Finance Law Firm in Lebanon | Abou Jaoude & Associates

Finance and Capital Markets

The Firm’s Finance and Capital Markets practice is at the forefront of the industry.

We provide strategic guidance to investment banks and financial institutions on a myriad of financial services regulatory compliance matters.

We are regularly entrusted by local and global commercial and investment banks, financial institutions, private equity firms, brokerage firms, arrangers, underwriters, issuers and investment funds to opine all types of capital markets products and securities issuances and offerings, as well as on complex local and cross-border deals in private equity and structured finance.

As a premier finance law firm in Lebanon, we have built considerable expertise advising foreign financial institutions on the cross-border marketing and offering into Lebanon of financial services and products.

The Firm is constantly solicited by public authorities to opine on the enactment of key regulations in the financial sector.

Private Equity 

Private equity players trust our finance lawyers for sound solutions and expertise in crafting a fast, focused and effective strategy to complete the deal. When structuring a transaction, our team is involved from its inception right through its completion, including:

  • Initial fundraising and formation of investment funds;
  • Day-to-day management of portfolio companies, including restructurings, existing debt refinancing, add-on acquisitions and management incentive schemes; and
  • Exits from investments, whether by equity sales or recapitalizations of portfolio companies.

With deep experience delivering intricately structured transactions in many industries, our financial attorneys work with the client to negotiate and execute spin-offs, leveraged buyouts, including management-led buyouts, venture capitalization, equity and debt syndications, and other substantial equity investments. We also advise on all matters relating to forming acquisition vehicles, establishing private equity funds and properly structuring and implementing recapitalizations.

Structured Finance

A main strongpoint of our finance practice is Structured Finance. Our experts combine their legal capabilities and sophisticated business perspective with a creative and multidisciplinary approach to connect our clients with financing that fits their objective.

We skillfully and efficiently handle the structuring and documentation of complex financing transactions involving a broad range of traditional and newer asset classes. In particular, our team is noted for providing reasoned and timely advice in connection with various types of sophisticated financing products and techniques, encompassing:

  • Asset-backed securities;
  • Mortgage-backed securities;
  • Asset and receivables purchase facilities;
  • Preferred shares;
  • Subordinated/Convertible bonds;
  • Leasing related financing;
  • Acquisition financing;
  • Leveraged finance and recapitalizations;
  • Banking pools and syndicated loans;
  • Structured investment vehicles;
  • Mezzanine financings; and
  • Secured lending;

Our expertise with the legal, collateral, financial and operational issues that arise enables us to act for the full spectrum of deal participants, including lenders, issuers, underwriters, arrangers, investors, guarantors, credit enhancement providers, lessors, lessees, conduits and debt and equity syndicates in both the private and public markets. In understanding the different needs of these participants, we can craft a strategy that is designed to achieve the specific goals of all transaction parties. 

Funds & Asset Management 

Our finance lawyers counsel clients with asset management responsibilities – including investment advisers, fiduciaries, mutual funds, and brokers-dealers – on new product design, compliance audits, tax, fiduciary, and regulatory issues arising from the structure, operation, and maintenance of investment funds as well as the ownership, trading and settlement of securities.

Our advice also involves preventative counseling to help clients avoid litigation from consumer-minded laws and increasingly sophisticated consumers. Additional examples of the legal services provided by the funds and investment management team include:

  • Advising our banking clients on permissibility of investments in financial entities or products and capital adequacy requirements for various products and transactions;
  • Counseling clients on the establishment of registered and unregistered offshore and onshore investment funds;
  • Assisting clients in the preparation, review and filing of regulatory filings;
  • Advising on complex legal structures involving registered and unregistered funds, including real estate funds, funds of funds, fund investments in pooled investment vehicles to gain exposure to distinct asset classes, and novel class structures; and
  • Assisting clients in the preparation of disclosure materials relating to funds or financial instruments, including offering memoranda, subscription documents, and marketing materials.
Islamic Finance 

Endowed with high-level knowledge and expertise in Islamic Finance, the team advises and assists clients with the structure, documentation and negotiation of Shari’ah compliant products and transactions.

Our finance attorneys' innovative approach to the various complexities surrounding these structures provides clients with groundbreaking solutions to challenges arising outside conventional finance.

Securitization

We are recognized as a pre-eminent local securitization firm, with clients ranging from banks, investment firms, real estate companies, auto dealing companies, agriculture companies, and other top originators in various sectors in the market.

The Firm successfully implemented the first high-profile securitization deals on the Lebanese market and has been a leader in providing innovative structured debt solutions in all key product areas.

Fintech and Digital Assets

  • Fintech

Financial Technology (Fintech) regulations are evolving at a breathtaking pace, as the digital revolution changes, improves, redefines and inverts traditional roles and functions of financial services.

With the increasing demand for Fintech solutions, our finance lawyers serve as trusted legal advisors for buy-side and sell-side clients, including multi-party collaborations. We provide a unique understanding of a myriad of legal matters involving new Fintech business models and product development.

  • Digital Assets 

Crypto currency has been touted for its potential to usher in a new era of financial inclusion and simplified financial services infrastructure globally, with more monetary authorities and private institutions issuing stabilized cryptocurrencies as viable, mainstream payments vehicles.

The rise in the adoption of crypto currencies, digital assets and smart contracts has created a need to understand how related transactions should be defined and treated as a matter of law. Our specialized finance lawyers are qualified to protect clients’ interests through proactive lawyering, providing greater legal certainty in this growth area.

Awards & Recognitions

The prominent international legal directories Chambers & Partners, The Legal 500 and IFLR1000 consistently rank our Finance and Capital Markets practice at the top.

Band 1 Firm
Chambers Global 2022, Corporate & Finance
“Abou Jaoude & Associates maintains a commanding position at the forefront of the Lebanese legal market. Its lawyers are often called upon for their expertise in finance […] as well as capital markets issuances. The team is also eminently capable in regulatory banking work and has a strong track record of acting for big-name clients on a wide variety of cutting-edge matters.”
“A fine law firm with fine lawyers.”

Top Tier Firm
The Legal 500 EMEA 2022, Banking, Finance and Capital Markets
“Abou Jaoude & Associates Law Firm remains market leaders in the banking space and has an excellent reputation handling large capital markets transactions and financings. The experienced practice is regularly instructed by local and international banks on multi-million bond issuances, investment agreements and syndicated loans.”

Top Tier Firm
IFLR1000 2022, Financial & Corporate 

Lebanon Law Firm of the Year
Chambers Middle East Awards, 2021 

Lebanon Law Firm of the Year
IFLR Middle East Awards, 2019 

Band 1 Firm
Chambers Global 2021, 2020, 2019, 2018, 2017, 2016, 2015
Corporate & Finance
“Abou Jaoude is one of the largest and most prominent firms in Lebanon, with a solid foundation in […] capital markets, [and is] particularly commended for the strength of its finance […] practice.”
“They're on the forefront of understanding the major requirements of international corporate finance.”
“Abou Jaoude impresses clients with the ‘360-degree coverage’ provided by its pool of experts in the […] finance sector. Peers commend the Firm for its expertise in […] financial transactions.”
“The team, which is one of the largest in Lebanon, impresses clients with its ability to handle complex, cross-border finance deals.”

Top Tier Firm
The Legal 500 EMEA 2021, 2020, 2019, 2018, 2017, 2016, 2015
Banking, Finance and Capital Markets
“Abou Jaoude & Associates Law Firm fields a stellar […] finance practice with outstanding finance combined with capital markets experience.”
“Abou Jaoude & Associates Law Firm is a key name in the market for […] capital market transactions.”
“Clients praise the firm for its exceptional expertise in finance.”
“The firm’s team covers the […] finance space and in particular excels at structured finance and large scale project financing.”

Top Tier Firm
IFLR1000 2021, 2020, 2019, 2018, 2017, 2016, 2015
Financial & Corporate
“They always provide impeccable service.”
“The firm’s team is praised for ‘their knowledge of the landscape in Lebanon, and their understanding of financial structures as it relates to cross-jurisdictional work’.”
“The team is composed of experienced attorneys who are proactive, professional, reliable, and trustworthy.”
“They delivered the best, great experience.”

The Firm’s recent notable representative experience in Finance and Capital Markets includes:

  • Advised leading Lebanese bank IBL on the first-of-its kind US$100 Million issuance of subordinated bonds with a unique interest payment structure in the context of new highly complex capital adequacy regulations to tackle Lebanon’s unprecedented banking crisis.
  • Advised on the largest-ever US$200 Million asset-backed issuance in Lebanon through the securitization of Solidere’s real estate portfolio.
  • Advised Deutsche Bank on the first-of-their-kind US$350 Million structured repo transactions with Société Générale de Banque au Liban (SGBL) and the multi-million structured repo transaction with Lebanon Gulf Bank (LGB).
  • Advised on the US$150 Million cross-border syndicated facility led by Deutsche bank to a prominent telecoms group, involving the International Finance Corporation (IFC) as a lender.
  • Advised the international syndicate led by Audi Bank, the largest bank in Lebanon, including major international development finance institutions OPIC and EIB, on the US$300 Million multi-jurisdictional syndicated facility to finance the 200MW utility-scale wind power plant in Lebanon under the first-ever Power Purchase Agreement with the Government of Lebanon.
  • Advised prominent Lebanese bank Saradar on the contemplated ETF-Linked Certificates Programme, a first-of-its kind in the Lebanese market.
  • Advised Fortune 500 company New York Life Insurance on the Banking Guidelines of its investments arm CANDRIAM, related to the cross-border offer of financial products and services into Lebanon under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised Big Four audit firm Ernst & Young acting for Swiss banks on the Banking Model Manual relating to the cross-border offer of financial products and services into Lebanon under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised global financial company American Express (Amex) on highly complex transactions under their card-member agreements with Lebanese counterparties involving the repayment of amounts in “fresh”/“local” US Dollars and Lebanese pounds amidst Lebanon’s unprecedented financial crisis and its impact on the fluctuation and multitude of currency exchange rates.
  • Advised CMA-licensed Credit Suisse Lebanon Finance on a highly complex distribution agreement for investment funds with global leading Swiss bank Credit Suisse.
  • Advised leading MAS-licensed Singapore bank Nomura and its Hong Kong SFC-licensed affiliate Nomura International on the cross-border offer into Lebanon of private banking services, including dealing in foreign exchange, trading in structured products and derivatives, and discretionary and non-discretionary fund portfolio management, under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised major telecom group Africell on a US$40 Million multi-tranche fiduciary mezzanine financing through a private placement, aimed at funding the purchase of additional frequencies and the expansion of the group’s operations in the DRC.
  • Advised Cyprus-based leading multi-asset investment firm NAGA Markets Europe, on the cross-border offer into Lebanon of private banking services, including trading services and facilities to traders in Forex & CFDs, Equities, Indices and Commodities, and the novel NAGA Coin (NGC) (a social finance crypto currency), under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised Saranac Partners, a leading private office regulated by the UK’s Financial Conduct Authority, on the cross-border offer of financial services into Lebanon under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised BRP Bizzozero & Partners, a leading Swiss expert in banking and financial regulatory compliance, on the Lebanon country manuals for Swiss banks related to the cross-border offer into Lebanon of Credit services, Islamic Finance products and services, and Private Banking services under the complex regulations of Lebanon’s Capital Markets Authority.
  • Advised leading private bank FFA on the US$25 Million acquisition of an equity stake in 4 legal entities forming the prominent aluminum manufacturing group SIDEM based on a novel dual-currency financing involving a highly complex fiduciary structure with two types of profit-sharing loans, and complex regulatory approvals before the Capital Markets Authority of Lebanon (CMA) under the Offers of Securities Regulation.
  • Advised prominent Ahli Investment Group on the establishment of a financial institution in Lebanon, involving highly complex regulatory licensing procedures before the Central Bank of Lebanon.
  • Advised the global leader in consumer electronics Samsung on a multi-million securitization structure of its trade receivables in Lebanon, co-arranged by Bemo Securitisation (BSEC) and FFA Private Bank.
  • Advised leading provider of agricultural solutions in Lebanon, Debbane Group, on a first-of-its-kind financing through the securitization of its portfolio of trade receivables for agricultural products, structured and arranged by Bemo Securitization Sal (BSEC), involving a complex consultation process with the Capital Markets Authority of Lebanon.
  • Advised on the ground-breaking US$40 Million multi-bank private placement to finance the launch of a TV station.
  • Advised premier real estate developer FFA Real Estate and FFA Private Bank on several multi-million private placements involving complex fiduciary structures and profit-sharing loans for the financing of the development of several projects, namely the high-end Badaro Gardens residential project, the large-scale first-of-its-kind Ahlam Lands project, and the pioneer Amchit Bay Residences project.
Finance and Capital Markets