Dentons advises on Oman and Qatar projects

Dentons has advised on the project financing and development of the Hafeet Rail project. This initiative marks the GCC’s first cross-border rail project, including the future connection between Abu Dhabi and Sohar Port in Oman.

The USD3 billion Hafeet Rail project, which is sponsored jointly by Etihad Rail and Oman Rail and supported by Mubadala Investment Company, has secured USD1.5 billion in project finance debt. This achievement reflects strong confidence from a diverse consortium of local, regional and international lenders, with significant support from Emirati and Omani banks – eight and nine institutions, respectively – highlighting the project’s strategic importance to both nations.

Spanning 238km, the railway network will include 60 bridges, some soaring up to 34 metres high, and tunnels extending up to 2.5km. It will connect five major ports and various industrial and freezones across the UAE and Oman. A single freight train journey on this network is expected to transport more than 15,000 tonnes of cargo, equivalent to approximately 270 standard containers. The sectors poised to benefit from this new capacity include mining, iron and steel, agriculture, retail, e-commerce and petrochemicals. Once operational, the railway will reduce travel time between Abu Dhabi and Sohar to just 100 minutes, with freight trains reaching speeds of 120km/h. Additionally, passenger trains will accommodate up to 400 travellers at speeds of 200km/h.

Dentons provided comprehensive advice on all aspects of the project financing. Additionally, lawyers at the firm guided the concession agreement for procuring construction and services on the UAE section of the line, along with a track access agreement to enable various UAE companies involved in the project to access relevant sections of the existing rail network.

This project is poised to transform regional transportation by enhancing the mobility of people and goods between the UAE and Oman. It aims to strengthen historical ties between the two nations while contributing to their sustainability goals.

The Dentons team was led by partner Stephen Knight, with support from partners Kanishka Singh, Sadaf Buchanan, Jamie Gibson, Yasser Taqi and Jon Nash, as well as counsel Martin Watt, senior associate Annabel Vincent and associates Elen Roberts, Shireen Al-Busaidi, Ben Suthers, Bayan Jafari-Eshaiker and Nisha Gupta.

Dentons has advised Qatar International Islamic Bank (Q.P.S.C.) (QIIB) on its issuance of USD300 million Additional Tier 1 Capital Certificates. The transaction was completed on October 2, 2024. The issuance was more than eight times oversubscribed, with a total order book exceeding USD2.5 billion, and followed QIIB’s issuance of USD500 million sustainable sukuk on January 11, 2024 and tap issuance of USD250 million sustainable sukuk on July 31, 2024.

Dentons also advised QIIB on its simultaneous tender offer in respect of QIIB Tier 1 Sukuk Limited’s outstanding USD300 million Additional Tier 1 Capital Certificates, which were issued in 2019. The tender offer process was completed on October 2, 2024. It was admitted to trading on the International Securities Market of the London Stock Exchange and was offered to sophisticated investors, outside the US, in reliance on Regulation S under the US Securities Act of 1933.

The Dentons team was led by partners Alex Roussos and Zaher Nammour, with assistance from senior legal consultant Katie Phillips, senior associate James Osun-Sanmi, senior associate Sana Siddiqui and associate Samer El Husseini.

Dentons has advised Commercial Bank of Qatar (P.S.Q.C.) (CBQ) on its issuance of CHF 225 million 1.7075 per cent Senior Guaranteed Green Notes due 2027. The notes were issued by CBQ Finance Limited, a special purpose vehicle established in Bermuda, and the notes are guaranteed by CBQ. The transaction was completed on October 8, 2024. Dentons also advised on the related September 28, 2023 update of CBQ’s USD5 billion Euro Medium Term Note Programme.

The issuance was CBQ’s inaugural green note issuance. It was also the largest-ever Swiss-franc-denominated issuance of green notes in Qatar. The net proceeds of the Green Notes will be applied to finance and/or refinance, in whole or in part, a portfolio of eligible sustainable projects in eligible green categories, as set out in CBQ’s Sustainable Finance Framework.

The issuance was rated A- by S&P and A by Fitch, was listed on the SIX Swiss Exchange and was offered to sophisticated investors, outside the US, in reliance on Regulation S under the US Securities Act of 1933.

The Dentons team in Dubai was led by partner Alex Roussos, with assistance from senior legal consultant Katie Phillips and senior associate James Osun-Sanmi.