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Super Team

Pakistan Experience

Some of the key assignments that the partners and associates of Lexium have worked on in recent years are summarized as follows:

  1. Acting as counsel to a U.S. government agency in an international project finance transaction of US$ 9 million to a leading chain of cinemas in Pakistan.
  2. Acting as counsel to a GCC branch of a leading Pakistani bank in a cross-border US$ 6.7 million refinancing of a Gulfstream G150 corporate jet registered in Pakistan.
  3. Acting as counsel to Pakistan Petroleum Limited in its proposed acquisition of working interests in three oil and gas fields in the Middle East through an auction-style sale and farm-in arrangement. Work has included extensive oil and gas related due diligence review and reporting, and negotiation of bidding documents and the proposed Farm-In Agreement.
  4. Acting as sponsors’ counsel in the establishment of a 200MW thermal power generation project by Nishat Power Limited and a 200 MW thermal power generation project by Nishat Chunian Power Limited. Work on these assignments (and the Atlas Power assignment mentioned below) included advising on, negotiating and finalizing all aspects of the project until financial closing, consisting of dealings with the Private Power & Infrastructure Board (PPIB), the National Electric Power Regulatory Authority (NEPRA), all contractual counterparties involved in the project and financing documentation, including the Government of Pakistan, the power purchaser, the fuel supplier, the EPC and O&M contractors, and the lending consortium.
  5. Acting as counsel to a leading international credit guarantee provider for provision of credit support by way of a PKR 966 million cross-border guarantee for a leading Pakistani mobile telecommunications services provider for its Islamic Sukuk bonds.
  6. Acting as counsel to a U.S. government agency in an international project finance transaction of US$ 3.5 million to a leading transportation cargo security business in Pakistan.
  7. Acting as counsel to a leading Pakistani WiMax broadband service provider in the restructuring and settlement of a US$ 20 million cross-border WiMax equipment finance facility.
  8. Acting as counsel to the Pakistani subsidiary of a GCC sovereign fund in a US$ 2 million acquisition of a rice processing facility in Pakistan.
  9. Acting as counsel to a leading Pakistani petroleum company in the due diligence for acquisition of several upstream petroleum assets in Pakistan.
  10. Acting as counsel to a leading Pakistani telecommunications service provider in the merger of its WiMax broadband business in Pakistan.
  11. Acting as sponsors’ counsel in the establishment of a 225MW thermal power generation project by Atlas Power Limited.
  12. Acting as borrower’s counsel in the extensive working capital financing extended to Nishat Power Limited by a consortium led by Habib Bank Limited.
  13. Advising the sponsors in the establishment of a 200MW thermal power generation project by WARDA Power Generation (Private) Limited (led by Brazil Energy).
  14. Acting as counsel to VA TECH HYDRO GmbH of Austria in an arbitration involving a dispute under a contract for the construction and installation of penstocks at the Ghazi Barotha Hydropower Project.
  15. Advising VA TECH HYDRO GmbH of Austria in their E&M Contracts involving the Allai Khwar and Duber Khwar Hydropower Projects.
  16. Acting as sellers’ counsel in the US$ 900 million sale of a 20% shareholding in MCB Bank Limited to Malayan Banking Berhad (Maybank) of Malaysia. The transaction, completed in June and August 2008 (involving the transfers of 15% and 5% shareholdings respectively), was the largest private sector cross-border M&A transaction in Pakistan’s history. Work included all sell-side due diligence, together with the drafting, negotiation, finalization, execution and implementation of the Share Purchase Agreements, the Call and Put Option Agreements, the Shareholders Agreement, and the Business Cooperation Agreement between the two sides.
  17. Acting as counsel to Tetra Pak Pakistan Limited in the PKR 9.4 billion financing of its new manufacturing facility near Lahore by a consortium of lenders led by National Bank of Pakistan and comprised additionally of Habib Bank Limited, Allied Bank Limited, Faysal Bank Limited and Bank Alfalah Limited.
  18. Acting as counsel to a consortium comprising MOL Hungarian Oil & Gas Company plc and Kuwait Foreign Exploration Company KSC in the privatization of Pakistan Petroleum Limited, one of Pakistan’s leading upstream oil and gas companies. Work involved acting as co-counsel alongside Freshfields Bruckhaus Deringer LLP and advising on all local law aspects of the assignment, including detailed due diligence review and analysis involving the licenses, leases and petroleum concession agreements concerning all of the target company’s exploration, development and production assets (both onshore as well as offshore), analyzing and reporting on all applicable corporate, privatization, anti-monopoly, petroleum, health, safety, environment and employment laws, as well as all attendant Constitutional issues, and reviewing, redrafting, and negotiating the Share Purchase Agreement involved in the transaction.
  19. Acting as counsel to Augere Holdings (Netherlands) BV and rendering it a full range of advisory and transactional services in respect of its broadband internet and voice over internet protocol (VoIP) operations in Pakistan using a wireless network based on the WiMAX technology standard, including incorporation of its local subsidiary Augere Pakistan (Private) Limited (widely known through the broadband services it provides under the “Qubee” trademark), negotiation of the contractual relationships involving its financing and operations, and advising on the corporate, employment and foreign exchange laws of Pakistan.
  20. Currently acting as counsel to a multilateral lending agency in the project financing of LNG import and regasification and power generation projects in Pakistan.
  21. Representing Oracle Systems Pakistan (Private) Limited as retained counsel on an ongoing basis in relation to their key corporate, contractual, licensing and regulatory matters.
  22. Acting as counsel to a consortium comprising MCB Bank Limited and Petronas of Malaysia in the privatization of Pakistan State Oil Company Limited, the leading downstream oil marketing company in the country. Work involved acting as co-counsel alongside Norton Rose LLP and advising on all local law aspects of the assignment, including detailed due diligence review and analysis involving all of the target company’s business segments, analyzing and reporting on all applicable corporate, privatization, anti-monopoly, petroleum, health, safety, environment and employment laws, as well as all attendant Constitutional issues, and reviewing, redrafting, and negotiating the Share Purchase Agreement and Shareholders Agreement involved in the transaction.
  23. Acted as counsel to the Nishat Power Limited and Nishat Chunian Power Limited in the establishment of 400 MW oil-fired power generation projects (financial closing achieved in December 2007).
  24. Acted as counsel to Lalpir Power Limited and Pak Gen Power Limited in an unconsummated transaction of sale of certified emissions reductions (CERs) to a German purchaser and reseller of CERs.
  25. Representing TRG Pakistan Limited as retained counsel on an ongoing basis in relation to all their key corporate and regulatory matters.
  26. Acted as counsel to a Pakistani subsidiary of a GCC sovereign investment fund on the acquisition of a rice production facility in Pakistan.
  27. Acted as local counsel to Allen & Overy LLP (UK) in drafting and finalizing its legal Rule Finder on the capital markets in Pakistan.
  28. Acted as counsel to Richard Chandler Corporation (Singapore) in drafting and finalizing the legal framework of its investment guide on the capital markets in Pakistan.
  29. Acted as counsel to Nishat Mills Limited in drafting, negotiating and finalizing
    agreements for its chain of distribution and network of its textile products under the name of “Nishat Linen” in Pakistan and overseas.
  30. Acted as counsel to Himont Pharmaceuticals (Private) Limited in a joint venture for the supply, marketing and distribution of pharmaceutical products in the Philippines.
  31. Acted as counsel to the acquirer for the purchase of the Pakistan operations of a leading international medical supplies company, including getting the associated regulatory approvals from the Competition Commission of Pakistan.
  32. Acting as counsel to BNP Paribas in the acquisition financing and the ongoing financing rearrangements involving National Oil Production Company S.A.E., which has an indirect wholly-owned subsidiary, Rally Energy Safed Koh Limited (RESK), involved in the upstream oil and gas business in Pakistan. Work has involved acting as co-counsel alongside Allen & Overy LLP and advising on all local law aspects of the assignment, including detailed due diligence review and analysis involving licenses, leases, petroleum concession agreements, farm-out arrangements and transfers of working interests concerning RESK, analyzing and reporting on all applicable corporate, banking, foreign exchange, anti-monopoly, petroleum and security interest laws, and reviewing, redrafting and negotiating the Acquisition Facility Agreement, all supplemental agreements thereto, and all Pakistani security related documents involved in the transaction.
  33. Representing Crescent Bahümàn Limited as retained counsel on an ongoing basis in relation to their key corporate, contractual, employment and regulatory matters.
  34. Representing the Imran Khan Foundation and the Namal Educational Foundation (Namal University) as retained counsel on an ongoing basis in relation to all their relief, rehabilitation, reconstruction, and educational activities.
  35. Representing the Lahore University of Management Sciences (LUMS) as retained counsel on an ongoing basis in relation to its contractual, endowment, and intellectual property work.
  36. Acting as counsel to the acquirer for the purchase of the Pakistan operations of a leading international medical supplies company, including getting the associated regulatory approvals from the Competition Commission of Pakistan.
  37. Acting as counsel to Shakarganj Mills Limited in its Rs. 5.44 billion financial restructuring comprising of a syndicated bridge finance facility of Rs. 2.46 billion and syndicated cash finance facility of Rs. 2.98 billion from a consortium of lenders led by MCB Bank Limited, and the associated sales of its sugar production facilities in Pakistan.
  38. Acting as counsel to a major multilateral lending agency in two of its project financings in Pakistan, one of a liquefied natural gas project, and the other of a gas-fired power generation project.
  39. Acting as sponsors’ counsel in the establishment of a 200MW thermal power generation project by Nishat Power Limited and a 200 MW thermal power generation project by Nishat Chunian Power Limited. Work on these assignments (and the Atlas Power assignment mentioned below) included advising on, negotiating and finalizing all aspects of the project until financial closing (achieved in January 2008), consisting of dealings with the Private Power & Infrastructure Board (PPIB), the National Electric Power Regulatory Authority (NEPRA), all contractual counterparties involved in the project and financing documentation, including the Government of Pakistan, the power purchaser, the fuel supplier, the EPC and O&M contractors, and the lending consortium.
  40. Acting as sponsors’ counsel in the establishment of a 225MW thermal power generation project by Atlas Power Limited (financial closing achieved in November 2007).
  41. Acted as counsel to Nishat Power Limited in the Rs. 4.3 billion cost overruns and working capital finance facilities extended to it by a consortium of lenders led by Habib Bank Limited in respect of its 200 MW oil fired power generation project.
  42. Acted as counsel to Augere Holdings (Netherlands) BV and Augere Pakistan (Private) Limited in the negotiation and finalization of a US$ 15 million WiMAX equipment finance facility from Huawei International Pte Limited.
  43. Acted as counsel to the Lahore University of Management Sciences (LUMS) in the negotiation and finalization of the Rs. 250 million student loan facility from MCB Bank Limited.
  44. Advising the sponsors in the establishment of a 200MW thermal power generation project by WARDA Power Generation (Private) Limited (led by Brazil Energy).
  45. Acting as counsel to VA TECH HYDRO GmbH of Austria in an arbitration involving a dispute under a contract for the construction and installation of penstocks at the Ghazi Barotha Hydropower Project.
  46. Advising VA TECH HYDRO GmbH of Austria in their E&M Contracts involving the Allai Khwar and Duber Khwar Hydropower Projects.
  47. Acting as counsel in various land acquisition and leasing transactions involving the Lake City Project near Lahore.
  48. Drafting, negotiating and finalizing all documentation relating to the Hyperstar Supermarket in Fortress Stadium, Lahore.
  49. Acting for and advising the Tricon Group in a variety of their land acquisition transactions.
  50. Acting as counsel to NIB Bank Limited in the negotiation, finalization and execution of a Software License Agreement with Temenos Headquarters SA covering a series of Core and Optional Modules of the renowned T24 Banking Solution.
  51. Advising NIB Bank Limited in the negotiation, finalization and execution of a Services Agreement with National Data Corporation covering all aspects of the implementation of the aforementioned T24 Banking Solution.
  52. Acting as counsel to Escorts Investment Bank Limited on a series of transactional and advisory matters, including syndicated financings, margin financing arrangements, software systems licensing, construction contracts, revising and updating the memorandum and articles of association, advising on miscellaneous contracts, and furnishing legal opinions on a variety of matters.
  53. Acting as counsel to Pakistan Aviators and Aviation (Private) Limited as lessee in the dry lease financing of a Gulfstream G150 aircraft and its registration/operation in Pakistan.
  54. Acting as counsel to Pakistan Aviators and Aviation (Private) Limited in its purchase of a Hawker Beechcraft Corporation King Air B200 aircraft from CPM Air Charter (Pty.) Limited of South Africa under an international Pre-Owned Aircraft Purchase Agreement and a US-based escrow arrangement.
  55. Acting as counsel to Carlina Aircraft Services Limited in the sale of a Cessna Citation Bravo aircraft to Al Jawahir Technical Pakistanian Contracting Company LLC under a UAE-based financing and escrow arrangement.
  56. Acting as counsel to ALAFCO Aviation Lease and Finance Company (K.S.C.) of Kuwait in the proposed dry lease financing of ten Airbus A320-200 aircraft to Pakistan International Airlines including sale and handover of ten Boeing 737-300 aircraft.
  57. Acting as counsel to the Securities and Exchange Commission of Pakistan in the restructuring of Crescent Standard Investment Bank Limited and its eventual merger and amalgamation with and into Innovative Housing Finance Limited.
  58. Leading the legal due diligence and share purchase agreement negotiation team of one of the bidders in the privatization of Pakistan Telecommunication Company Limited.
  59. Advising Kashmir Edible Oils Limited in its asset sale to Hi Tech Feeds.
  60. Advising Nexlinx (Private) Limited in its acquisition of GOL Internet Services (Private) Limited by way of a combined share and asset sale.
  61. Advising Hyundai Kohinoor Motors Limited in its asset sale to Dewan Farooque Motors Limited.
  62. Acting as counsel to one of the bidders in the privatization of Pak Arab Fertilizer Company Limited.
  63. Advising the Securities and Exchange Commission of Pakistan in the drafting of the Real Estate Investment Trust Rules and the Private Equity Fund Rules.
  64. Advising United Bank Limited on a series of financing transactions involving the electronics, textile, jute, cement, and paper & board sectors.