Clifford Chance advises Port & Free Zone World

Clifford Chance has advised Port & Free Zone World FZE (PFZW), a wholly owned subsidiary of Dubai World, on its USD2.7bn cash offer for DP World PLC (DP World) and both PFZW and Dubai World on the simultaneous USD8bn refinancing of Dubai World’s existing debt facilities. Dubai World and PFZW are longstanding clients of Clifford Chance.

DP World was the largest company by market capitalisation listed on Nasdaq Dubai until its delisting on June 23, 2020 following the successful completion of the offer. PFZW already held around 80 per cent of the shares in DP World and the offer valued the entire share capital of DP World at USD13.9bn. The offer was fully funded by debt facilities.

Clifford Chance also advised PFZW and Dubai World on the financing of the offer and the associated USD8bn refinancing of Dubai World’s existing debt facilities, facilitated by a paydown of USD5bn via a financing raised by PFZW and a refinancing of USD3bn by Dubai World. This will allow Dubai World to repay its current commercial bank lenders in full.

The offer is the largest by value for a company listed on Nasdaq Dubai and the third Nasdaq Dubai takeover on which Clifford Chance has advised. The offer is also the first ever M&A transaction to be implemented by way of a scheme of arrangement under DIFC law.

The Clifford Chance team drew expertise from various offices across its network and was led by partners Tim Lewis (London Corporate), James McCarthy (Dubai Corporate), Deniz Tas (Dubai Corporate), Robin Abraham (Dubai Finance), Graham Brewer (Dubai Finance), James Abbott (Dubai Litigation), Alex Nourry (London Antitrust), Mark Currell (Sydney Corporate) and Omar Rashid (Riyadh Corporate).