Capital Markets

Building on our leading banking & finance practice, A&Q boasts unrivalled expertise in capital markets and has represented issuers, arrangers, advisors, underwriters and subscribers in some of the largest deals in the industry.

A&Q maintains a renowned and acclaimed capital markets team molded from two decades of being at the forefront of this industry, offering the full spectrum of services including for all types of debt and equity issues by way of public offerings and private placements.

Pioneering deals

A&Q has pioneered and introduced numerous instruments and products for the first time into the Pakistani market including:

First commercial paper

Acted as transaction legal counsel for Pakistan’s first-ever issuance of commercial paper with Indus Dyeing and Manufacturing Limited as the issuer and Orix Investment Bank as the arranger.

First SECP-approved securitization

Acted as transaction legal counsel for Pakistan’s first SECP-approved securitization transaction involving lease receivables of Pakistan Industrial Leasing Company (PILCORP).

First SECP-approved listed securitization

Acted as transaction legal counsel for Pakistan’s third SECP-approved securitization transaction, being the first listed securitization in Pakistan involving Orient Petroleum Inc.

Seven out of eight SECP-approved securitizations

Acted as transaction legal counsel for the first seven out of eight SECP-approved securitization transactions successfully completed to date, including Pakistan’s largest securitization transaction valuing PKR 1 billion which was listed on the Karachi Stock Exchange.

Demutualization of Stock Exchanges

Acted as legal counsel to the demutualistation of Karachi Stock Exchange, Islamabad Stock Exchange, and Lahore Stock Exchange into the Pakistan Stock Exchange.

First privately placed guaranteed sukuk issue

Acted as legal counsel for the first-ever privately placed guaranteed sukuk issue of PKR 3.12 billion with Byco Oil Pakistan Limited as the issuer.

First short-term sukuk

Acted as transaction legal counsel for Pakistan’s first-ever short term sukuk with Kot Addu Power Company Limited as the issuer.

First green bond issue

Acted as issuer’s local legal counsel for issuance of senior Regulation-S green bonds by the Pakistan Water and Power Development Authority for an amount of US$ 500 million, which was Pakistan’s first-ever green bond issue.

First sukuk programme establishment

Acted as issuer’s local legal counsel in the establishment of Pakistan’s first-ever sukuk programme with Ministry of Finance, Government of Pakistan as the programme issuer for the purpose of issuance of sovereign sukuks on the London Stock Exchange and a first issue under such programme valuing US$ 1 billion, a deal that won the “Best APAC Sukuk of the Year 2022” award by The Asset.

First listed developmental REIT

Acted as project legal counsel in the establishment, listing and offering of Globe Residency REIT Scheme, which was Pakistan’s first-ever listed developmental REIT.

First-ever foreign exchange company post 9/11

Acted as legal counsel in the incorporation of the first-ever foreign exchange company after 9/11 sanctions, namely NBP Exchange Company Limited.

First TFC and Sukuk Issue under new legal framework

As part of a scheme of arrangement involving over 100 creditors, acted as creditors’ counsel in the issuance of the first-ever bond/TFC and the first-ever sukuk under the Structuring of Debt Securities Regulations 2020.

Furthermore, A&Q is the primary law firm engaged by the Ministry of Finance, Government of Pakistan for all its foreign debt issues and majority of its local debt issues in the past decade, valuing well over US$ 15 billion.

Experience

Establishment of Sukuk Programme and a first issue of US$ 1b (2022)

Represented Ministry of Finance, Government of Pakistan in the establishment of Pakistan’s first-ever sukuk programme establishment and the first issue, listing and trading on the International Securities Market of the London Stock Exchange of a US$ 1 billion sovereign sukuk thereunder, a deal that won the “Best APAC Sukuk of the Year 2022” award by The Asset.

US$ 3.5b Sovereign Sukuk and Eurobond (2017)

Represented Ministry of Finance, Government of Pakistan in the issue, listing and trading on the International Securities Market of the London Stock Exchange of a US$ 1 billion sovereign sukuk, a US$ 1.5 billion eurobond and a TAP Issue of US$ 1 billion.

US$ 500m Reg-S Green Bond Issue by WAPDA

Acted as local legal counsel to the Pakistan Water and Power Development Authority in the issue and listing of senior Regulation-S bonds of up to US$ 500 million on the International Securities Market of the London Stock Exchange plc.

Divestment of SOEs valuing US$ 800m

Acted as local legal counsel to the Privatization Commission of the Government of Pakistan in the divestment of various state-owned assets valuing US$ 800 million through capital markets.

US$ 1b Sovereign Sukuk (2014)

Represented Ministry of Finance, Government of Pakistan in the issue, listing and trading on the International Securities Market of the London Stock Exchange of a US$ 1 billion sovereign sukuk.

US$ 1b Sovereign Sukuk (2016)

Represented Ministry of Finance, Government of Pakistan in the issue, listing and trading on the International Securities Market of the London Stock Exchange of a US$ 1 billion sovereign sukuk.

PKR 2b Listed Tier-II Sukuk Issue

Represented one of the biggest banks in Pakistan as counsel for the issuance of fresh tier – II listed sukuk certificates of PKR 2 billion.

PKR 4.5b Short-Term Sukuk by HUBCO

Acted as legal counsel to the advisors, arrangers and subscribers in the issuance of a short-term sukuk of PKR 4.5 billion by The Hub Power Company Limited (HUBCO).

Listing of Globe Residency REIT Scheme

Represented Arif Habib Dolmen REIT Management Limited as RMC in the establishment, launch and listing on the Pakistan Stock Exchange of a listed, conventional, developmental REIT (Real Estate Investment Trust) scheme of PKR 1.5 billion as “Globe Residency” with the Central Depository Company of Pakistan Limited as trustee.

PKR 700b GoP Domestic Sukuk

Represented the Government of Pakistan in a domestic sukuk issuance of PKR 700 billion.

PKR 7.4b Preference Shares Issue

Acted as legal counsel in the issuance of preference shares of PKR 7.4 billion by Pak Elektron Limited.

PKR 1b Commercial Paper

Acted as legal counsel to a PKR 1 billion issue of commercial paper by Pak Elektron Limited with The Bank of Punjab and Pak Brunei Investment Company Limited as the lead arrangers and advisors.

PKR 1.5b Lalpir Power Sukuk

Acted as transaction legal counsel for issue of sukuk valuing PKR 1.5 billion by Lalpir Power Limited.

Divestment of SOEs valuing US$ 400m

Acted as local legal counsel to the Privatization Commission of the Government of Pakistan in the divestment of various state-owned assets valuing US$ 400 million through capital markets.

PKR 6b Preference Shares Issue

Acted as legal counsel in the issuance of preference shares of PKR 6 billion by Fauji Akbar Portia Marine Terminals Limited to NBP, MCB, ABL, PCIC, BAFL, and PAIR Investment.

Meezan Bank Limited

Represented Ministry of Finance in the Government of Pakistan’s ijara sukuk issue of US$ 1 Billion.

PKR 1b Sukuk with Equity Warrant Option

Represented arrangers, advisors and subscribers in a sukuk issue of 1 billion by Shakargani Food Products Limited with an equity warrant option.

Divestment by Saif Holding Limited

Acted as legal counsel in Saif Holding Limited’s divestment of 48,308,500 shares held by it in Saif Power Limited.

PKR 1.5b Tier-II Capital Sukuk

Acted as transaction legal counsel for Al-Baraka Bank Pakistan Limited’s issuance of tier – II sukuk certificates of PKR 1.5 billion for the purpose of meeting State Bank of Pakistan’s prescribed liquidity requirements.

PKR 4b Sukuk by HUBCO

Represented arrangers, advisors and subscribers in a musharakah sukuk facility of PKR 4 billion extended to The Hub Power Company Limited.

PKR 2.5b Preference Shares Issue

Acted as legal counsel to a PKR 2.5 billion issue of preference shares by Master Tiles and Ceramic Industries Limited.

PKR 3b Sukuk to Javedan

Acted as legal counsel to the arrangers, advisors and subscribers in the provision of a musharaka sukuk facility of PKR 3 billion to Javedan Corporation Limited.