Cases
Mr. Hachem has worked on various matters involving clients from Saudi Arabia, the Gulf countries, Far East Asia, Europe
the United States. His work involved: - Representing a regional health care company in its acquisition of a Saudi chain of pharmacies comprising 8 pharmacies
for regulatory reasons we structured the transaction under the form of individual assets acquisition
transfer into a newly established company for this purpose. - Representing a regional health care
health product company in the structuring
acquisition of 28 health care related business operations
design the structure around strict licensing
other regulatory requirements
create the corporate structure to hold the acquired businesses. - Representing a major regional mobile service provider in the acquisition of a majority interest in another mobile service provider with operations in nine different jurisdictions in the Middle East
conduct the due diligence exercise in Saudi Arabia, Bahrain, Jordan, UAE, Kuwait, Egypt
Yemen. - Advising a Saudi automotive company in relation to the projected offer of part of its shares for public subscription
work included a due diligence exercise, review contracts with international suppliers
manufacturers, assess implications on third parties' rights, etc. - Participating in the representation of a major Saudi consortia
an international technical operator in the bid for the second GSM license with the CITC in the Kingdom of Saudi Arabia. This effort included advising
assisting the client on general telecom
licensing regulations, tender process as set forth by the regulator, draft or review tender documents. It also consisted of assisting in setting-up the relationship among the consortium members pre
post license award, including participating in the negotiation
draft of the shareholders' agreement
other legal documents required under the regulation in effect,
the charter documents of the company to hold the awarded license. - Advising on the restructuring
merger of 8 money exchangers for the creation
start-up operation of Bank Al-Bilad with capitalization of $800 million, including a 50% initial public offering (IPO), with the new bank consolidating operations of eight existing money exchange companies
h
le the Project from the initial negotiation
until completion of the merger
the IPO
draft all legal documentation required, including, due diligence on each of the merged entities, the initial MOU
Project terms, preliminary undertakings of the merged entities, transferability of assets analysis, structural merger/acquisition options
selection, ownership structure in conjunction with asset selection
valuations, transfer of assets agreements, transfer of employees
terms thereof, dealing with all local authorities, implementation of corporate structure
IPO related matter. - Representing the Construction Products Holding Company, part of the Saudi Binladen Group, in the restructuring of its 24 companies into a holding company
the execution of a private placement for a value of SR 600 million (USD 160 million)
the preparation for a potential IPO. His work included the execution of a due diligence on all of the subsidiaries, drafting private placement memor
um
subscription forms, coordinate with the CMA to obtain necessary approvals. - Restructuring of a well known health care company regrouping 7 subsidiaries located in various Gulf
Arab countries, in preparation for an IPO. The first phase of the project including a due diligence of the 7 subsidiaries was successfully completed. - Representing the Mediterranean
Gulf Insurance
Cooperative Reinsurance Company (Medgulf) in the preparation for
execution of the public offering of 25% of its shares. His work included the execution of a due diligence on all of the subsidiaries, draft the offering prospectus, the subscription forms, draft
negotiate receiving banks agreements, underwriter agreement, coordinate with the CMA to obtain necessary approvals. - Representing Trade Union Insurance Company in the preparation for
execution of the public offering of 42% of its shares. His work included the execution of a due diligence on all of the subsidiaries, draft the offering prospectus, the subscription forms, draft
negotiate receiving banks agreements, underwriter agreement, coordinate with the CMA to obtain necessary approvals. - Representing Gulf Union Cooperative Insurance Company in the preparation for
execution of the public offering of 40% of its shares. His work included the execution of a due diligence on all of the subsidiaries, draft the offering prospectus, the subscription forms, draft
negotiate receiving banks agreements, underwriter agreement, coordinate with the CMA to obtain necessary approvals. - Advising the Saudi Holl
i Bank
the Saudi Fransi Bank in their role as the lead receiving banks
underwrites of several high profile public offerings in Saudi Arabia. - Advising a Saudi Holding Company in submitting its bid for the project of privatizing the Catering Department of the Saudi Arabian Airlines Corporation where he assisted in executing a due diligence
drafting necessary agreements
legal documents in relation to the bid application including the sale
purchase agreement, the catering agreement, the process
escrow agreement, the transfer of business agreement,
the shareholders agreement to be entered into between the Saudi Arabian Airlines Corporation
the winner of the bid. - Advising a major real estate investment company for the development of a residential compound in the city of Jeddah
other real estate development projects. Work involved drafting
negotiating the infrastructure design plant build agreement, construction agreement, design build operate agreement, etc. - Representing both lenders
borrowers in a variety of real estate financing Projects structured in accordance with Sharia'a principles, including murabaha, istisna'a
ijara. - Representing a Saudi-based real estate development company with subsidiaries in Qatar, Jordan, Abu Dhabi
expansion plans into Eastern Europe in the restructuring
reorganization of its business, subsidiaries
corporate governance. - Advising two major Saudi group of companies owning more than 20 international cloths
accessories br
s. His work included negotiating, reviewing
drafting Franchise Agreements, Agency Agreements
License Agreements. - Completing an advisory project on the restructuring of a major Malaysian International food manufacturer in the frame of establishing the most favorable corporate structure in the Middle East, in 5 different jurisdictions including Saudi Arabia, Jordan, Syria, UAE
Lebanon. - Setting up of a public joint-stock company with capitalization of SR 750 million (USD 200 million) to carry out real estate investment activities, as well as an anticipated IPO for 25% of its initial capital. - Advising on the establishment of a real estate company in Saudi Arabia, where he has negotiated a major real estate franchise Project
h
led the structuring of the local Saudi entity covering foreign investment, tax related, shareholders
related matters. - Advising on the successful licensing
incorporation of a major investment bank in Saudi Arabia operating in securities business, asset management
financial advisory. - Advising European banks
financial institutions on securities business regulations
restrictions in Saudi Arabia. - Advising on the set up of a USD 500 million private equity fund in Saudi Arabia.
