reporting a net profit of approximately $3.1m for the period. Bank Alkhair's return to profitability follows the major restructuring initiative undertaken by the Bank in the latter half of 2010 and the first half of 2011 as advised by Haya Rashed Al Khalifa. This transaction illustrated the absolute confidence that major financial institution clients have on Haya Rashed Al Khalifa's expertise in all Banking and Finance matters. Partner Ronald Langat assisted by Legal Counsel Saad Al Doseri advised on this transaction.

  • Haya Rashed Al-Khalifa advises a prominent international Investment Bank on a SAR200,000,000 Sukuk Issuance

Haya Rashed Al-Khalifa has won an instruction to advise a prominent International Investment Bank on a SAR 200,000,000 Sukuk Issuance. The Issuer is to be Cayman Islands domiciled SPV.

The team from Haya Rashed Al Khalifa's corporate finance team is led by partner Ronald Langat and comprised associates Dana Al Sindi and Mashael Mattar. This transaction confirms Haya Rashed Al-Khalifa's extensive legal expertise and prominence in advising on Islamic Finance transactions in Bahrain

  • Haya Rashed Al-Khalifa advises a prominent international Investment Bank on a US$150,000,000 Public Offering and Corporate Restructing.

Haya Rashed Al-Khalifa is currently advising a prominent International Investment Bank on a US$150,000,000 public offering. This offering is to be linked to a corporate restructuring aimed at boosting the Bank's continued profitability and success in the region.

The team from Haya Rashed Al Khalifa's corporate finance team is led by partner Ronald Langat and comprised associates Mashael Mattar and Saad Al Doseri. This transaction confirms Haya Rashed Al-Khalifa's extensive legal expertise and prominence in advising on Corporate Finance in Bahrain

  • Haya Rashed Al Khalifa advises on a US$135,000,000 Islamic Sukuk Offering in relation to the Bahrain Financial Harbour Project

Haya Rashed Al Khalifa Attorneys at Law & Legal Consultants has been retained to provide advice on all aspects of the financing, construction, development, lease and sale of the project, including local legal advice in relation to the US$135,000,000 Islamic Sukuk Offering.

The HRAK team is headed by Haya Al Khalifa and assisted by Parween Abdul-Rahman and Simon Nammour, projects corporate lawyers.

  • Haya Rashed Al Khalifa advises on an Ijara Sukuk Offering of US$240,000,000 in relation to the Bahrain Financial Harbour Project

Haya Rashed Al Khalifa Attorneys at Law & Legal Consultants has been retained to provide advice on all aspects of the financing, construction, development, lease and sale of the project, including local legal advice in relation to the Ijara Sukuk Offering of US$240,000,000.

The HRAK team is headed by Haya Al Khalifa and assisted by Parween Abdul-Rahman and Simon Nammour, projects corporate lawyers

  • Haya Rashed Al-Khalifa advised KIPCO Asset Management Company on a US$50,000,000 opportunistic short term high risk, open-ended investment fund

Haya Rashed Al-Khalifa advised KIPCO Asset Management Company (KAMCO) in its capacity as Lead Sponsor, Investment Manager and placement agent of a US$50,000,000 opportunistic short term high risk, open-ended investment fund (KAMCO GCC Opportunistic Fund). KAMCO GCC Opportunistic Fund is an open-ended investment fund, established by the Fund Company, a Closed Bahraini Shareholding Company, registered with the Ministry of Industry and Commerce of Bahrain. The Fund is an exempt collective investment undertaking established pursuant to Central Bank of Bahrain Regulations.

The team from Haya Rashed Al Khalifa's corporate finance team was led by partner Ronald Langat and comprised associates Dana Al Sindi and Mashael Mattar. This transaction confirms Haya Rashed Al-Khalifa's extensive legal expertise and prominence in advising on Funds and Investment Management related transactions in Bahrain.

  • Haya Rashed Al Khalifa advises the Liquidity Management Centre in relation to a US$106,000,000 Bahrain Property Musharaka Trust initiated by Eskan Bank

Haya Rashed Al-Khalifa, led by Corporate Finance Partner Ronald Langat and assisted by Corporate Finance associates Dana Alsindi and Saad Aldoseri, advised the Liquidity Management Centre in relation to a US$106,000,000 Bahrain Property Musharaka Trust initiated by Eskan Bank. The Bahrain Property Musharaka Trust was a first of its kind, cutting edge real estate investment trust established for the purpose of developing affordable housing in order to satisfy the national demand for these particular housing units and to enhance the financial capabilities of Eskan Bank. This Musharaka Trust was a breakthrough structure in Bahrain and goes to confirm Haya Rashed Al-Khalifa's dominance in Islamic Finance and their continued commitment to excellence.

  • Haya Rashed Al Khalifa is appointed as Bahraini legal counsel to Charles Russell in their capacity as External Administrator of Awal Bank, Manama, Bahrain

Haya Rashed Al Khalifa was appointed as Bahraini legal counsel to Charles Russell in their capacity as External Administrator of Awal Bank, Manama, Bahrain. Haya Rashed Al Khalifa's principal, Sheikha Haya and partners, Rashid Boghammar and Ronald Langat are leading the advisory team.

Awal Bank had assets with a book value in excess of US$5,000,000,000 at the time of entering administration and the External Administrators are seeking to urgently verify and retrieve the asset and creditor positions, along with reconciling a wide variety of ancillary issues that arise from this complex assignment. This appointment confirms Haya Rashed Al-Khalifa's outstanding expertise on Restructuring and Insolvency Litigation in Bahrain.

  • Haya Rashed Al Khalifa advises Gulf Finance House, Kuwait Finance & Investment Company, Qatar Islamic Bank Partner on a US$400,000,000 Islamic GCC Equity Fund

Haya Rashed Al Khalifa Law Firm acted as lead legal advisor to leading regional financial institutions, Gulf Finance House B.S.C. (GFH), Kuwait Finance and Investment Company (KFIC) and Qatar Islamic Bank (QIB) who together launched the US US$400,000,000 Al Basha'er GCC Equity Fund - an Islamic equity fund offering investors an opportunity to take part in the surging growth of the region's capital markets.

The Fund, which offers monthly subscriptions and redemptions, will be under the supervision of the Bahrain Monetary Agency (BMA) and will adhere to all Mutual Funds related rules and regulations. The Fund will be jointly managed by GFH and KFIC, investing selectively in stocks of listed as well as unlisted Shari'a-compliant companies in the region.

  • Haya Rashed Al Khalifa advises the Islamic Investments Company part of the Saudi pioneer group of Islamic Investments on a on US$100,000,000 Private Equity Fund Shari'ah compliant Private Equity Fund

Haya Rashed Al Khalifa Law Firm acted on behalf of one of the group's subsidiaries For Investment Funds Ltd in the creation of the US$100,000,000 Private Equity Fund (the 'Fund'). The Fund currently has a total of US$1.5 billion under its management.

This Fund is a closed-end private equity fund, incorporated in the Kingdom of Bahrain and regulated by the Central Bank of Bahrain (Previously Bahrain Monetary Agency), that offers an investors an opportunity to invest in the GCC equity markets.

The five-year Private Equity Fund, with a minimum subscription of $250,000, will invest in late stage private equity investments and pre-IPOs.

  • Haya Rashed Al-Khalifa advised on the US$1.3 billion Bahrain Financial Harbour (BFH).

This stunning project is set to become the iconic landmark of Manama's coast and skyline. The construction of the first phase of the project, consisting of the Dual Towers, Harbour House and the Financial Mall and worth an estimated US$270,000,000 alone, commenced on April 2004 and is expected to be completed by Q4 of 2006. Haya Rashed Al Khalifa Law Firm has been retained to provide legal advice on all aspects of the financing, construction, development and sale of the project.

  • Haya Rashed Al-Khalifa advised on the US$750 million Al Areen Desert Spa and Resort (Al Areen).

The aim of the project is to create an authentic desert experience, which will incorporate a unique first of its kind spa resort, themed residential communities, hotels, a water park, and commercial & entertainment facilities. Haya Rashed Al Khalifa Law Firm has been retained to provide advice on all aspects of the financing, construction, development and sale of the project.

  • Haya Rashed Al-Khalifa advised on the US$24.1 million Adhari Park Project (Adhari Park).

The Adhari Park is built on an area measuring 165,319sq m and will feature a roller-coaster, a water park, children's play areas, a mini-golf course, a bowling alley, a games arcade, family recreation facilities, a shopping mall and a children's museum. Haya Rashed Al Khalifa Law Firm has been retained by Al Khaleej Development Company (Tameer) and Kuwaiti Markets and Commercial Complexes Company, who are the promoters of the Adhari Park project, to provide advice on all aspects of the construction, development and management of the project.

  • Haya Rashed Al-Khalifa advises the Central Bank of Bahrain on the launch of a new Form CIU (A) and Form CIU(R) working checklist for the application for authorisation and registration of Collective Investment Undertakings (CIU) in Bahrain.

Haya Rashed Al-Khalifa, led by Corporate Finance Partner Ronald Langat advised the Central Bank of Bahrain on the launch of a new Form CIU (A) and Form CIU(R) working checklist for the application for authorisation and registration of Collective Investment Undertakings in Bahrain. The main purpose of these working checklists is to streamline the authorisation and registration application process respectively. This is to be achieved by ensuring that all participants are fully aware of the regulatory requirements and the differences between authorisation applications and registration applications thereby creating an efficient application process that achieves the statutory timelines. The Working Checklist-Form CIU (A) is to be completed by applicants for CIU authorisation applications and preferably submitted as an annex to the current Form CIU (A). The Working Checklist-Form CIU(R) is to be completed by applicants for CIU registration applications and preferably submitted as an annex to the current Form CIU(R). These working checklists are a further illustration of Haya Rashed Al-Khalifa's dominance in structured finance in Bahrain and their continued commitment to excellence.