Law around the world LawOur global credentialsaround the world November 2019 Our global credentials

October 2021 Law around the world

Global resources 04 Recognition 05 Norton Rose Fulbright – in brief 06 Global services 08 Global sectors 11 Global coverage 29 Global practice groups 163 Global management team and chairs 175 Business principles 188 Business ethics 189 Risk management 190 NRF Transform 191

The purpose of this communication is to provide information as to developments in the law. It does not contain a full analysis of the law nor does it constitute an opinion of any Norton Rose Fulbright entity on the points of law discussed. You must take specific legal advice on any particular matter which concerns you. If you require any advice or further information, please speak to your usual contact at Norton Rose Fulbright.

© Norton Rose Fulbright LLP, 3 More London Riverside, London, SE1 2AQ, UK. Tel +44 20 7283 6000. Extracts may be copied provided their source is acknowledged. 4 Norton Rose Fulbright – Law around the world October 2021 5

Global resources Recognition Top 5 Best US law firms Top 10 global elite law firm brand cross-border US News & World Report Acritas, Global Elite Law Firm Brand Index 2015-2021 restructuring firm and Best Lawyers 2021 Global Restructuring Review 2020

Global legal Standout Tied in second place overall among advisor of the year response to all law firms with 26 global-wide IJGlobal Awards 2020 the COVID-19 practice rankings pandemic Chambers Global 2020 (NRF Resolve) Financial Times Innovative Technical advisor Lawyers Awards 2020 Top 15 6800+ 1000+ 3500+ 50+ winner Global antitrust and competition People worldwide Partners worldwide Lawyers and other Offices Central Banking FinTech Global Competition Review 2021 and RegTech awards 2020 75% men, 25% women legal staff worldwide (approximately)

Canada Latin America Middle East Asia Cybersavvy 16 law firm Top 15 Our 17 ranked Calgary Mexico City Dubai Bangkok BTI Consulting Group's Cybersecurity Financial Times Innovative lawyers in global- Montréal São Paulo Riyadh1 Beijing & Data Privacy Report 2020 Lawyers Report 2020 wide practice Ottawa Hong Kong rankings place us Québec Europe Africa Jakarta3 second among all Top 50 employers Toronto Amsterdam Bujumbura2 Shanghai law firm for women Vancouver Athens Cape Town Singapore Legal innovation winner Chambers Global 2020 Brussels Casablanca Tokyo (Claim Control airline claims) The Times 2021 United States Frankfurt Durban Legal Week and American Lawyer, 2020 Austin Hamburg Harare2 Australia International law Restructuring Deal Dallas Istanbul Johannesburg Brisbane firm innovation of the Year Denver London Kampala2 Canberra (NT Analyzer) IFLR Europe Awards 2021 Houston Luxembourg Nairobi2 Melbourne Asian technology and innovation Legal Week innovation Los Angeles Milan Perth initiative of the year awards 2020 Minneapolis Monaco Sydney Asia Legal awards 2020 New York Moscow San Antonio Munich San Francisco Paris 1 Mohammed Al-Ghamdi Law Firm Firm is a St Louis Piraeus Saudi Arabian legal practice which operates in Employer of choice for Top 30 employer for working families Washington, DC Warsaw association with Norton Rose Fulbright US LLP 2 Alliances gender equality Working Families 2018 - 2020 3 TNB & Partners in association with Norton Rose Fulbright Australia Workplace gender equality agency citation, Australia 2014-2020 6 Norton Rose Fulbright – Law around the world October 2021 7

Norton Rose Fulbright | in brief

Norton Rose Fulbright is a global law firm. We provide the world’s preeminent Selected clients corporations and financial institutions with a full business law service. We AIG ING have more than 3500+ lawyers and other legal staff based in more than 50 AT&T International Finance Corporation cities across Europe, the United States, Canada, Latin America, Asia, Australia, Bank of America JPMorgan the Middle East and Africa. BNP Paribas Macquarie Recognized for our industry focus, we are strong across all the key industry sectors: financial institutions; Bombardier Marsh & McLennan Companies energy, infrastructure and resources; transport; technology; life sciences and healthcare; and consumer bp Pfizer markets. Through our global risk advisory group, we leverage our industry experience with our knowledge of legal, regulatory, compliance and governance issues to provide our clients with practical solutions to the legal Brookfield QBE and regulatory risks facing their businesses. Chevron Rio Tinto Wherever we are, we operate in accordance with our global business principles of quality, unity and integrity. Chubb Royal Bank of Canada We aim to provide the highest possible standard of legal service in each of our offices and to maintain that level of quality at every point of contact. Citi Shell Norton Rose Fulbright Verein, a Swiss verein, helps coordinate the activities of Norton Rose Fulbright Energizer Société Générale members but does not itself provide legal services to clients. Norton Rose Fulbright has offices in more than ExxonMobil Total 50 cities worldwide, including London, Houston, New York City, Toronto, Mexico City, Hong Kong, Sydney and Johannesburg. For more information, see nortonrosefulbright.com/legal-notices. HSBC Zurich

Sectors Global practice groups Financial institutions Antitrust and competition Litigation and disputes Energy, infrastructure Banking and finance Real estate and resources Bankruptcy, financial restructuring Risk advisory Transport and insolvency Tax Technology Corporate, M&A and securities Life sciences and healthcare Employment and labor Consumer markets Intellectual property 8 Norton Rose Fulbright – Law around the world October 2021 9

Global services

A C F I P S Acquisition finance and corporate Capital markets Financial institutions IBOR and benchmark reform Patents Sanctions and export controls lending Cartels and antitrust investigations Financial investors Immigration law Payments Securities litigation, regulation and Advertising and marketing Class actions Financial Restructuring Information governance, privacy Pensions enforcement Alternative dispute resolution (ADR) Climate change and sustainability and Insolvency and cybersecurity Planning Shipping Alternative investments Commodities Financial services and regulation Infrastructure Ports Sourcing and technology Antitrust and competition Communications, media and FinTech Insolvency Power and utilities Sports law Appellate entertainment Food and agribusiness Insurance Private equity Structured trade and commodity finance Asset and wealth management Construction and engineering Franchising InsurTech Product liability Sustainable finance Asset-based lending Consumer markets Fraud and asset recovery Intellectual property Professional negligence Asset finance Copyright law International arbitration Projects G T Aviation Corporate governance Investment funds Public and government finance Government relations and public Tax Corporate, M&A and securities Islamic finance Public-private partnerships (PPP) policy Technology consulting B Crisis management Trade secrets Banking and finance L R H Trademarks and brands Bankruptcy D Life sciences and pharmaceuticals Rail Health and safety law Transport Banks Digital transformation Litigation and disputes Real estate Healthcare Lobbying Regulation and investigations E Hotels, hospitality and leisure W Regulatory compliance consulting eDiscovery M Water Renewables Emerging markets Merger control Wealth and private client Reputation and defamation White-collar crime Employee benefits and executive Mining protection compensation WTO and international trade Restructuring Employment and labor O Risk advisory Energy Oil and gas Roads Energy transition Environmental law Environmental, social and governance 10 Norton Rose Fulbright – Law around the world

Global sectors

Financial institutions Energy, infrastructure and resources Transport Technology Life sciences and healthcare Consumer markets

Office key (transactions)

AMS Amsterdam ATH Athens AUS Austin BAN Bangkok

BEI Beijing BRI Brisbane BRU Brussels CAL Calgary

CAN Canberra CAP Cape Town CAS Casablanca DAL Dallas

DEN Denver DUB Dubai DUR Durban FRA Frankfurt

HAM Hamburg HK Hong Kong HOU Houston IST Istanbul

JAK Jakarta JOH Johannesburg LON London LA Los Angeles

LUX Luxembourg MEL Melbourne MEX Mexico City MIL Milan

MIN Minneapolis MON Monaco MTL Montréal MOS Moscow

MUN Munich NYC New York OTT Ottawa PAR Paris

PER Perth PIR Piraeus QUE Quebec City RIY Riyadh

SAN San Antonio SAO São Paulo SFO San Francisco SHA Shanghai

SIN Singapore STL St Louis SYD Sydney TOR Toronto

VAN Vancouver WAR Warsaw WDC Washington, DC 12 Norton Rose Fulbright – Law around the world Global sectors October 2021 13

Financial institutions

Victory for senior banking HSBC reviews global HQ, NZIA wins bid for Central Bank of We provide the world’s preeminent financial institutions with a full executive in claim arising from implements UK ring-fencing Bahamas’ digital currency business law service around the globe, providing technical, sector and ‘London Whale’ case We advised global banking group HSBC We supported technology services regulatory expertise to the banking, insurance, asset management and Our London and New York regulation on its 10-month review of the best provider NZIA in its successful bid for a investment industries. and investigations lawyers secured a domicile for its global headquarters, first project to digitize the Bahamian dollar significant outcome for Javier Martin- announced in April 2015. This involved on behalf of the Central Bank of the Artajo, a former senior executive at JP analyzing the corporate, regulatory Bahamas. Project Sand dollar aims to Our risk advisory service enables our clients to mitigate the challenges they face, while our regulatory and Morgan, in multijurisdictional proceedings and governance regimes of numerous create a Central Bank digital currency that investigations teams help them to navigate the increasingly demanding regulatory environment and to before the US Department of Justice (DoJ) countries, as well as the impact of will be treated as legal tender identical to resolve their most high-profile investigations. Our global platform allows us to respond swiftly, efficiently and and the US Securities and Exchange relocating HSBC’s global network, which paper currency, one of the first of its kind. strategically to complex multijurisdictional litigation challenges. Our FinTech and InsurTech practices are truly Commission (SEC). After five years of spans 73 countries. We also advised VALUE investigations and proceedings in the US HSBC’s appointed Independent Banking global teams, working with financial institutions, start-ups and investors to capitalize on the transformative Confidential Representative in relation to the review of potential of new technologies such as artificial intelligence, the Blockchain and smart contracts, while and Europe, in 2017 the DoJ and the SEC dismissed all criminal charges and civil the bank’s implementation of ringfencing OFFICES ensuring compliance with the rapidly changing regulatory landscape. claims against our client. The allegations in the UK. VAN TOR NYC JOH SING related to Martin Artajo’s conduct in 2012 VALUE over what the media referred to as the Lawyers Contact Market recognition CONFIDENTIAL ‘London Whale’ trading losses. The US Tier 1 government’s decision, which ended OFFICES James Bateson First-of-a-kind insurance for FinTech four years of civil proceedings involving 1100 +44 20 7444 3528 LON PAR HK SYD MEL TOR HAM [email protected] The Legal 500 UK 2021 the disclosure of millions of pages of secure storage of digital asset documents, depositions of over 35 FRA DUB SIN SHA WDC NYC HOU private keys fact witnesses and careful government WAR MIL JOH AMS RIY JAK Arch, in collaboration with Marsh, We deliver analysis of the evidence, completely launched Blue Vault, a new solution A leading reputation for undertaking some A global network of M&A lawyers A global payments practice comprising vindicates Martin-Artajo’s position. Our to provide insurance protection for the of the most complex regulatory matters providing sector-focused advice on cross- lawyers, technology consultants, risk and representation of our client demonstrates secure storage of digital asset private border transactions, complex structuring, compliance advisors and government the depth and strength of our cross- Group promotes distributed Our global FinTech practice advises clients keys held in traditional vault facilities. We restructuring and disposals relations professionals border investigations and enforcement across the entire FinTech ecosystem, ledger technologies advised on the legal and technical aspects from start-ups and unicorns to financial Regulatory compliance consulting services Securities lawyers covering the full range capabilities in advising senior executives, We are the sole legal advisor to the Global of this groundbreaking product. institutions and governments, on their to help our clients develop, review and of equity and debt capital markets matters, financial institutions and corporates, Blockchain Business Council’s Post-Trade highest-profile, complex and cutting edge enhance their governance arrangements, from international equity offerings and with experience in the key financial VALUE Distributed Ledger Group, a consortium FinTech projects. control reviews, compliance and risk multiple listings to investment grade and and regulatory centers of London, New CONFIDENTIAL of nearly 40 financial institutions and A technology consulting practice providing frameworks high-yield debt, as well as securitization York and Washington, DC. We worked market infrastructure providers from all OFFICE strategic advice on the deployment of A dedicated business ethics, reputational and derivatives alongside Cortes, a law firm in Spain, on regions of the globe seeking to enhance emerging technologies and risk management program An 800-strong global banking and finance extradition proceedings issued by the US LON the development and application of team with one of the longest histories of government, in which the Spanish courts Experience of acting on some of the distributed ledger technologies across any law firm in the field found in favor of our client in 2015. world’s highest profile multijurisdictional various segments of the post-trade sector. investigations, including prominent VALUE VALUE regulatory inquiries, regulatory enforcement CONFIDENTIAL and criminal investigations CONFIDENTIAL OFFICES OFFICE LON NYC WDC PAR ATH LON 14 Norton Rose Fulbright – Law around the world Global sectors October 2021 15

Energy, infrastructure and resources

We have one of the largest and most dynamic energy practices in the We deliver for energy Leading legal and strategic advice on the Support for the incubation and Guidance for organizations across all world and have been advising our energy clients for more than a century. rapid and disruptive transformation of the commercialization of new technologies and industries on driving down carbon Our lawyers are spread across every major energy market, supporting our energy sector business models impact through energy efficiency, The strongest network of skilled renewable Insight into the digitalization of the energy on-site clean energy, corporate power clients across the entire energy value chain. energy legal advisors globally value chain through the use of distributed purchase agreements and carbon capture An unprecedented number of successful ledger technology and Blockchain investments We are proud to be at the heart of the transition to a low-carbon economy and help our clients in all industries and innovative ‘country first’ and Support in the development of new global A dedicated business ethics, reputational to assess and respond to the opportunities and challenges this presents. ‘technological first’ transactions in markets, such as hydrogen, carbon capture and risk management program emerging markets and storage, energy storage, green gas and floating offshore wind and solar energy Lawyers Contacts

Anne Lapierre Douglas B. Buchanan, QC 950 +33 1 56 59 52 90 +1 212 318 3155 | +1 604 641 4852 [email protected] [email protected] We deliver for infrastructure and resources John Mauel +1 713 651 5173 Award-winning project finance experience Emerging markets capability across a Advice across a range of areas, including [email protected] A global PFI/PPP team with experience in variety of project, sector and asset classes capital markets, real estate, corporate, the most complex infrastructure projects Experience in the China-Africa mining and dispute resolution, international arbitration, World-class mining lawyers based in offices infrastructure axis, drawing on a 15-year risk advisory, IP, and employment and labor across all the main mining markets track record in Africa and more than 30 Commodities lawyers with considerable An unrivalled capability to advise clients years in China emerging markets experience across our global network on the Particular capability in alternative mine A dedicated business ethics, reputational Market recogniton environmental and social governance finance (including streaming), having and risk management program Tier 1 “Highly rated projects and energy “The most impressive aspect of the issues that are crucial to their business advised dozens of issuers and purchasers Energy & Natural Resources: practice assisting clients with a vast team is their cohesiveness in the operations across the world Renewables & Alternative Energy array of jurisdictions thanks to its consistent delivery of high-quality Chambers and Partners – UK and US enviable global footprint.” service. When we have a question in a 2020 “The most impressive aspect of the specific area of the law, that question is always answered by the expert at NRF Projects: LNG team is their cohesiveness in the who specialises in that field.” Chambers & Partners – US 2020 consistent delivery of high-quality service.” Chambers Global – Global-wide, Projects Power (including electricity, nuclear and and energy: mining and minerals 2020 renewables) Chambers Global 2020 The Legal 500 UK 2020 Energy: Renewables/Alternative power Project Finance The Legal 500 US 2020 Projects and energy: mining and minerals Chambers Global – Global-wide 2020 16 Norton Rose Fulbright – Law around the world Global sectors October 2021 17

Energy experience Infrastructure and resources experience

World’s largest project financed ESAP modernization project OFFICES US$18bn Barrick/Randgold HZI and New Energy develop and Nuuvera combines with Aphria to solar IPP facility Our lawyers advised the US Department NYC SAO merger creates biggest gold miner finance The East Rockingham create preeminent global medical Our London, Dubai and Singapore of Justice on providing procurement We advised Randgold Resources Ltd on Resource Recovery Facility cannabis supplier teams advised a consortium of EDF advice and transaction support services its US$18.3bn share for share merger with The A$511m+ East Rockingham Resource We advised Nuuvera Inc on its Renouvelables SA and Jinko Power to Public Services and Procurement Barrick Gold Corporation. The transaction Recovery Facility is Australia’s second combination with Aphria Inc by way of (HK) Company Ltd on the project Canada for the Energy Services OMV v the Romanian Ministry of created the world’s largest gold miner with large-scale waste to energy project a plan of arrangement to create a global financing and development of the Abu Acquisition Program’s Energy Service Environment over pollution of a combined 78 million ounces of proven and the first of its kind in Australia to leader in the supply of medical cannabis. Dhabi-based 2 GW Al-Dhafra Solar PV Modernization P3 project. This won well heads and probable gold reserves. The new use ‘waste-arising’ contracts. Our team Under the terms of the agreement, Aphria Independent Power Producer project. IJGlobal's North America utility deal of company has the greatest concentration advised HZI and New Energy on all acquired all the issued and outstanding We continue to act for OMV in an Once developed, this landmark project the year. of tier one gold assets in the industry, the aspects of developing and financing the common shares in Nuuvera for US$8.50 arbitration arising from the privatization will be the largest solar project in the OFFICE lowest total cash cost position amongst project. per share, payable in cash and common of Romania’s national oil company OMV world, to date, to be project financed. senior gold peers, and a diversified asset shares. Nuuvera has a strong presence in Petrom) and the costs of remediating VALUE Demonstrating the Middle East’s OTT portfolio for growth in many of the world’s Europe, Africa and the Middle East, along historical pollution at hundreds of well A$511m+ commitment to the energy transition, it most prolific gold-supplying districts. The with state of the art facilities for cannabis heads and other facilities across the won Project Finance International’s 2020 combination, which is expected to be OFFICE processing, extraction and distillation. country. In 2020, an award was rendered solar deal of the year. listed on the New York and Toronto Stock in our client’s favour awarding it the VALUE Lāwa’i Solar and Energy Storage Exchanges, also owns copper businesses. MEL OFFICES full amount of its claims plus costs and project wins deal of the year C$826m interest. The dispute is ongoing. VALUE LON DUB SIN OFFICES We represented Société Générale as OFFICE US$18.3bn lender financing the combined 20 MW OFFICES US$1.165bn invested in University TOR MTL solar PV and 20 MW/100 MWh AES LON of Iowa Utility System P3 LON NYC World’s first LNG sale and Lāwa’i Solar and Energy Storage project in Kauai, Hawaii – the largest operational Our lawyers represented Hannon purchase agreement with carbon solar and storage system in the world. Armstrong in connection with its US$115 San Francisco Public Utilities neutral ambitions This won IJGlobal’s 2020 North American Enel creates JV with QIA to million preferred equity investment in Commmission in US$711m water the US$1.165 billion University of Iowa Our Singapore and London teams battery storage deal of the year. develop renewables in sub- US$1.5bn A3 motorway expansion Utility System P3, a long-term lease refunding issuance advised Pavilion Energy on the world’s OFFICES Saharan Africa PPP secures financial close and concession of the University's first LNG sale and purchase agreement A cross-border team from our San A cross-border team of our lawyers We advised the German Federal Ministry utility system which was awarded to a with carbon neutral ambitions. Pavilion NYC LA WDC Francisco, Los Angeles, New York and in Europe and Africa advised Enel's of Transport and Digital Infrastructure and concessionaire formed by Meridiam and Energy and Qatar Petroleum signed a London offices served as bond counsel renewables arm Enel Green Power on the Autobahndirektion Nordbayern, as ENGIE. The P3 covers all operations 10-year LNG SPA for the supply of up to the San Francisco Public Utilities a joint venture partnership with the representatives of the federal government, with respect to the utility system's steam, to 1.8 million tons of LNG per year to Commission (SFPUC) on its recent sovereign wealth fund of the State of on the award process for, and financial cooling, water, and electricity for a 50-year Singapore from 2023. Each LNG cargo Constellation Overseas US$711m water refunding issuance. Qatar, Qatar Investment Authority to close of, the US$1.5bn project to expand term, and will help ensure the University delivered under this agreement will insolvency and restructuring SFPUC became the first US municipality finance, build and operate renewables the A3 motorway between AK Biebelried meets its sustainability goals, including be accompanied by a statement of its to list bonds on the London International Our team assisted Banco Bradesco with projects in sub-Saharan Africa. The and AK Fürth/Erlangen. The project is the being coal-free by January 1, 2025 greenhouse gas emissions, measured Securities Market. The bond issuance its US$150m working capital facility transaction is subject to approval and largest PPP in Germany, to date. from well to discharge port. VALUE is part of a 14-year water system claim in the bankruptcy of Constellation antitrust clearance. The first phase VALUE improvement program targeting aging OFFICES Overseas (formerly QGOG Constellation), involves QIA's acquisition of 50 percent US$335m US$1.5bn infrastructure and improving its ability one of Brazil's leading drilling and oil of EGP's stake in four projects under OFFICES to withstand earthquakes, along with SIN LON OFFICE and gas services companies. The case construction and two plants in operation enhanced environmental features. involved insolvency proceedings filed in in South Africa and Zambia. SAN NYC WDC MUN VALUE three jurisdictions, the main restructuring OFFICES being filed in Brazil, and ancillary US$711m proceedings filed in the US and the MIL BRU JOH DUR OFFICES British Virgin Islands. SFO LA NYC LON 18 Norton Rose Fulbright – Law around the world Global sectors October 2021 19

Montréal’s C$6.3bn light rail Khalifa Port Container Terminal Redevelopment of the Old War Lactalis Group acquisition of system to be one of world’s largest expands UAE/China trade links Office Building in London natural cheese division of Kraft Heinz We advised CDPQ Infra Inc, in its dual role We advised DBS Bank on financing We are advising on the acquisition and of sponsor and authority, on its innovative phase two of the development, design, redevelopment of an iconic building Our Toronto and Ottawa offices advised Our commodities team is Réseau express métropolitain (REM) engineering, management and operation steeped in British Military history in a long-time client Parmalat Canada and renowned for its advice on project. The C$6.3bn light rail project will of the Khalifa Port Container Terminal in sensitive location in the heart of political its parent, the Lactalis Group, on the market-leading structured comprise 67 KM of railway and 26 stations Abu Dhabi, UAE, the first semi-automated London. The planning permission is acquisition of Kraft Heinz Canada ULC’s trade and commodity and, once complete, will be one of the container port in the region. The deal is for a 6-star 122-bedroom hotel and 88 Canadian natural cheese division for finance transactions. largest automated transportation systems not only significant for its size but also residential apartments with ancillary C$1.62bn. The transaction includes a in the world. for the project’s role in expanding trade ‘signature’ restaurants and hospitality production facility located in Ingleside, VALUE links between the United Arab Emirates areas including a 600-person double- Ontario, volumes of milk quotas and and China. The expanded terminal is also height ballroom. A multi-disciplinary almost 400 employees. C$6.3bn expected to include the largest container team, including construction, planning, VALUE OFFICES freight station in the Middle East region, environmental, financing, branding, and covering 275,000 M2, with a further hospitality experts as well as pure real C$1.62bn MTL QUE expansion of 150,000 M2 in plan. estate advisers, is advising on the project, OFFICES given its size and complexity. VALUE TOR OTT US$260m VALUE US$800m expansion of Sangaredi OFFICES £1.5bn Bauxite mine in western Guinea OFFICE SIN DUB BEI SWY Group restructures We are assisting Compagnie Des Bauxites LON de Guinée with the US$800m expansion We acted for the SWY Group, in the of its Sangaredi bauxite mine in western context of its CCAA restructuring process. Guinea. The project involves the expansion Anglo American and Kimura in SWY is a Canadian mining corporation, of the mine’s capacity, and construction Chilean offtake-linked financing Umm Al Hayman Waste Water which was listed on the TSX prior to the of additional rail and port infrastructure to Treatment Plant PPP CCAA proceedings. Its main operation support increased production. IFC, OPIC A multijurisdictional team of our lawyers was the Renard Mine, one of only four and a syndicate of commercial banks are across Australia, Singapore, London, New Our lawyers are advising Kuwait Authority diamond mines in Canada and a flagship providing the financing. We continue to York and Ottawa advised Anglo American for Partnership Projects (formerly known component of Québec’s Plan Nord, advise on the financing, as well as on our and a fund managed by Kimura Capital as Partnerships Technical Bureau) on the employing over 500 employees. The client’s other capital expenditure plans, LLP on an offtake-linked financing to US$1.8bn procurement of a wastewater Renard Mine financing in 2014 was the including its commitments on shared Minera Tres Valles SpA (MTV) to fund treatment plant and sewage pipe largest single project financing transaction infrastructure and future expansion plans. the expansion of its copper mine in Chile transmission system to be constructed in for a publicly listed diamond company in VALUE and to refinance existing debt. MTV is Umm Al Hayman, Kuwait. Canada, and included equity, senior and a subsidiary of Canadian-listed Sprott convertible debt, equipment financing US$800m VALUE Resource Holdings Inc. Anglo American and the world’s first ever diamond stream US$1.8bn OFFICES is also granted a 100 percent offtake for financing. MTV’s copper cathode production. OFFICE LON PAR OTT OFFICE VALUE DUB MTL US$400m+ OFFICES

SYD NYC OTT LON SIN 20 Norton Rose Fulbright – Law around the world Global sectors October 2021 21

Transport Delta in transpacific joint venture Commonwealth Bank funds easyjet in sale and leaseback with Korean Air Angel Trains project for new and used Airbus fleet We are one of the few global law firms to provide the all-round service needed Our Asia antitrust and competition We assisted Commonwealth Bank of team advised Delta Air Lines Inc on a Australia with a £900m (US$1.2bn) rail We advised easyJet on the sale and by today’s rapidly evolving transport sector. transpacific metal-neutral joint venture financing in partnership with train leasing leaseback of 56 of its Airbus A320 NEO with Korean Air. The joint venture links company Angel Trains. The financing, family and A320 CEO family aircraft. We develop innovative ways of addressing business challenges in aviation, rail and shipping and offer our 15 Asian countries with the US, allowing part of one of the largest privately- This project played a significant role in clients the benefit of in-depth knowledge rooted in our experience of advising on all sides of major matters the two airlines to offer an enhanced procured train orders in the UK, is being maximising liquidity and strengthening and expanded network, serving more used to finance a new fleet of 665 in the sector. We are strong in all practice areas with a track record in asset finance, litigation and disputes, easyJet’s financial position as part of than 290 destinations in the Americas Bombardier Aventra trains for Abellio’s measures to manage the impact of regulation and a fast-growing corporate, M&A and securities business. and more than 80 in Asia, and providing East Anglia franchise. COVID-19. It generated more than customers of both airlines with more travel VALUE US$1.8bn of cash proceeds for the airline choices. We provided competition law and and was the largest sale and leaseback Lawyers Contact Market recognition £900m (US$1.2bn) regulatory assistance across Asia. project undertaken by the airline for its OFFICES Duncan Batchelor Tier 1 VALUE new and used Airbus fleet. Shipping: finance 400 +44 20 7444 2650 Confidential LON SYD VALUE [email protected] Chambers Global – Global-wide 2017-2021 OFFICES US$1.8bn Aviation: finance Christine Ezcutari OFFICE +33 1 56 59 52 60 Rail: finance BAN HK JAK SIN TOK [email protected] Chambers Global – Global-wide 2019-2021 Danaos Corp effects US$2.2bn LON 11 Tier 1 rankings for aviation restructure to pursue growth in Chambers & Partners and containership market The Legal 500 2021 Landmark sale of DVB’s aviation and land transportation We advised Citigroup and other lenders Chapter 11 bankruptcy of Aegean of Danaos on a US$2.2bn restructuring We deliver businesses Marine Petroleum Network of NYSE-listed Danaos Corp, one of the A world-class transport practice able to Market knowledge and a thorough Guidance on the legal implications We advised DVB, the transport finance world’s largest independent owners of We assisted Mercuria Energy Group with advise on all aspects of aviation, rail and understanding of how the transport and opportunities of disruptive and division of DZ Bank AG, on the sale of modern, large-size containerships. The the Chapter 11 bankruptcy of Aegean shipping on both a local and global scale sector operates, derived from decades of innovative technologies for the transport its aviation finance group to Japan’s restructuring, completed out of court, Marine Petroleum Network, a global Deep understanding of the transport experience in the sector sector, including blockchain and artificial Mitsubishi UFJ Financial Group and its resulted in a substantial balance sheet supplier of fuel to the shipping industry. sector, gained from advising airlines, rolling A dispute resolution team practiced in intelligence affiliated leasing operation BOT Lease. restructuring and recapitalization of Mercuria provided debtor-in-possession stock and train operating companies, advising on multijurisdictional litigation Guidance for transport entities on We also advised DVB and DZ Bank Danaos, and positions it to capitalize financing to fund the bankruptcy process ship-owners, financial institutions, Experience in restructuring, insolvency and strategies to support the decarbonization of on the sale and transfer of DVB’s land on growth opportunities in the and served as purchaser for Aegean's manufacturers, regulators and governments enforcement aviation, rail and shipping transportation business to German public containership sector. business/assets under a Chapter 11 plan. Asset finance lawyers in all the world’s A global emergency response team, Guidance on antitrust, competition, and sector lender Landesbank Hessen- VALUE The US Bankruptcy Court approved leading financial centers international regulatory systems and Thüringen Girozentrale (Helaba). Aegean Marine’s reorganization plan, including cyber response US$2.2bn leading the way for the company to Experience of all forms of finance and Lawyers instrumental in the development controls VALUE OFFICES emerge from Chapter 11 as a wholly- leasing structures, including Islamic finance of new forms of cooperation within In-depth knowledge of sustainability and Confidential owned subsidiary of Mercuria Energy the transport sector, via private equity climate change DAL ATH LON NYC OFFICES Group. The case involved dealing with investment, joint ventures, capital markets, A dedicated business ethics, reputational over 80 companies across more than 20 strategic alliances and M&A and risk management program LON HAM NYC jurisdictions globally. VALUE Confidential OFFICES

DAL NYC HOU LOU FRA 22 Norton Rose Fulbright – Law around the world Global sectors October 2021 23

Technology

Our global technology group advises a number of the world’s leading corporations and institutions throughout the technology, business services, SCALE.AI is one of five to win PayPal’s iZettle acquisition clears Vodafone Hutchison Australia Canadian supercluster funding CMA investigation merger with TPG Telecom communications, media, entertainment and consumer markets sectors. We advised SCALE.AI (Supply Chains Our London antitrust lawyers are Our lawyers acted on all aspects of a and Logistics Excellence AI), one of five advising PayPal on the UK Competition proposed merger between Vodafone With technology lawyers across our geographies, we provide our clients with a global service in established winning superclusters that will share up and Markets Authority’s phase two Hutchison Australia Pty Limited (VHA), and emerging markets. Our lawyers around the world advise on the cutting edge of new developments in to C$950m in federal funding through investigation of its acquisition of Swedish- Australia’s third largest telecoms operator, technology, including artificial intelligence (AI), internet of things, distributed ledger technology, autonomous the Canadian government’s Innovation based payments company iZettle. and TPG Telecom Ltd, the next biggest vehicles, digital disruption and transformation. Superclusters Initiative, a program aimed This was a high-profile and high value telecoms operator in the country. If at promoting growth and job creation. transaction in a digital market – an area approved, the merger will create a VALUE of intense focus for the competition company with an enterprise value of Lawyers Contact Market recognition authorities – concerned with previous some A$15bn. C$950m under-enforcement in the sector (related “Excellent service and…strong VALUE Stella Cramer OFFICES to so-called ‘killer acquisitions’ where +65 6309 5349 commercial awareness…taking into A$15bn 500+ large technology companies acquire [email protected] consideration the circumstances, MTL TOR smaller innovative start-ups) and the OFFICES context and background. The team Rich Zembek need to protect innovation. Despite distils advice and clarifies points from SYD MEL +1 713 651 5283 | +1 512 536 3026 this challenging context, we secured local counsel before coming to us with [email protected] unconditional phase two clearance from the output. It is a very solutions-driven Favorable result for global the CMA in June 2019. approach”. telecoms equipment company Chambers Global 2020 VALUE BMW and Daimler AG forge global Our lawyers were among those that Confidential mobility services JV helped a US-based telecommunications We deliver OFFICE research and equipment company Our Munich, Frankfurt, Brussels, Houston, Advice on disruptive technologies, Experience in retail and consumer markets, Lawyers focused on media convergence to reach a favorable settlement with LON New York and Amsterdam offices advised including artificial intelligence, big data, including brand and distribution and new technology platforms a global technology business after BMW on creating a joint venture with internet of things, autonomous vehicles One of the leading franchising practices A global sports law practice advising on opening arguments in the US district Daimler that will combine both and FinTech Advice on all aspects of technology all aspects of sports law, with particular court in San Diego. The settlement companies’ global mobility services A reputation for M&A including agreements in both developed and strength in the acquisition and disposal of includes an undisclosed payment to our De Beers’ groundbreaking in 18 countries. The mobility services restructurings, buyouts and consolidation in franchises, negotiating sponsorship deals, emerging economies and related disputes client, a six-year royalty-bearing patent Blockchain platform include car sharing, ride-hailing, parking, the global technology sector A global data privacy, protection and stadium financings and investigations license agreement, and a multi-year charging and multimodality services. Our Significant global sourcing and technology cybersecurity team A dedicated business ethics, reputational chipset supply pact. The litigation on We are advising Anglo American’s advice included due diligence of the data experience Experience of innovative cross-border and risk management program this matter spanned the globe, with our diamond unit – De Beers – on a protection structures of Daimler AG and Support with brand protection and digital communications and telecoms projects in team representing the client in multiple groundbreaking Blockchain platform the business contributed by it. that will provide a first-of-its-kind rights management developed and emerging economies proceedings before the International VALUE Trade Commission, US district dourts, digital register for diamonds to ensure Confidential global competition agencies, and the UK authenticity, traceability and accountability High Court. The settlement brought to a across the diamond value chain. OFFICES close more than 50 lawsuits filed by the VALUE FRA MUN NYC AMS BRU companies against each other worldwide. Confidential VALUE OFFICES Confidential LON SING OFFICES

HOU AUS NYC DAL LA MIN LON 24 Norton Rose Fulbright – Law around the world Global sectors October 2021 25

Life sciences and healthcare Multinationals review privacy of Medidata/Dassault Systemes Litigation success for global patient information health tech merger has enterprise pharmaceutical company value of US$5.8bn We act for global innovative pharmaceutical, bioscience and technology Our life sciences and health care team We represented GlaxoSmithKline Inc on is acting as lead global privacy counsel We represented NASDAQ-listed Medidata, a litigation claim in which it was alleged companies on all stages of the product lifecycle – from innovation to for several multinational pharmaceutical a market-leading clinical data cloud that its H1N1 vaccine caused the death of development, raising capital, commercialization and market exploitation. companies, advising on use, disclosure solutions company, during its merger a five year-old child. Following a four week and receipt of patient information; privacy with French software company Dassault trial, the Ontario Superior Court dismissed and security arrangements; and regulatory Systemes. The combined companies the action. The matter was significant We also act for healthcare clients – from hospitals, health systems and academic medical centers to retail issues relating to the use of social media. have an enterprise value of US$5.8bn. for both our client and Health Canada pharmacies, wholesale distributors, physician groups and health insurers – on a variety of regulatory, We are also advising on attempted cyber Medidata’s software platform is used to because the process by which the vaccine transactional and litigation matters. attacks. help pharmaceutical and medical device was approved was novel and followed the VALUE companies conduct clinical trials. World Health Organization’s declaration of a worldwide pandemic in 2009. As noted Confidential VALUE Lawyers Contacts by our client, the decision was significant OFFICES US$5.8bn from a public health perspective and Jon Skidmore Randy Sutton OFFICES in terms of confidence in immunization +1 214 855 8038 +1 416 216 4046 NYC WDC VAN LON PAR FRA 400 programs worldwide. [email protected] [email protected] SIN HK NYC DAL WDC BRU PAR VALUE Confidential We deliver OFFICE A comprehensive life sciences and Experience of acting on significant Experience of defending product liability Pfizer, GSK, Genentech and Canopy Growth acquires TOR healthcare practice, including professionals corporate and commercial transactions, claims in the drugs and medical devices others protect patent exclusivity Cannabinoid with advanced science degrees including M&A, partnering and sector We have acted for numerous innovator We advised Canada’s Canopy Growth The capability to advise clients on collaboration transactions, and licensing Experience of litigating pharmaceutical clients in patent infringement actions. Corporation on its acquisition of regulatory, government investigations, and fundraising patents We assert and defend exclusivity rights Cannabinoid Compound Company. The Mayo Clinic joint venture to competition and privacy issues worldwide A dedicated business ethics, reputation to innovative medicines against generic deal enables Canopy Growth to expand and risk management program operate specialty care hospital drug manufacturers. further into European markets with access in UAE VALUE to 20 years of research and development into synthetic and natural cannabis We represented Mayo Clinic on its joint Confidential medical products. venture agreement with the largest OFFICES VALUE healthcare network in the United Arab Emirates to operate a specialty care €225.9m MTL TOR MEL SYD HK hospital in Abu Dhabi that aims to OFFICES become the premiere destination for medical care in the Middle East. We HAM FRA MUN OTT advised on all aspects of the transaction, including the joint venture agreement, asset transfer agreement, real estate lease, clinical expertise agreement and brand license agreement. VALUE Confidential OFFICES

STL DUB RIY 26 Norton Rose Fulbright – Law around the world Global sectors October 2021 27

Goodman Fielder wins pasta Arçelik acquires Whirlpool Beyaz Angelcare wins patent trade mark dispute Esya Sanayi ve Ticaret AŞ infringement actions

Our Australian IP team secured a significant Our Istanbul team advised Turkish white goods Our Munich, Montréal, Amsterdam and Paris Consumer markets trademark infringement victory for Goodman manufacturer Arçelik, a long-time client, on teams obtained an injunction against rivals for Fielder, which manufactures and owns the ‘La its acquisition of Whirlpool Beyaz Esya Sanayi international client Angelcare Group following Famiglia’ range of products and trademarks, ve Ticaret AŞ, Whirlpool's wholly owned successful patent infringement actions before against Rana, the world’s largest field pasta subsidiary in Turkey. Arçelik plans to export to the District Court of Düsseldorf in Germany Our global consumer markets lawyers offer clients legal advice across the company. Whirlpool's branches in Europe for the next against a German and an Italian competitor. consumer, retail, automotive and leisure sectors. Our team is comprised VALUE three years from these facilities, which have an The Angelcare group is renowned for its annual production capacity of 2.7 million units. innovative waste disposal systems, which Confidential of lawyers from across our global practice, bringing together leading VALUE numerous infringers worldwide have copied. OFFICES practitioners with deep experience ranging across all legal disciplines, Confidential VALUE including corporate, M&A and securities, antitrust and competition, litigation MEL SYD OFFICE Confidential OFFICES and disputes, employment and labor, environmental law, tax, regulation and IST investigations, intellectual property and real estate. MUN MON AMS PAR Cross-border team advises We advise clients on a range of consumer areas, including: supply chain efficiencies, from manufacturing Coca-Cola HBC on buying a 30% stake in Caffè Vergnano Canada and US advise National and logistics to distribution and sales; intellectual property, including innovative brand strategies, trademark Bank of Canada on US$140m London Drugs wins piracy enforcement and portfolio management; corporate ventures; environmental and product liability issues; Our Milan and London offices advised financing for Novacap device case cyber breaches; and real estate agreements, investments and developments. Our lawyers also advise on new Coca-Cola HBC through its subsidiary CC Our Vancouver and Calgary offices technologies and innovation strategies to meet the growing demand for multi-channel and omni-channel Beverages Holdings II BV (CCH Holdings), Our Toronto, Montréal and Houston offices on an agreement to acquire a 30 percent represented National Bank of Canada, as represented London Drugs Ltd on its defense retailing. stake in Casa Del Caffè Vergnano S.p.A. administrative agent, in respect of a US$100m of claims made by Allarco dba Super Channel (Caffè Vergnano), a leading Italian company term loan and a US$40m revolving loan for for infringement of copyright, infringement of specializing in the production of coffee. the purchase by Canadian private equity technological protection measures, trademark We act for many of the world’s most prestigious brands, luxury goods and automotive manufacturers, food infringement and other claims arising from VALUE firm Novacap of Multy Home, a leading and beverage producers and consumer goods manufacturers, as well as wholesalers and retailers. manufacturer and distributor of functional the sale of Android TV media streaming Confidential flooring, lawn and garden products as well as devices by London Drugs, Staples, Best Buy OFFICES other outdoor living products. and Canada Computers, all major Canadian Lawyers Contacts technology retailers. VALUE MIL LON VALUE Cameron Harvey Rosalind Lake US$140m Confidential 150 +61 386 866 662 +27 31 582 5816 OFFICE [email protected] [email protected] OFFICES US team advises CORE Industrial TOR MON HOU Partners on its acquisition of VAN CAL We deliver Marianna Beauty Advertising and marketing Franchising Private equity and venture capital, including A number of our US offices advised CORE FSN Capital VI invests in Antitrust and competition Joint ventures equity capital market fundraising and IPOs Industrial Partners, a Chicago-based private e-commerce retailer MEGABA Kerry Group in €819m transaction Corporate, M&A and securities Intellectual property, including trademarks Real estate equity firm, and its portfolio company Arizona with Pilgrim’s Pride Natural Resources, on their recent acquisition Our German offices advised FSN Capital and brands Regulation and investigations Employment and labor of Marianna Beauty Holdings, Inc. Together, VI* (FSNC) on an investment in MEGABAD, Our London office acted for food, beverage Environmental law Litigation and disputes, including product Tax Marianna and Arizona aim to create a a leading e-commerce retailer of sanitary and pharmaceutical company Kerry Group plc Food and agribusiness liability and class actions platform that combines both emerging and products and accessories in the DACH on the sale of its consumer foods business' legacy brands while expanding its scope and region of Europe. With this latest investment, meats and meals unit to Pilgrim's Pride capabilities in order to serve a diverse range FSNC underlines its strategic focus to invest Corporation for a cash consideration of €819m, of customers. in companies that are on their way to a new subject to routine closing adjustments. growth phase. VALUE VALUE VALUE Confidential €819m Confidential OFFICES OFFICE OFFICES NYC DAL AUS HOU WDC DEN LON MUN FRA HAM Global coverage

Europe United States Canada Latin America Asia Australia Middle East Africa India Israel Nordic region Korea The Marshall Islands Global coverage – Europe October 2021 31

Europe overview Client work in Europe

Theft of company’s client American to divest slots to allow a Serious Fraud Office in US$7.5bn information impacts 100+ competitor to operate between London cross-border investigation into jurisdictions Heathrow and Philadelphia International Petrofac Airport to address competition concerns Our information governance, privacy in that market. These slots were granted Our lawyers represent a former senior We offer comprehensive legal advice across the major financial and and cybersecurity team assisted a large to Delta for three years (or six IATA executive of international oil and gas technology company after its customer seasons), but – provided Delta made services provider Petrofac, listed on commercial centers in Europe, including a full EU regulatory and antitrust database (including payment card 'appropriate use' of the slots between the the London Stock Exchange, in relation service from our office in Brussels. details) was stolen in a cyber attack, two airports for those three years – Delta to a criminal investigation by the UK and a ransom subsequently demanded would be granted grandfathering rights, Serious Fraud Office (SFO) into Petrofac, after the theft. This involved coordinating allowing it to take permanent rights in arising out of the international Unaoil Our broad practice ranges from complex cross-border M&A transactions to major projects, cross-border legal advice on privacy and cybersecurity investigations concerning contracts dispute resolution and financial services regulation. Our key industry strengths are: financial institutions; energy; the slots to operate on any route. In 2018, issues in more than 100 jurisdictions, the Commission confirmed that Delta worth over US$7.5bn. In 2016, the SFO infrastructure, mining and commodities; transport; technology and innovation; and life sciences and healthcare. liaising with regulators across three had made appropriate use of the slots for commenced an investigation into Unaoil, continents and coordinating a notification the previous three years and granted the a Monaco-based firm that was accused and redress program for more than 14 grandfathering rights, but American filed of corruptly securing contracts for Contact Offices million customers. an appeal against this decision before multinationals. As part of this sprawling Amsterdam Milan investigation, the SFO then began an Peter Scott the General Court of the EU alleging Crédit Mutuel sells EIT to associated investigation into the activities +44 20 7444 3834 Athens Monaco that Delta had not made appropriate Bouygues Telecom for €670m+ of Petrofac, its subsidiaries, and its [email protected] Brussels Moscow use of the slots and that they should be officers and agents for suspected bribery, Frankfurt Munich Our Paris lawyers advised Crédit Mutuel returned to American. Delta supported corruption and money laundering. More Hamburg Paris and Euro-Information on the sale of the Commission as an intervener seeking Euro-Information Telecom to Bouygues the dismissal of American's action setting than £630m was wiped off the value of Istanbul Piraeus Telecom. Additionally, our lawyers advised out evidence as to how its use met Petrofac’s shares when the FTSE-250 London Warsaw Crédit Mutuel and Euro-Information on the “appropriate" legal standard, and company revealed it had suspended Luxembourg the formation of an exclusive distribution challenging American's arguments. our client in response to the SFO’s partnership involving Crédit Mutuel, CIC The General Court's decision of December investigation. Services and Bouygues Telecom. The acquisition 16, 2020, unequivocally dismissed price comprises a fixed portion of €530m, American's action for annulment The investigations into both Unaoil and Antitrust and competition FinTech Power and utilities to be paid on the transaction closing, and confirmed the Commission's Petrofac have received significant media Banking and finance Information governance, privacy Projects plus an additional sum of between €140m grandfathering approval decision. attention and the scope of the SFO’s and cybersecurity Bankruptcy, financial restructuring Public and government finance and €325m. enquiries continues to expand as more and insolvency Infrastructure, mining and commodities Real estate International team advises parties globally are drawn in to the Capital markets Insurance Regulation and investigations Delta Air Lines secures Bourbon Maritime on investigation, making it one of the largest active SFO investigations. There also are Corporate, M&A and securities Intellectual property Renewables EU antitrust victory over restructuring or have been related investigations in Employee benefits and executive International arbitration Risk advisory grandfathering rights Our Paris, London and Luxembourg Australia, Monaco and the United States. compensation Investment funds Our antitrust and competition team lawyers advised Bourbon Maritime, Securities litigation, regulation The SFO’s investigation into Petrofac Employment and labor secured a significant win on behalf of a French leader in offshore maritime Islamic finance and enforcement currently covers at least three separate Delta Air Lines before the General Court services, on a lender-led financial Energy Life sciences and pharmaceuticals Tax jurisdictions in the Middle East and a of the EU, supporting the European restructuring. The Commercial Court Financial institutions Litigation and disputes Technology and innovation multitude of related parties. While Unaoil Commission to defeat the annulment of Marseille validated the conciliation Financial services and regulation Pension Transport executives and one Petrofac employee action initiated by American Airlines protocol signed by all creditors of the have been convicted by the SFO, the against the Commission's decision to group on December 14, 2020. This resulted investigation remains active in examining Market recognition grant Delta so-called 'grandfathering in Bourbon reducing its debt by more than the company and its officers in a number rights' over valuable take-off/landing €1.5bn to €1.065bn from €2.648bn, largely Tier 1 Energy Best Practice Health and Safety – of jurisdictions, involving cross-border slots at London Heathrow airport. These through the conversion of receivables into Aviation finance Infrastructure (PFI and PPP) recognized for assistance provided to operations. slots are highly sought after and critical capital. This included €228m in bonds Energy The Legal 500 UK 2021 domestic and international clients on to Delta's transatlantic operations in redeemable for shares. The debt reduction Shipping finance topics related to COVID-19 Our lawyers around the world advise our Most innovative use of technology award competition with American and its was accompanied by new financing The Legal 500 – France 2020 Legalcommunity client in relation to all matters relating to partners. Delta had been operating the of around €150m, in addition to state- The Lawyer 2020 Labour Awards 2020 the SFO’s investigation, including arrest, Energy slots after the Commission’s clearance of guaranteed loans for approximately €38m. interviews under caution, privacy issues Shipping finance (international firms) the 2013 merger between US Airways and and mutual legal assistance. We have also Chambers Global – Greece 2021, 2020 American Airlines, in which it required advised on employment and company 32 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 33

law matters and in relation to internal Bloomberg reviews employment £5.5bn financing agreed for US$3bn dispute between Law Coca-Cola in €5bn debt issuance investigations by third parties. We will law issues relating to COVID-19 world’s biggest offshore windfarm Debenture Trust and Ukraine program represent the former senior executive in Our London and Milan lawyers acted for off UK coast continues into 2021 Our London team acted for Coca-Cola relation to any charges brought in the Bloomberg on post COVID-19 lockdown/ HBC, one of the world's largest bottlers future by the SFO. Our London, Paris and and Newcastle We are advising on a high-profile US$3bn back to work issues. Our work included: teams assisted the lenders to a joint Commercial Court dispute between The of The Coca-Cola Company's brands, Inaugural and second SONIA reviewing its employee self-declaration venture between Equinor and SSE to build Law Debenture Trust Corporation plc, on: its London-listed €5bn debt issuance Index issuances by Royal Bank of form as it relates to labor law and privacy; the world’s biggest offshore wind farm a corporate trustee, and Ukraine. The program in 2020 and its €1bn STEP- Canada drafting information notices concerning in the North Sea, off the UK’s Yorkshire claim is brought by the trustee on behalf labelled ECP program in 2020; the May personal data and COVID-19; drafting the coast. Our cross-border team advised a of noteholders to enforce payment of 2019 issues of €700m 1.000 percent bonds Our London team advised Royal Bank procedures to be followed in the event consortium of 29 lenders and four export notes issued by Ukraine in 2013, which due 2027, and €600m 1.625 percent bonds, of Canada (RBC) on two note issuances that an employee becomes infected by credit agencies on the financial close it failed to repay on maturity in 2015. due 2031; the related tender offer for which reference the SONIA Index: the COVID-19; updating the company’s rules, of the Dogger Bank offshore wind farm. We successfully obtained summary Coca-Cola HBC Finance B.V.'s outstanding inaugural issuance of £300m floating rate regulations and best practice for smart The circa £5.5bn debt financing, which judgment in the High Court against €800m 2.375 percent bonds due 2020; senior notes, due September 2021; and working, social distancing, temperature includes ancillary facilities for Dogger Ukraine in respect of all four defenses, and the November 2019 issue of €500m the £500m floating rate senior notes, due screening, face masks, health declarations Bank A and Dogger Bank B, is for the first in March 2017. The Court of Appeal gave 0.625 percent bonds due 2029. January 2022. The notes were offered, in and contact tracing; and updating two phases of the project, which will be judgment in September 2018, affirming each case, by an underwriting syndicate, Bloomberg on employer's potential liability located 130km from the UK's Yorkshire summary judgment for us in respect of including HSBC Bank plc, JP Morgan relating to injuries and employee sickness coast in the North Sea. The remote three defenses, but not allowing summary Securities plc and Barclays Bank Plc. The resulting from COVID-19. closing involved more than 80 signatories judgment on the fourth defense. Both adoption of SONIA as a reference rate and hundreds of signature pages using sides obtained permission to appeal to is an important part of financial product Heliot Europe becomes Europe’s our Transform team's DocuSign product. the Supreme Court, which heard the case development and has accelerated with biggest OG network operator with This project won Global ‘green deal of the in December 2019, with judgment due to the market transition away from LIBOR. acquisition of Sigfox Germany year’ at the Project Financial International be given in 2020. In 2020, Law Debenture The SONIA Index, in particular, has with Cube awards in 2020. and Ukraine both intervened in a separate been introduced to support the use of but relevant Supreme Court appeal: SONIA by simplifying and standardizing We advised Heliot and investment HSBC defends claims over fund Cube Infrastructure Fund II on the Pakistan International Airline Corporation the calculation of compounded interest damages v Times Travel (UK) Ltd. The hearing for rates, and it enables parties to calculate a acquisition of IoT network operator Sigfox Our lawyers are representing HSBC in the latter case took place in November SONIA-referencing interest rate through Germany. The purchase makes Heliot defending very high-profile claims issued 2020, and judgments for both cases are a significantly reduced number of data Europe the biggest European operator in the UK High Court in December 2018 expected during 2021. points than the previously standard Daily of the ’0G’ or low power, wider area on behalf of more than one hundred Compounded SONIA calculation method. network, which is based on technology developed by French company Sigfox. It claimants in consolidated proceedings is also the exclusive operator in Germany, alleging the bank defendants’ conduct Switzerland, Austria and Liechtenstein. over a ten year period caused unspecified The ’0G’ network is notably used in the damages through benchmark and pricing- logistics, retail, industrial and agricultural related manipulation. These proceedings sectors for its efficiency in energy are recognized as one of the most radiation and cost, and in some cases anticipated cases currently before the as an alternative to 5G mobile networks. English courts. The acquisition of Sigfox Germany was funded by Cube Infrastructure Fund II and managed by Cube Infrastructure Managers, a Luxembourg management company with approximately €2.6bn of assets under management, which specializes in European infrastructure investments. 34 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 35

Client work in the UK United Kingdom | London Cisco makes £543m COVID-19: London team advises London advises syndicate on recommended cash offer for UK Finance and consortium of €2.25bn notes Our London office delivers domestic and multijurisdictional legal services IMImobile banks on launch of Government Our London office acted as Canadian to corporates, financial institutions, governments and other public sector Our London team is advising Barclays Bounce Back Loan Scheme and English counsel to the dealers for as financial adviser to global network Our London team has advised UK Québec's syndicated issue on October organizations. technology provider Cisco Systems Inc Finance, the leading industry body for 29, 2020 of €2.25bn 0 percent notes, due on its £543m recommended cash offer banking and financial services, and a October 29, 2030, under its US$22bn We excel across a range of legal practices, including corporate, M&A and securities; banking and finance; for UK-based cloud software company consortium of seven of the UK’s largest euro medium-term note program, which FinTech; litigation and disputes; real estate; antitrust and competition; tax; employment and labor; intellectual IMImobile Plc. The acquisition is expected retail and corporate banks, on the launch was listed on the Luxembourg Stock Exchange's euro multilateral trading property; regulation and investigations; and risk advisory. We also advise on US law, and we have a world- to close in the first quarter of calendar of the UK Government’s Bounce Back year 2021. The purchase will give Cisco facility market. The notes were offered by leading Islamic finance practice. We are particularly well-known for our focus on industry sectors and are Loan Scheme. Our role was to advise UK the ability to provide customer-facing Finance and the participating banks on an underwriting syndicate led jointly by strong in financial institutions, including insurance; energy; infrastructure, mining and commodities; transport; businesses with an end-to-end customer a range of complex and time-sensitive BNP Paribas, Crédit Agricole Corporate technology and innovation; and life sciences and healthcare. interaction management solution, as well legal issues created by the scheme, and Investment Bank, HSBC France, as an ability to drive faster and smarter including: amendments to primary and JP Morgan Securities plc and Société customer interactions. secondary legislation and negotiation Générale. People Contact of the same with Treasury solicitors; the DeepOcean restructure marks negotiation of the guarantee agreement Peter Scott first cross-class-cram-down case +44 20 7444 3834 underpinning the scheme with HM 450 161 under Corporate Insolvency and Treasury and the British Business Bank; Lawyers in London Partners in London [email protected] Governance Act 2020 advising on the application of state aid rules; and supporting negotiations with Services Our London team acted for a group of senior secured lenders to the regulators on amendments to regulations, Antitrust and competition Environmental, social and governance Pensions DeepOcean group, a leading provider of standards and guidance to facilitate the Asset and wealth management Financial institutions Public and government finance subsea services for the oil and gas and implementation of the scheme. Banking and finance Financial services and regulation Real estate renewables industries, on its successful Total in £3bn investment for Bankruptcy, financial FinTech Regulation and investigations restructuring via inter-conditional control of Seagreen offshore wind restructuring and insolvency Information governance, privacy and Renewables restructuring plans (under the new Part farm Capital markets cybersecurity Risk advisory 26A of the UK Companies Act 2006). These restructuring plans were sanctioned Our London corporate team advised Total Corporate, M&A and securities Infrastructure, mining and commodities Securities litigation, regulation by the English Court, the first time the on its £3bn acquisition of a controlling Employee benefits and executive Insurance and reinsurance and enforcement 'cross-class-cram-down mechanism', stake in the Seagreen offshore wind compensation InsurTech Tax introduced by the Corporate Insolvency farm in Scotland, owned by Perth-based Employment and labor Intellectual property Technology and innovation and Governance Act 2020 (CIGA), has energy company SSE, which is expected Energy Islamic finance Transport been approved by the Court in a landmark to be one of the world’s largest. As part of Environmental law Litigation and disputes White-collar crime decision under English restructuring law. this, our lawyers advised on joint venture This was the result of certain creditors of arrangements with Seagreen owner SSE the Group not supporting the restructuring to operate the windfarm, due diligence, Selected clients Market recognition plans. Prior to the enactment of CIGA tax, regulatory matters and merger AIG HSBC Real estate team of the year in June 2020, it was not possible for the control. Previously, we also advised the BNP Paribas QBE Insurance Group Ltd Legal Business Awards 2020 English Court to sanction a scheme consortium of lenders, hedging banks bp Rio Tinto of arrangement unless each class of and export credit agencies on the project Citi Standard Chartered Bank creditors and/or members (as applicable) financing for Seagreen, which was voted to approve the scheme by the awarded exclusive development rights by Deutsche Bank Stena requisite statutory majorities. The Crown Estate for the Firth of Forth ExxonMobil Vodafone Zone of the UK's Round 3 offshore wind farm development program. 36 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 37

Uzbekistan finances first IPP in Permodalan/Employees Provident 100MW solar power project JV pays £1.58bn for Battersea Our lawyers are assisting with Uzbekistan, redevelopment Future Energy Company PJSC’s (Masdar’s) Our London office Our lawyers advised a joint venture successful bid to develop a 100MW solar delivers domestic and between Permodalan Nasional Berhad power project under the International multijurisdictional legal and the Employees Provident Fund on Finance Corporation's Scaling Solar services to corporates, its £1.58bn acquisition of the commercial regime. This is Uzbekistan's first financial institutions, assets within Phase 2 of the Battersea successfully-financed independent power governments and other redevelopment project, among London’s producer project and the first Scaling public sector organizations. largest regeneration sites. Once Solar project outside of Africa. redeveloped, the iconic art deco power station building will house Apple’s new European HQ and a private members’ club, a 2,000 capacity events venue and over 250 residential homes along with luxury retail, food and beverage and leisure accommodation. This is considered to be one of the toughest redevelopment projects in the world, with a number of developers having tried and failed to conquer it.

Market recognition Tier 1 Aviation Asset finance: aviation finance; Commercial property: corporate occupiers shipping finance Emerging markets Aviation Energy and infrastructure Equity capital markets: low to mid-cap Commodities: derivatives and FinTech energy trading; trade finance Infrastructure (PFI and PPP) Energy: international and cross-border Insurance: corporate and regulatory Energy and natural resources: mining; Islamic finance renewables & alternative energy Mining and minerals Insurance: non-contentious Power (including electricity, nuclear Chambers Global – UK 2021 and renewables) Rail TMT Trade finance Transport: finance and leasing Legal 500 UK 2021 38 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 39

Client work in France France | Paris Bridgepoint buys insurance group Digicel teams up with Illiad in Total buys Blue Point London CEP from JC Flowers French West Indies from Bolloré Our Paris office is a major player in the French market and delivers a Our lawyers advised Bridgepoint, one of We advised Caribbean Our lawyers advised Total on its the largest pan-European private equity telecommunications operator Digicel acquisition of Blue Point London Ltd, full range of legal services to local and international clients across a range firms in the world, on its acquisition of a group on the creation of a joint venture London’s largest electric vehicle charge of industry sectors: financial institutions; energy; infrastructure, mining majority stake in the French and European with French group Iliad, which owns fixed points network, from the Bolloré Group. leaders in loan insurance and credit internet and mobile operators Free and Total has taken over the management and commodities; transport; technology and innovation; and life sciences brokerage Compagnie Européenne de Free Mobile. The partnership focuses and operation of the Source London and healthcare. Prévoyance (CEP) Group, from JC Flowers on the pooling and development of 3G network – the largest electric vehicle & Co and CHG Participations. and 4G mobile infrastructure, in order charging citywide network – with over We practice French and English law and have built our reputation on pragmatic, business-oriented advice. to increase coverage and speed in the 1,600 recharging points installed in the TRIG acquires 43 MW wind farm Antilles-Guyane region. UK capital. With this acquisition in the We assist public and private organizations, drawing upon multidisciplinary and cross-border resources to suit in France UK, Total strengthens its position as a key the specific legal requirements of each matter. We advised The Renewables Infrastructure KKR Acquires Majority Stake in player in electric mobility in Europe. Since 1990, our activity in Francophone Africa has been particularly strong. We are one of the key Group (TRIG), a London-based Etche France ABN Amro unit in €370m sale and international practices in North Africa through our Casablanca office and act on numerous energy, mining and investment company, on the acquisition We advised KKR, a world-leading US and the financing of the Haut-Vannier leaseback of ABN Amro's Paris HQ infrastructure projects, both on behalf of sponsors and public and private lending institutions, in sub-Saharan global investment firm, on acquiring from 43MW onshore wind farm project from French-speaking Africa. BMF group and its co-founders a majority Our Paris office advised ABN Amro's developers Envision and Velocita. stake in Etche France, a leading owner- French subsidiary Banque Neuflize OBC operator of French real estate assets. on the sale and leaseback of its offices People Contact Crédit Agricole agrees Apple Pay Etche owns and operates a portfolio of in Paris to Primonial Reim, a real estate mobile payment service approximately 120 assets across France, investment management company, as part George Paterson We advised Crédit Agricole Payment valued at around €400m, in the logistics, of a strategic shift to focus on premium 62 22 +33 1 56 59 53 15 Services (CAPS) on the negotiation of the light industrial, and office sectors. clients and sustainability. This is the Lawyers in Paris Partners in Paris [email protected] issuer agreement with Apple, allowing biggest commercial real estate deal of the entities of the Crédit Agricole Group Nippon Yusen Kabushiki Kaisha the year in France, to date. The offices on Services to provide Apple Pay mobile payment acquires Total’s shares in LNG Avenue Hoche in Paris have served as Banque Neuflize's headquarters in France Antitrust and competition Employment and labor Projects services to its customers. carriers for half a century and comprises 29,000 Asset finance Environmental law Public law We advised Japanese shipping group m² of office space. Banking and finance FinTech Real estate Nippon Yusen Kabushiki Kaisha (NYK) on Bankruptcy, financial restructuring and Information governance, privacy and Regulation and investigations its acquisition of Total’s stake in Gazocean, insolvency cybersecurity Risk advisory a, French company responsible for the management of six LNG carriers. Capital markets Insurance Securities litigation, regulation and Compliance IP/IT enforcement Corporate, M&A and securities Litigation and disputes Tax

Selected clients Market recognition AIG Crédit Agricole Société Générale Tier 1 Energy Gold trophy Allianz Crédit Mutuel Total Aviation finance Aviation finance Banking and finance AnaCap Energizer Vallourec Corporate compliance and investigations Shipping finance Insurance and compliance APICIL ENGIE Shipping finance Legal 500 EMEA – France 2020, 2019 Silver trophy Barclays HSBC Chambers Europe – France 2020, 2019 project finance, BNP Paribas KKR Le Monde du Droit – Bpifrance Pfizer Palmarès des Avocats 2021 Bourbon Pierre Fabre 40 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 41

Client work in Germany

Fundamental cartel damages case: HanseMerkur secures mezzanine Credit Suisse successful in damage Rail Cartel II financing for city center claim proceedings Frankfurt, Hamburg and Munich We obtained a fundamental decision in development We successfully represented Credit Germany | December 2018 on behalf of our client Our German team assisted HanseMerkur Suisse as an intervener in a damages Schreck-Mieves in cartel damages law, Krankenversicherung AG on securing proceeding of Friedrichstadt-Passagen according to which the use of prima facie mezzanine financing for the construction Q 206 Vermögensverwaltung GmbH Germany is at the heart of Europe, with a powerful industrial legacy and one evidence in damages disputes was largely and operating phase of a property (hotel, & Co. KG (as borrower) against its of the world’s strongest economies and financial centers. deprived of ground as a result of quota commercial and residential units) in the current lenders and ‘special servicer’ and customer protection cartels. The center of Hamburg. As the financing was Situs (formerly Hatfield Philips) with an Federal Court of Justice (BGH) clarified its linked to several purchase options for amount in dispute of more than €1bn Our offices in Frankfurt, Hamburg and Munich provide a full range of legal services to national and case law in a further procedure involving shares in the owner company, complex before the Land und Oberlandesgericht international clients, including corporates, credit institutions, private equity houses, as well as German SMEs. our client in January 2020 and has given legal issues had to be taken into account Frankfurt am Main. Following the final and We advise clients from all over the world doing business in Germany and elsewhere in Europe. We have more the courts of appeal further instructions in structuring the overall transaction. For binding decision, which dismissed the than 130 lawyers based in Germany and are able to draw upon our international practice’s capabilities to to comprehensively assess the parties' this, we drew on the knowledge of our borrower's claim for damages in full, Situs submissions, including economic expert and the lenders initiated proceedings for provide advice on both domestic and cross-border transactions, projects and disputes. colleagues in real estate, tax and corporate opinion. The concrete effects of this and public law departments and provides repayment of the underlying loan, in which ruling remain to be seen, but numerous ‘single source’ advice. we are representing our client again as an People Contacts questions remain unanswered, which intervener on the lenders’ side. This is a is expected to result in a number of NRW.BANK issues first social bond landmark case in terms of both complexity Head of Germany Hamburg parallel proceedings before the German We advised a banking consortium and the monetary figure in dispute. The 81 Stefan Feuerriegel Patrick Narr Federal Supreme Court. Rail Cartel II is consisting of HSBC Germany (technical litigation has lasted for ten years and Lawyers in Germany +49 40 970799 150 +49 40 970799 130 another fundamental decision of strategic lead), Crédit Agricole Corporate and includes various proceedings, including stefan.feuerriegel@ [email protected] importance for Germany as a location for Investment Bank, DekaBank Deutsche counterclaims against the enforcement nortonrosefulbright.com the proceedings. proceedings initiated by the borrower, Munich Girozentrale and NatWest on the 37 Klaus Bader successful issuance of the first social bond which were finally decided by the Federal Partners in Germany Frankfurt Private equity investors APG, Tino Duttiné +49 89 212148 450 by NRW.BANK in Düsseldorf. The bond Supreme Court in favor of Credit Suisse +49 69 505096 215 [email protected] PGGM and Apollo buy insolvent has a fixed interest rate of 0.10 percent per International in its capacity as security [email protected] German airline Condor annum and matures on July 9, 2035. The agent. proceeds will be used to refinance eligible We advised global private equity investors Modern Times Group buys more APG and PGGM on their contemplated social projects in North Rhine-Westphalia Services shares in InnoGames GmbH joint investment with global private equity which have a positive impact on society Antitrust and competition Financial services and regulation Private equity and venture capital investor Apollo for the acquisition of and serve, for example, to maintain Our German lawyers advised Modern Banking and finance FinTech Real estate German airline Condor out of insolvency and create jobs. The social bond was Times Group MTG AB, (MTG) on its Bankruptcy, financial restructuring and Information governance, privacy and Regulation and investigations proceedings. The transaction was the oversubscribed three times. NRW.BANK acquisition of further shares in InnoGames insolvency cybersecurity Risk advisory largest European M&A transaction in the is the development bank for the State of GmbH (InnoGames), a German games Capital markets Insurance Tax aviation sector in 2019/2020, for which North Rhine-Westphalia, and supports developer and publisher. The transaction Corporate, M&A and securities Intellectual property White-collar crime we drew on our private equity M&A its owner, the State of North Rhine- increases MTG’s ownership from 51 Employment and labor Litigation and disputes experience combined with our in-depth Westphalia, in its structural and economic percent to 68 percent and involves the knowledge of the aviation sector. policy tasks. establishment by MTG of a new holding company, MTG Gaming AB to which 100 Selected clients per cent of the shares in InnoGames and ABN Amro Daiichi Sankyo Morgan Stanley Kongregate will be transferred. Future Banco Santander Deutsche Bank Oddo Seydler Bank acquisitions will be held by the new Bayern LB DZ Bank Société Générale holding company. Berenberg Bank Federal Ministry of Transport and Digital UniCredit BMW Infrastructure Market recognition Crédit Agricole HSBC “Extensive corporate and M&A practice with a network of “Noted for its specialised focus and expertise in project Credit Suisse HSH Nordbank offices across Europe…Deep bench facilities activity across finance, asset finance and export finance. Often acts for a variety of sectors, with a particularly strong footprint in clients in sectors including shipping, aviation, energy and insurance sector mandates." infrastructure." Chambers Europe – Corporate/M&A – Germany 2020 Chambers Europe – Banking and Finance – Germany 2020 42 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 43

Client work in the Netherlands

Palo Alto Networks portal CBOE expands in European Deliveroo in high court The Netherlands | Amsterdam identifies regulatory risks in securities with EuroCCP employment and labor case cloud-based data acquisition against trade union We are developing and hosting an online Our lawyers are assisting the Chicago Our team is representing Deliveroo in The Netherlands is a European hub for many multinational corporations. portal for Palo Alto Networks, a US Board Option Exchange (CBOE) to a high-court case against trade union based IT security services provider, which expand its European business with the FNV. FNV initiated a procedure against Our office in Amsterdam provides a broad corporate and commercial service identifies key regulatory requirements/ outright acquisition of EuroCCP NV, Deliveroo claiming that the independent to international and domestic corporates, financial institutions, private equity risks and potential enforcement actions Europe’s largest securities clearing house. riders that deliver food on behalf of that apply to offering certain services and We managed all financial regulatory Deliveroo are, in fact, employees. In the firms, investment funds and governmental organizations. on cloud storage/use of data in general aspects of the acquisition, completed first instance, the sub district court of for more than 20 jurisdictions in which on July 1, 2020 in the Netherlands, and Amsterdam ruled in January 2019 that the We are particularly strong in project finance, dispute resolution and cross-border transactions in the financial the company and its customers operate. assisted CBOE with obtaining regulatory riders’ status should be requalified as an institutions, transport, food and energy sectors. Our Amsterdam office comprises more than 50 Dutch- and We are coordinating this extensive project approval and with all discussions with the employment relationship. Deliveroo has English-qualified lawyers, including civil law notaries, and has the resources to lead and manage large, that involves the input of local counsel Dutch Central Bank and other regulators appealed against this ruling. complex transactions and projects, both domestically in the Netherlands and internationally. Our ability to in all jurisdictions (both internally and (including ESMA). CBOE previously externally) and continue to support owned a 20 percent stake in EuroCCP, develop progressive and innovative structures and techniques for our clients also drives our strong reputation Palo Alto Networks on this matter, as which clears between 5 million and 8 across our key industry sectors. the content on the portal is monitored million transactions each day, with a total regularly and, where necessary, updated. value of €30-40bn. People Contact DNV GL sells Power TIC business Onshore Wind Park receives Daphne Broerse to CESI in controlled auction €200m in financing 35 15 +31 20 462 9377 Our lawyers are advising DNV GL on the Our team acted for NWB Bank, Rabobank, Lawyers in Amsterdam Partners in Amsterdam [email protected] sale of its Power TIC business, consisting BNG Bank and LBBW on financing for of the Kema Laboratories (formerly known Wind Park De Drentse Monden and Services by the Kema quality mark) to CESI in a Oostermoer. The project is partitioned controlled auction process. The transfer into three separate sub-projects. We Banking and finance Financial services and regulation Projects comprises KEMA and all the high-voltage advised on the financing agreements, the Bankruptcy, financial restructuring and FinTech Public-private partnerships (PPP) and high-power testing and inspection permits and subsidies and the underlying insolvency Food and agribusiness Real estate activities performed by its personnel in its project documentation for all three sub- Capital markets Infrastructure Regulation and investigations own laboratories in The Netherlands, The projects. Wind Park De Drentse Monden Civil law notarial services Insurance Risk advisory Czech Republic and the US, and has been and Oostermoer is a bundled initiative Corporate, M&A and securities Intellectual property Securities litigation, regulation structured through a sale of three separate of three different parties: Duurzame entities. Energieproductie Exloërmond BV; Employment and labor Investment funds and enforcement Windpark Oostermoer Exploitatie BV; and Energy Tax Litigation and disputes Raedthuys DDM BV. Each founding party Environmental law Private equity and venture capital Transport invested its own capital, and the banks Financial institutions provided loan capital of more than €200m.

Selected clients Market recognition ABN AMRO Deliveroo Macquarie Capital AIG Europe DEME Group Monaghan Mushrooms Tier 1 Environment and planning "Strong office focusing on Banking and finance: project finance Food transactional corporate mandates, Amsterdam Trade Bank DNV GL Ørsted Transportation: aviation Insurance assisting international corporations AmTrust Dura Vermeer Rabobank Chambers Europe – Netherlands 2020 Project finance and investors with M&A deals and Ballast Nedam Emerald Kalama Chemical Riskpoint The Legal 500 – Netherlands 2020 joint ventures. Prominent client base Bank of America FMO Royal Vopak in the manufacturing, food and BMW Heijmans Sandvik automotive sectors. Offers additional BBGI HSBC Shell expertise representing international CBOE ING Technip private equity companies in cross- border transactions." Danone/Nutricia Lyondell Basell Industries Chambers Global – The Netherlands 2020 44 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 45

Italy | Milan

Established in 2000, our Milan office provides a wide range of transactional Selected clients and regulatory advice to domestic and international clients in the core practice AIG CMEG NYMEX Holdings Marsh & McLennan Alfa Laval Covea Mediobanca areas of banking and finance, corporate, M&A and securities, and employment Allianz Credit Agricole Nippon Yusen Kabushiki Kaisha and labor law. We also have a leading litigation and disputes practice. Amaniki Deutsche Bank Pantaenius GmbH Amaranto Holdings Enel QBE Drawing on our knowledge of the Italian business and regulatory environment, we take a pragmatic and Amtrust ENI Santander commercial approach to legal advice and provide high-quality and cost-effective solutions to domestic and ANV Global Services ESI Sensient Flavors international clients. Aon European Investment Bank Shandong Ruyi Technology Group ARKA Fattal Properties Shell We have Italy-, US- and UK-qualified lawyers based in Milan. Our work spans all industry sectors, with a Arysta Lifescience Fiat Chrysler Signify special focus on: financial institutions (banks and insurance companies), energy, infrastructure, shipping, Assicurazioni Generali Hong Kong Exchanges and Clearing Ltd Sonnedix technology and innovation, and life sciences. AXA XL Hyperion Insurance Group Synlab Banca IMI IMI plc The Royal Bank of Scotland Group People Contact Bare Escentuals Beauty Intesa Sanpaolo TIIC Advisors Beazley JP Morgan Tokio Marine Kiln Group Attilio Pavone Blue Sphere Corporation KfW UniCredit +39 02 8635 9417 19 8 BNP Paribas Laboratoires Filorga Zurich Lawyers in Milan Partners in Milan [email protected] CEF Energia Markel Corporation Chubb Marseglia Engineering Services Acquisition finance and corporate lending Financial services and regulation Power and utilities Advertising and marketing FinTech Private equity and venture capital Market recognition Antitrust and competition Food and agribusiness Professional negligence Asset-based lending Hotels, hospitality and leisure Projects Team of the year “Experienced insurance team with expertise spanning regulatory, corporate Infrastructure and construction and litigation matters…The entire team has a great sense of service and is happy Asset finance Information governance, privacy and Real estate Legalcommunity – Forty under 40 Awards to share knowledge and experiences; they become more a partner than simply an Banking and finance cybersecurity Regulation and investigations 2020 adviser.” Infrastructure Bankruptcy, financial restructuring and Regulatory compliance consulting Chambers Europe 2020 insolvency Insurance Renewables “Experienced team with broad sector expertise across the full range of energy Banks Investment funds Roads matters. Clients know the firm’s service to be ‘very comprehensive and Business ethics and anti-corruption Litigation and disputes Shipping commercially driven.” Corporate, M&A and securities Oil and gas Sourcing and technology Energy Employment and labor Payments Structured trade and commodity finance Chambers Europe 2020 Energy Planning Transport “Offering advice on a wide range of shipping finance topics including ship- Financial institutions Ports secured and unsecured loan financing, acquisition financing and construction financing. Debt restructuring and ship mortgage amendments are further areas of experience. Acts for a client base of domestic and international banks, including the European Investment Bank.” Shipping finance Chambers Europe 2020 46 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 47

Client work in Italy

Mail Boxes Etc. evaluate back to Balearic Islands gain new solar Sonnedix in €201.6m refinancing Fratelli Arena supermarkets IMI Plc manages dismissals work and other issues relating to photovoltaic plants Our Milan team advised Sonnedix on a acquisition makes it a leader in and severance packages for top COVID-19 Our Milan lawyers advised the EPC non-recourse refinancing of a portfolio large-scale food retailing in Sicily management Our team provided continuous support contractor on the construction and of 41 solar photovoltaic plants in Italy Our Milan office advised UniCredit and We advised IMI Plc, a UK-based and advice to Mail Boxes Etc on issues connection to the grid in the Balearic (67.8 MW) provided by a syndicate of Banco BPM on financing the acquisition engineering company listed on the relating to the COVID-19 pandemic and Islands of two photovoltaic plants with banks, including ING, MedioCredito by Fratelli Arena Srl’s (part of Arena London Stock Exchange, on the lockdowns in Italy in 2020, including on an aggregate capacity of approximately Italiano, Natixis and Santander, acting Group) of 38 supermarkets in Sicily from negotiation of two settlement agreements regulations and best practice relating to 37 MWp. as lender and mandated lead arranger, SMA SpA (a subsidiary of Auchan SpA). with top managers in Italy relating to bonus payments to employees. Banca IMI as agent, and Intesa Sanpaolo With this acquisition, Arena Group, a the termination of their employment Casalasco del Pomodoro secures as account bank. family-run company established in 1976, and related severance packages and on NovEnergia secures €101m in €160m in financing Enel Green Power secures has become a market leader in organized maintaining the confidentiality of these financing for solar projects in Italy Our Milan team acted for a syndicate large-scale retail food distribution in Sicily. agreements. US$605m financing for Enel Our lawyers advised BNP Paribas, Crédit of 26 banks, including UniCredit, Cassa Green Power for a 1 GW solar PV Cosmetics and fragrance Crédit Agricole unit in termination Agricole CIB and Société Générale as depositi e prestiti and Deutsche Bank lenders on a €101m (US$123m) facility SpA, on a €160m financing for Casalasco portfolio in Mexico companies resize Italian settlement agreement with agent to NovEnergia to refinance a portfolio of del Pomodoro Consortium, a leading Our team advised Enel Green Power commercial agency networks in Italy solar photovoltaic assets in Italy. Italian food company that produces and SpA (EGP), as sponsor, and three project Our team advised two leading cosmetics We advised Agos Ducato, the Italian processes tomatoes. companies as borrowers (Villanueva Solar, and fragrance companies – Alès Group, division of Credit Agricole’s consumer ESI builds position in DRC Parque Solar Don José and Parque Solar TIIC Partners buys minority a French member of the CAC Small finance arm, on a large-value termination with solar PV plant for rural Villanueva Tres), on a US$605m limited 90, and Laboratoires Filorga, one of the settlement agreement with one of its electrification interest in Parcheggi Italia from recourse financing of a 1 GW solar PV leading dermo-cosmetic companies in principal agents in Italy. Best in Parking We assisted ESI SpA with the construction portfolio in Mexico. The solar parks are: Europe with a brand position in over 1.000 of a solar photovoltaic plant in the We advised TIIC Partners, a pan-European Villanueva I (470 MW), Villanueva III pharmacies and para-pharmacies across Democratic Republic of Congo and on its infrastructure firm investing in mid-market (350 MW) and Don José (220 MW). the Italian peninsula – on the resizing, transportation and social sector projects, restructuring and management of their collaboration with The AVSI Foundation, Tages Capital acquires CEF a non-profit that develops projects for on the acquisition of a minority interest commercial agency networks in Italy. Energia Italia cooperation, development in Parcheggi Italia SpA from Best in and humanitarian aid in 33 countries. Parking Group. Our Milan team acted for Tages Capital on the outright acquisition from Glennmont ESI launches IPO on AIM Italia First green loan refinancing in Clean Energy Coöperatief UA of CEF Our Milan team represented ESI SpA Italy for a 99 MW wind portfolio Energia Italia BV, a Dutch company that on the admission to trading of its ordinary owned by Cubico owns, through four Italian companies, a shares and warrants on the Aim Italia Our Milan office represented Crédit portfolio of three PV plants. The portfolio market, which lists small and medium Agricole, Société Générale, BBVA and is one of the largest of its kind in Italy enterprises. Siemens Bank as lenders on the first with 85.4 MWp of overall capacity, and refinancing in Italy that is compliant with it comprizes projects located in the Lazio Loan Market Association ‘Green Loan and Veneto Regions. Principles’ – a €173m limited recourse refinancing for a 99 MW portfolio of three wind projects. The wind farms, owned by Cubico Sustainable Investments are located in Basilicata, Campania and Apulia Regions in Southern Italy. 48 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 49

Client work in Greece

Toisa restructuring is one of debut securitization, the transaction is the on loan assets, negotiated the sale and largest in ship operations largest non-bank originator securitization purchase agreement, and advised on to take place in Greece, and the only one the regulatory requirements of the Greek Greece | Athens and Piraeus We represented certain lenders in the since 2010 to receive investment grade statutory transfer process. financial restructuring of Toisa, one of the ratings by two major rating agencies. largest offshore and ocean-going ship Attica Bank SA restructuring operators, in the context of its Chapter 11 Shikun & Binui pre-qualifies a €1.3bn loan portfolio We have been established in Greece since 1990 and have one of the leading filing in the US. The transaction value of as contender for North Crete securitization for Attica and legal practices in banking and finance, including shipping finance, project the restructured debt is close to US$1bn. Highway PPP We represented certain of the lenders Artemis finance, and structured finance, as well as corporate, M&A and securities, of the group in what was a large-scale Our lawyers are advising Shikun & Binui Our London team assisted Attica Bank SA restructuring of most of the group’s debt, Ltd, one of the largest Israeli constructors, with restructuring a €1.3bn non-performing financial regulation, energy, and litigation and disputes, as recognized by involving 15-20 different credit facilities. on its participation in the North Crete loan portfolio securitization established market commentators. Highway project. This is a PPP contract in 2017 between Attica, as seller of non- Greek Avis Rent-a-Car business for the design, construction, financing, performing loans originated in Greece, operation and maintenance of the 22.5 Our team comprises Greek and English-qualified lawyers based in Athens and Piraeus, who advise on Greek, in €186.4m debut auto lease and Artemis Securitisation SA. Artemis securitization km Hersonissos – Neapoli section of acted on behalf of its Compartment 1 as English, European and international law. Our clients include Greek and multinational corporations, particularly the North Crete Highway by means of a the purchaser of such receivables, as well Our lawyers acted for Olympic in the financial institutions, insurance, shipping, renewable energy and real estate sectors, as well as competitive dialogue tender. In particular, as the issuer of the Original Class A notes Commercial & Tourist Enterprises Single governmental organizations and the Hellenic Republic. We have worked on some of Greece’s most prominent we advised on the submission of the and the Original Class B notes, each held Member SA, a joint venture between Koc client’s expression of interest during the by Attica and Artemis Finance Holding transactions and have a strong record in advising Greek companies raising funds externally, and multinational Holdings (one of the largest companies pre-qualification stage; the client Sàrl (AFH) on the date of the restructuring, corporations investing into Greece. We are one of the few Greek practices with an office in Monaco. in Turkey) and Avis Rent-a-Car, on a was recently declared as one of the pre respectively. The restructuring consisted €186.4m securitization of auto leases. The qualified participants. of a split of the Original Class A notes, mandate, which closed on August 13, People Contact involving the re-designation of the original 2020, consisted of four tranches of notes National Bank of Greece sells note as a Class A-1 note, and the issuance (the pari passu ranking Class A1, Class A2 Dimitri Sofianopoulos €350m distressed shipping loan of a new Class A-2 note subscribed for and Class A3 notes, and the junior ranking +30 210 94 75 357 portfolio to US debt fund by Artemis Finance Holding Sàrl, the 22 5 Class B notes), issued by Cronus Finance Lawyers in Greece Partners in Greece [email protected] re-designation of the Original Class B DAC (an Irish SPV). Cronus Finance used Our lawyers in London and Athens notes as the new Class J notes and the Norton Rose Fulbright Greece is the trading name the proceeds of the note issue to acquire represented investment advisor Cross issuance of the new Class B notes. A of Norton Rose Fulbright, Sofianopoulos, Tsohou, a portfolio of auto leases from Olympic. Ocean Partners on an agreement with the Cheilas, Koroxenidis, Assimakis, Liberopoulos and re-transfer mechanism, whereby Attica is The deal also contained a replenishment National Bank of Greece to sell a €350m Partners Law Firm able to receive back onto its balance sheet feature, whereby the proceeds of distressed shipping loan portfolio to a better performing loans from the issuer as payments under the auto leases can US debt fund. Our role included advising Services compensation for the outstanding accrued be used to acquire additional leases our client on capitalizing on a new Greek capitalized interest on the Original Class Banking and finance Projects Shipping for a limited period. The three tranches central bank initiative to offload non- A notes, was also included. A number of Capital markets Public-private partnerships (PPP) Technology and innovation of Class A Notes, with a total principal performing loans, as well as coming English and Greek security arrangements Corporate, M&A and securities Regulation and investigations Transport amount of €130m were placed with two up with innovative ways of ensuring compliance with Greek law and GDPR were also put in place to support two Financial services and regulation Risk advisory supranational investors (the EIF and the without undermining the commercial Greek non-recourse loans provided by Litigation and disputes Securities litigation, regulation EBRD) and one institutional investor viability of the deal. Attica to AFH to support the restructuring. and enforcement (pension fund ASR). Olympic bought the Class B Notes. As well as being Olympic’s Our lawyers also conducted due diligence

Selected clients Alpha Bank Emirates Telecommunications Morgan Stanley Market recognition Avin International Eurobank National Bank of Greece Tier 1 Shipping: finance BNP Paribas Safe Bulkers Inc Piraeus Bank Banking, finance and capital markets (international firms) Citi Hellenic Financial Stability Fund Public Power Corporation Energy Chambers Europe 2016-2020 Costamare Partners LP Hellenic Republic Asset Development Fund Société Générale Projects and privatization Credit Suisse Jefferies Restructuring and insolvency Shipping finance EDF Energies Nouvelles Latsco Shipping The Legal 500 EMEA – Greece 2020, 2019 50 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 51

Client work in Belgium

Indian automotive group buys Leading global logistics company Imperial Holding sells European Brussels rival Reydel for US$1bn in damage litigation inland waterways to German port Belgium | We advised Indian automotive component We advise and represent Imperial in operator manufacturer Samvardhana Motherson on competition follow-on damage litigation Our Brussels team advised Germany’s its acquisition of the US$1bn strong rival matters against several members of Johannesburg Stock Exchange-listed Brussels is the antitrust and regulatory heart of Europe. Our Brussels practice Reydel Automotive. As the parties had the so-called truck cartel. This is one of Imperial Holding Ltd on merger and reflects this and is a key part of our global antitrust and competition group, competing market activities and parallel the largest follow-on damage litigation regulatory clearance for the sale of its presence in some regions in Europe, the procedures in the aftermath of an EU 40,000 km European network of inland providing a one-stop legal service for merger filings and clearances, and case involved an in-depth analysis of Commission cartel decision. Our work waterways to Häfen und Güterverkehr national and cross-border investigations into anti-competitive practices, relevant product and geographic markets, includes the preparation of comprehensive Köln, Germany’s second biggest port and involved securing several merger material, the development of a litigation operator. This is only the fifth merger including cartel activity, and civil litigation (including class and group control filings globally, including in Russia, strategy and the coordination of a complex decision to analyze the inland waterways actions). Morocco and Korea, as well as from the commercial analysis; furthermore, market (the fourth, excluding simplified European Commission. we represent the client in the Court procedures). The transaction was procedure, currently in Germany. approved in phase I, subject to the We work with companies and government organizations from around the world and our multinational team Merger clearance for Gemalto NV’s removal of Imperial’s South American allows us to coordinate advice across all EU countries, as well as with the European Commission itself. Our digital security deals Hellenic Republic restructures waterways business, in a 66-page-long working languages are English, Dutch, French, German, Italian and Spanish. We offer our clients a strategic We are providing advice and assistance Greek energy sector decision. understanding of the underlying policies which shape regulators’ approaches and of the sensitivities involved to Gemalto NV with the international We are advising and representing the International airlines in potential in dealing with antitrust and competition authorities. We also advise on wider EU, WTO, trade law issues, state antitrust aspects of its acquisitions and Hellenic Republic before the European EU competition and state-aid aid and public procurement. Our dedicated government relations practice provides strategic advice to clients joint ventures. These include, notably, Commission’s competition, financial and Thales SA’s acquisition of Gemalto for energy directorates on the implementation violations on evolving laws and regulations from a political perspective. approximately US$5.4bn, and Gemalto’s of structural measures in the energy We acted for an international airline acquisition of 3M’s identity management sector. This has included negotiating on potential EU competition and business for approximately US$850m. commitments to divest a major share of People Contact State-Aid law violations arising from the the lignite-fired generation capacity of the Liberty House in high-profile so-called Home Country Rule, which Jay Modrall Greek utility, Public Power Corporation, prohibits EU export credit agencies from Novelis/Aleris transaction 9 3 +32 2 237 61 47 to a third party. This was to address the providing export credit assistance to Lawyers in Brussels Partners in Brussels [email protected] Our Brussels team assisted Commission’s concerns expressed in the UK airlines purchasing Airbus aircraft. with the complex and high-profile Novelis/ decision in the Lignite case from 2008, We have helped our client challenge which was one of the rare EU competition Services Aleris transaction, representing Liberty a long-standing rule agreed among a House Group in its proposed purchase law cases under Article 106 TFEU, and combination of Boeing and Airbus, US Antitrust and competition Merger control Risk advisory of Aleris’ divested business. This disputed for many years before the government, and France, Germany and/ Government relations and public policy Regulation and investigations WTO and international trade sale involves obtaining EU approval European courts. or the UK, which has historically opted for Liberty House Group as suitable ELG Haniel and Mitsubishi for airlines which are independent from Selected clients purchaser of Aleris’ divested business, Airbus member states, such as our client, target carbon recycling market Balfour Beatty G4S Shell as well as obtaining separate approval favoring competitors such as Norwegian. for the acquisition under the EU merger in joint venture Bombardier GSK Reckitt Benckiser regulation. We are providing advice to ELG Haniel Stena AB/Hyundai Glovis JV BNP Paribas Hellenic Republic Rofin-Sinar and Mitsubishi on their proposed attracts antitrust scrutiny bp HSBC RWE carbon recycling joint venture, including We are advising leading European Carlsberg Louis Dreyfus Stena notifications in a number of jurisdictions, shipping company Stena AB and its Delta Marubeni Vodafone notably Turkey, and the European subsidiary Stena Rederi on all merger easyjet Morgan Stanley Commission. Mitsubishi plans to acquire control and competition law aspects of its 25 percent of shares in ELG Carbon plan to create a joint venture with leading Fibre Ltd (ECF), a leading supplier of global car carrier Hyundai Glovis Co Ltd. reprocessed carbon fiber, from ELG This is a strategic milestone for Stena, Haniel. This joint venture is focused on which is looking to expand its services the market for recycling carbon fiber, a further into Europe and globally. recent development in technology which is expected to appeal to the aviation and automotive sectors. 52 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 53

Luxembourg

Our Luxembourg office is particularly strong in investment funds, real estate, Client work in Luxembourg banking and finance, mainstream corporate, M&A, commercial and cross- Global investment firm to buy issuance program in 2020; its SEK7.25bn Fontavis launches €400m SCS border tax planning. Luxembourg FinTech payment triple-tranche Swedish kronor bond SICAV RAIF focused on energy service provider issue in March 2019 (the largest senior infrastructure unsecured corporate issue in Swedish Our lawyers also work closely with our EU investigations and risk advisory teams across our 50+ offices Our Luxembourg and London teams kronor to date); its €2.5bn triple-tranche Our lawyers are representing Fontavis AG, globally. In addition to growing links with China and other Asian jurisdictions, Luxembourg has strong worked closely to advise a major global bond issue in May 2019; its €1.5bn triple- a Swiss fully licenced asset manager, on historical links with neighboring Germany and well-established connections to Canada, the US and Russia. investment firm based in the US after tranche bond issue in September 2019; structuring, establishing and marketing it acquired a majority stake in a fast and its €1bn dual-tranche bond issue a fund focussed on energy efficiency, growing Luxembourg-based full-service in February 2020, each listed on the infrastructure and other areas, as a People Contact payment provider in the FinTech sector Luxembourg Stock Exchange. Luxembourg SCS SICAV RAIF. The fund’s on its notification filed to the Luxembourg total commitments are €400m. As part of Stéphane Braun Commission de Surveillance du Secteur Augur FIS Financial Opportunities this, we are advising on the structuring, 15 4 +352 28 57 39 210 Financier. Our Luxembourg team in secondary fund buyout establishment and marketing of a Feeder Lawyers in Luxembourg Partners in Luxembourg [email protected] advised on the regulatory aspects of the structure dedicated to particular German Our Luxembourg and Munich teams transaction in Luxembourg. institutional investors. advised investment fund Augur FIS Services VF Corp restructures parent Financial Opportunities II, the sole Cargolux Airlines secures first Asset finance Employment Real estate company into two listed entities compartment of Augur FIS SICAV (the JOLCO in Japan Banking and finance Financial services and regulation Risk advisory Compartment), on a secondary fund Our Luxembourg team advised VF Our Luxembourg and Paris teams advised Bankruptcy, financial restructuring and Investment funds Securities litigation, regulation and buyout transaction. In this arrangement, Corporation, one of the world’s largest Augur FIS’ shares were purchased by an Crédit Agricole CIB as arranger, facility insolvency Litigation and disputes enforcement apparel, footwear and accessories investor, and the Compartment’s portfolio agent, and lender, and DVB Bank as Capital markets Private equity and venture capital Tax companies and its Luxembourg companies were assigned to Apex co-lender, within the framework of a Corporate, M&A and securities subsidiaries, on the Luxembourg corporate Group and Inlife Holding in a deal worth Japanese operating lease with call option law aspects of a global, group-wide approximately €100m. The Compartment (JOLCO) transaction secured for a Boeing Selected clients restructuring, in which the group’s was the first investment fund to buy 747-400 freight aircraft run by Cargolux parent company was divided into two Airlines International SA. This is the first Ambridge Europe Limited Corsair Mint Investments Sàrl Royal Bank of Canada a Luxembourg-based management independent publicly traded companies. JOLCO on the selective Japanese market Amundi Delta Pneus SA Royal Bank of Scotland company. Our cross-border team worked across eight international and local secured by Cargolux, a European all cargo Augur Capital Advisors European Investment Bank TVM Capital Healthcare Partners Generali Group establishes firms on the counter-side, including in the airline based in Luxembourg. Bank of America Generali USAA Luxembourg real estate fund UK and US, to ensure that the Polish development bank BNP Paribas HSBC VF Corporation We are advising Generali Group on multiple transactions involved happened Banque Internationale à Luxembourg ING Warburg Pincus its investment in a Luxembourg real simultaneously. launches European €700m Cardif Lux Vie Kulczyk Investments estate fund, structured as a reserved infrastructure fund National Bank of Canada sells China Construction Bank Münchener Hypothekenbank eG alternative investment fund (RAIF) in two Our team acted for Bank Gospodarstwa transactions: one in Strategic Property EMTN bonds in public sale in Citibank Quadoro Doric Real Estate GmbH Krajowego, Poland’s development bank, Fund Asia SCSp, Luxembourg real estate Luxembourg on the launch of Marguerite II, a European fund; and the second in Alpha Asia Macro Our Luxembourg and London teams fund focussed on key infrastructure Trends Fund III Private Ltd, a Singapore assisted the National Bank of Canada with investments in energy, renewables, real estate fund. a public sale of its EMTN bond program in transport and digital infrastructure. This follows its successful investment strategy Telenor secures medium and long- Luxembourg. Our work mainly consisted of reviewing the relevant Luxembourg tax in launching the Marguerite I fund. term financing with debt issue on section of the prospectus and subsequent Marguerite II (AIF) has been launched in Luxembourg Stock Exchange reviews each time bonds are offered to Luxembourg with total commitments in Our team advised Telenor, the leading the market. excess of €700m. Nordic telecoms company, on the following transactions: its €10bn debt 54 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 55

Monaco

Our office in the Principality of Monaco advises primarily on banking and Client work in Monaco finance; shipping; tax and real estate matters. We practice international law, Banks finance second-hand and London advises Vodafone on MRG Finance UK and Monaco including English law. Our clients include leading corporates and financial newbuild vessels €250m disposal of Vodafone Malta Resources Group set up institutions, and we have particularly strong links with our shipping practice We are advising BNP Paribas on green A London team assisted Vodafone £300m MTN program and financing for a group of companies Group Plc with its €250m disposal of €50m note issue in Greece. supported by guarantees from GIEK, Vodafone Malta Ltd, through its wholly Our team advised MRG Finance UK Norway’s export credit agency, for the owned subsidiary Vodafone Europe BV, to plc and its parent company Monaco financing and acquisition of equipment to Monaco Telecom SAM. The transaction Resources Group S.A.M., a long-standing People Contact reduce levels of CO². Separately, we completed on March 31, 2020. client of our firm, on setting up a retail- assisted Credit Suisse with providing Sonangol Shipping explores compliant £300m medium-term note Dimitri Sofianopoulos loans of up to US$100m to a group of program, and on an inaugural €50m establishing Monaco base 1 1 +377 9330 4290 shipping companies. And we advised ABN note issue. The parent company, which Lawyers in Monaco Partner in Monaco dimitri.sofianopoulos@ Amro on an innovative charter-in overdraft We advised Sonangol Shipping Holding guarantees the notes, operates in metals, nortonrosefulbright.com facility. Ltd on the legal aspects of setting up a minerals, agriculture, complementary business in Monaco. We have advised logistics and technical services in more Services Selected clients Dispute over super yacht sale and Sonangol for more than 30 years on areas than 25 countries, including in sub- Banking and finance Credit Suisse AG Golden Flame Shipping SA purchase agreement including financing for general corporate Saharan Africa. The notes were listed on Banks ABN Amro Bank NV KK Superyachts We advised a Monaco yacht broker and purposes and for specific projects, and the London Stock Exchange and, under Shipping BNP Paribas Latsco Shipping Limited its ex-F1 leading driver client in a sale and on joint ventures, crude oil supply the European ‘passporting’ regime, on the purchase dispute under a super yacht sale contracts, shipping and aircraft-related Yacht finance Costamare Inc Safe Bulkers Inc Frankfurt Open Market (Freiverkehr der agreement. matters, oil price hedging contracts and Frankfurter Wertpapierbörse). Cymona Maritime Holdings Inc employment issues. Latsis acquires Aframax tankers We advised members of the Latsis family BNP Paribas acts on refinancing of on the formation of a new joint venture the Fairmont Monte Carlo Hotel in with a US equity house and on the Monaco acquisition of ships from Monaco-based Our team acted for French investment owners. bank BNP Paribas on the refinancing Latsco Shipping secures financing of the Fairmont Monte Carlo Hotel in Monaco, a four star luxury hotel located for newbuild orders in the center of the Principality of We assisted Latsco Shipping Ltd with Monaco. The hotel has 596 guest rooms, newbuild orders and its financing from residences and suites, as well as four ING Bank NV, DVB Bank SE, Credit restaurants, including Nobu and a Nikki Suisse AG and HSBC Bank plc in loan Beach. It is owned by London & Regional agreements aggregating US$400m. Properties, a UK-based private real Latsco Shipping Ltd is headquartered in estate investment company. We resolved Monaco. significant challenges presented by the security structure and the overall structure. This is the largest hotel in Monte Carlo, located on the French Riviera, overlooking the Monaco Grand Prix racetrack, and operated by the Fairmont Group on behalf of the owner. 56 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 57

Client work in Istanbul Turkey | Istanbul TPAY Mobile buys Turkish FinTech Albaraka Türk issues Turkey’s first Southern Corridor Gas Project company AT1 Sukuk secures further funding Our Istanbul office draws on the firm’s established Turkey practice to counsel Our lawyers represented TPAY Mobile We advised Albaraka Türk Katılım Bankası We are advising on multiple financings FZ-LLC, a leading digital merchant AŞ on issuing its US$205m additional worth more than US$2.5bn for part of clients on mergers and acquisitions, private equity, privatization, capital acquirer in the Middle East and Africa, tier one capital (AT1) Sukuk. The Basel the US$40bn Southern Corridor Gas markets, corporate finance, project finance, regulation and investigations, risk on its acquisition of 100 percent of shares III-compliant Sukuk was the first AT1 to be Project, which involves three separate in leading Turkish FinTech company issued in Turkey and was executed through gas pipelines across Azerbaijan, Georgia, advisory and data protection. Trend Ödeme Kuruluşu A.Ş. The a special purpose vehicle, Bereket One Turkey, Greece and Italy. We have advised FinTech company, known in the market Ltd, by way of a private placement. It was lenders on five financings associated Our Istanbul lawyers have significant experience in a variety of sectors, including banking, financial services, as Payguru, is Turkey’s first licensed admitted to the official list and to trading with the project, which includes the telecommunications, energy, real estate, consumer goods, natural resources, construction and engineering. mobile payment entity. The acquisition on the regulated market of the Irish Stock Shah Deniz gas field and TANAP and Our Istanbul-based professionals are fluent in Turkish and English. Through an alliance with Pekin Bayar financing was partially provided by the Exchange. As the first Basel III-compliant TAP pipelines. These transactions have Mizrahi, we provide clients with Turkish legal advice. European Bank for Reconstruction and tier one deal to come out of Turkey, and the included financing for both the upstream Development. first in Sukuk format, this was a milestone gas field development as well as the transaction for the market. TANAP gas pipeline. We have acted for People Contact Unlicensed solar plants lenders on all of these financings including receive funding IFC invests in waste power and commercial banks and development Ayşe Yüksel Mahfoud We assisted Netherlands Development fertilizer project finance institutions. Istanbul: +90 212 386 1310 Finance Company with financing one We advised International Finance 5 3 SMBC establishes Pegasus Airlines Lawyers in Istanbul Partners in Istanbul New York: +1 212 408 1047 of the first Turkey-based project finance Corporation (IFC) and the Infrastructure [email protected] deals in unlicensed solar power. The Crisis Facility Debt Pool on financing for using JOLCO financing was provided directly from an a waste management, power generation We advised SMBC on establishing Services international financial institution. Together and organomineral fertilizer production Pegasus Airlines on the back of a Acquisition finance and corporate lending Financial institutions Projects with our affiliated firm, we represented the plant in Turkey. The project is sponsored Japanese operating lease with call option Banking and finance Healthcare Public-private partnerships (PPP) client in the due diligence for the project, by the Heksagon group of companies, (JOLCO) and two finance leases with which is to develop, build, operate and together with an equity investment three Airbus A320neo aircraft. This was Capital markets Infrastructure Real estate finance a portfolio of unlicensed solar injected by IFC. The first tranche of the an important transaction for both SMBC Consumer markets Islamic finance Renewables power plants in Turkey. The deal is not a financing closed in October 2015 and and Pegasus and closed in short order Corporate, M&A and securities Litigation and disputes Risk advisory typical one-special purpose vehicle (SPV)- the second in May 2016. IFC will hold an to meet Pegasus’s delivery schedule Data protection Private equity and venture capital Sanctions and export controls one-project financing as the unlicensed equity investment in the company. with Airbus. We were instructed to Energy Privatizations Telecommunications PV power plants are being developed provide general strategic advice on both in ten separate SPVs, each fully-owned transaction structures, to negotiate and Selected clients subsidiaries of the borrower, Sunfarming draft documentation and to advise on all Eurasia Asset Enerji Yatırımları ve Yönetimi matters of English law. We also acted as Akbank İS SOCAR Anonim Şirketi. lead transaction counsel for SMBC and Credit Agricole Yatırım Koç Holding AŞ Türk Hava Yolları AO were responsible for coordinating with EBRD Mak-Yol Türkiye Petrol Refinerileri AS Turkish and Japanese counsel to ensure HAVELSAN MNG Yapı ve Kredi Bankası AŞ that SMBC’s interests in the aircraft were ING Netherlands Development Finance properly protected. International Finance Corporation Company (FMO) Market recognition

Financial institutions deal of the year Structured loan deal of the year Transport finance deal of the year (Albaraka Türk Katılım Bankası AT1 Sukuk) (Pegasus Airlines Financing) (Turkish Airlines – Balthazar guaranteed GFC Media Group’s GFC Media Group’s French tax lease Bonds & Loans awards 2019 Bonds & Loans awards 2020 GFC Media Group’s Bonds & Loans awards 2020 58 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 59

Client work in Russia Russia | Moscow Pre-export finance facility for Shell and Gazprom Neft create Dispute over supply of auto parts SUEK Ltd upstream oil and gas JV in supply contract is resolved Our Moscow team advises a range of international and Russian clients on Our Moscow, London and Amsterdam Western Siberia We represented Russia’s leading auto domestic and cross-border M&A, joint ventures, financing and commercial offices advised a syndicate of Our Moscow office, with support from producer as a respondent in the LCIA approximately 15 international banks led our team in Singapore, advised Shell on arbitration against a Chinese company transactions, complex disputes in Russia and the wider CIS region, risk by Deutsche Bank AG on a pre-export its proposed acquisition from Gazprom over a US$16m contract to supply certain advisory and regulatory matters, particularly in the oil and gas, metals and finance facility of up to US$1.2bn for SUEK Neft of a 25 per cent stake in LLC auto parts. The tribunal decided in our Ltd, the Cypriot subsidiary of SUEK, the Gazpromneft-Aerobryansk to create a new client’s favor, upholding our objections mining, financial institutions, life sciences and healthcare, transport, real biggest Russian coal producing group of upstream oil and gas joint venture with and dismissing all claims brought against estate, construction and technology sectors. Our Moscow-based lawyers are companies. This was one of the largest Gazprom Neft (50 percent) and Repsol our client. syndicated pre-export finance facilities (25 percent). Due to Repsol’s exit from the qualified in Russia, the UK, the US and Australia. completed in Russia in recent years. transaction it was later restructured into Leading financial institution a 50/50 joint venture between Gazprom deemed not liable in Israeli Kimkano-Sutarsky Mining and Neft and Shell. The two partners have bankruptcy Beneficiation Plant wins financing People Contacts joined forces to undertake the exploration Our lawyers acted for the world’s leading We advised IRC Ltd, the largest producer of the Pukhutsayakhsky and Leskinsky financial institution and successfully Anatoly Andriash Valentina Gluhovskaya of industrial commodities in Russia’s fields in Western Siberia (the Gydan defended it from being brought to 25 6 +7 499 924 5108 +7 499 924 5110 Far East, on a Russian law syndicated peninsula). subsidiary liability for US$55.7m in Lawyers in Moscow Partners in Moscow [email protected] [email protected] financing of up to US$240m from one of bankruptcy proceedings concerning BlaBlaCar acquires Busfor the leading Russian banks for one of its a large Israeli chain of malls in the Services operating subsidiaries, Kimkano-Sutarsky We advised French-headquartered long- DIY sector. Mining and Beneficiation Plant LLC. The distance carpooling online marketplace Antitrust and competition Intellectual property Real estate loan was secured by a variety of security BlaBlaCar on its largest acquisition to Banking and finance International arbitration Regulation and investigations interests and corporate guarantees. date – online bus ticket platform Busfor, Bankruptcy, financial restructuring and FinTech Renewables which has operations in Russia and CEE. insolvency Life sciences and pharmaceuticals Risk advisory The deal enables BlaBlaCar to expand Capital markets Litigation and disputes Securities litigation, regulation and its choice of offering to ride-sharing Construction and engineering Mining enforcement customers and to accelerate the online Corporate, M&A and securities Oil and gas Tax integration of the highly fragmented long distance bus transportation sector in Employment and labor Projects Technology and innovation Eastern Europe. Busfor was acquired from Energy Transport Public-private partnerships (PPP) its management and three CIS-focused Insurance private equity investors. The deal, which involved the sellers receiving c.4% new Selected clients equity in BlaBlaCar’s French holding AirBridgeCargo Airlines Fosun International Rio Tinto company, involved complex structuring considerations across several jurisdictions. Barrick Gold Corporation Gazprom Rosatom BlaBlaCar Gazprom Neft Rosbank (Société Générale) BNP Paribas HOPU Investment Rosneft Market recognition bp HSBC S7 Group Tier 1 “At Norton Rose Fulbright, the corporate team is praised by clients for its ‘deep Chevron ING Group Sberbank of Russia Banking and finance: understanding and vast experience in financing and M&A transactions’; it is also CIB Inter RAO Shell lender or arranger side particularly active in joint venture and restructuring matters. The group stands out for Citi Kinross Gold Corporation UniCredit The Legal 500 EMEA – Russia 2020 its wide-ranging expertise, spanning the technology, transport, real estate, energy and Crédit Agricole Munich RE VTB Capital Energy and natural resources natural resources sectors.” Deutsche Bank AG Novatek Transportation The Legal 500 – Russia 2021 Pravo.Ru-300 2020 60 Norton Rose Fulbright – Law around the world Global coverage – Europe October 2021 61

Client work in Poland

Financial institutions funds ISOC Group in Philippines secures Abris Capital sells NOVAGO waste Multimedia Polska acquisition by financing to buy Argon building in fuel unit to China Poland | Warsaw Vectra Gdańsk We advised private equity company We advised one of the largest syndicates We advised Bank BGŻ BNP Paribas SA on Abris Capital Partners on the €123m recently formed by domestic and a loan made to ISOC Group to finance the (US$146m) sale of NOVAGO, a municipal international financial institutions on acquisition of the Argon office building in waste management and waste-to-energy Our Warsaw team advises a range of global financial institutions and complex financing arrangements for Gdańsk, which is located in the Alchemia producer, to China Everbright International corporates, as well as major Polish companies and governmental Grupa Vectra to acquire Grupa Multimedia office complex. The building was sold by Ltd. At the time, this was one of the largest Polska. The financing was arranged by Polish real estate developer Torus to ISOC Chinese direct investments in Poland, organizations. BNP Paribas and Bank Polska Kasa Group, a real estate and infrastructure and the largest Chinese acquisition in Opieki SA, and the latter acted as agent investment company in the Philippines. the environmental protection industry in We draw upon our European and global capabilities to offer our clients a full business law service. We provide and security agent. This makes Grupa The Argon office building offers around Central and Eastern Europe. Vectra the largest cable service provider in 38,000 sq. meters of leasable space, Polish and international advice on banking and finance; corporate (including M&A and securities); energy; Accolade buys new multi- real estate; construction and engineering; and regulation and investigations. We work across a range of key Poland with 1.7 million subscribers. occupied by tenants including Lufthansa Systems Poland, Marine Harvest and tenant logistics park in Gorzów industry sectors and are particularly strong in the areas of financial institutions and real estate. Financing for GAZ-SYSTEM, Wirtualna Polska Group. The building is Wielkopolski Poland’s designated natural gas LEED-certified with the highest rating. Our Warsaw office advised Accolade transmission system operator Group on its acquisition and development People Contact Commerzbank refinances We advised a consortium of ten banks of a new multi-tenant logistics park in Rodamco-Westfield shopping Grzegorz Dyczkowski on PLN 5.5bn (US$1.4bn) financing for Gorzów Wielkopolski, Poland. The 72,000 21 3 +48 22 581 4949 Operator Gazociągów Przesyłowych Gaz- center sq. meters Gorzów Wielkopolski park, Lawyers in Warsaw Partners in Warsaw grzegorz.dyczkowski@ System SA, Poland’s designated natural Our lawyers in Warsaw, Paris and London valued at €47m, will be developed as nortonrosefulbright.com gas transmission system operator. The advised Commerzbank AG on a €200m an environmentally friendly and modern financing will be used by GAZ-SYSTEM loan to Unibail-Rodamco-Westfield to industrial park and will be BREEAM Services to implement its 2020-2025 investment refinance one of the largest shopping (Building Research Establishment Environmental Assessment Method)- Antitrust and competition Energy Projects strategy and as a stable source of funding centers in Warsaw, Galeria Mokotów. for projects, including the Baltic Pipe and certified. Accolade Group is an Banking and finance Financial institutions Real estate the expansion of the Świnoujście LNG LOT Polish Airlines secures international investor in the commercial Bankruptcy, financial restructuring and Infrastructure, mining and commodities Regulation and investigations terminal. aircraft leases real estate market, operating in the Czech insolvency Insurance Renewables We assisted LOT Polish Airlines with Republic, Poland, Slovakia, and Germany, Capital markets Refinancing Polska Żegluga Life sciences and pharmaceuticals Risk advisory operating leases for three Boeing 787-900 with a portfolio worth more than €1bn. Construction and engineering Litigation and disputes Structured trade and commodities finance Morska Group companies’ debt aircraft, two Boeing 787-800, six Boeing INTER CARS refinances debt with Corporate, M&A and securities Private equity and venture capital Transport We advised Bank Polska Kasa Opieki 737-MAX and four Boeing 737-800 from PLN 1.4bn loan facility Employment and labor SA on refinancing debt related to the various lessors. acquisition of five vessels by Polska We advised INTER CARS SA and its Invesco refinances Kazimierz group of companies on a PLN1.4bn Selected clients Żegluga Morska Group companies (Polstream Group). This involved drafting shopping center and office loan facility from a consortium of banks Abris Capital Partners GDF Nestlé a full security package for the financing, building to refinance existing debt and to use BNP Paribas Bank Polska HSBC Panattoni Europe for working capital. The consortium including ship mortgages. Assisted by We acted for Invesco Real Estate on the Cathay Pacific Airlines Hydro Aluminium PGE comprized Bank BGŻ BNP Paribas SA, Bahamian law firm Lennox Paton and financing and refinancing of the Galeria Bank Handlowy w Warszawie SA, Bank CEE Equity Partners IMI PGNiG Cypriot law firm Michael Kyprianou, Kazimierz shopping center in Kraków Polska Kasa Opieki SA, CaixaBank SA Deutsche Bank Impax Asset Management PKO Bank Polski this marks the first shipping finance and the Crown Square office building in (Spółka Akcyjna), Oddział w Polsce, DNB EBRD ING RBS transaction on which our team advised Warsaw through Aareal Bank AG, as part Bank Polska SA, ING Bank Śląski SA and Bank Polska Kasa Opieki SA. With 62 of a multijurisdictional transaction which EDF Lantmännen Santander Bank Polska mBank SA as mandated lead arrangers vessels, Polsteam Group is the largest involved granting approximately €1bn in Energizer LOT Polish Airlines SNC-Lavalin on the facility. Bank Polska Kasa Opieki and oldest ship operator in Poland and loan facilities. Fortum mBank TAURON Polska Energia one of the world’s leaders in marine SA acted as agent, and mBank SA as the transportation of molten sulphur. security agent. Market recognition

Tier 1 Banking Project finance IFLR1000 – Poland 2017-2021 Global coverage – US October 2021 63

United States overview

We are one of the largest law firms in the US, with more than 600 lawyers Client work in the US across 11 locations, coast to coast, including New York, Washington, DC, Phillips66 in antitrust class action BG Staffing Inc acquires EdgeRock Macquarie buys Waddell & Reed Houston, Dallas and San Francisco. Our lawyers represent Phillips 66 in the Technology Partners Financial for US$1.7bn antitrust class action Persian Gulf Inc v. bp We advised BG Staffing Inc, a publicly- We represented Waddell & Reed We represent many of the world’s preeminent corporations in matters ranging from litigation to intellectual West Coast Products LLC et al pending traded and growing US national provider Financial Inc (NYSE: WDR), an investment property and regulatory investigations. Clients benefit from our depth and breadth of experience in key in federal court in San Diego, California. of workforce solutions, on its acquisition management and wealth management This lawsuit was filed in 2015 against all industry sectors, including financial institutions; energy; infrastructure; mining and commodities; technology of EdgeRock Technology Partners in an services firm, on its merger with Macquarie the major gasoline refiners operating in the all-cash transaction at the end of 2020. Asset Management, part of Macquarie and innovation; and life sciences and healthcare. state, including bp, Chevron, Tesoro, Shell, EdgeRock Technology Partners is a leading Group. Under this agreement, Macquarie ExxonMobil, Valero and Phillips 66. Plaintiffs provider of specialized IT consultants in 40 would acquire all of the outstanding shares allege petroleum refiners on the West Coast Contact Services states and focuses on sourcing and placing of Waddell & Reed for an equity value conspired to fix gasoline prices. The case technology professionals who specialize of US$1.7bn. Alternative dispute resolution Litigation and disputes Jeff Cody was initially dismissed, but the court gave in premier software and data ecosystems. +1 214 855 8313 Appellate Power and utilities plaintiffs an opportunity to re-plead. An With the acquisition, Plano, Texas-based BG Abry Partners buys HealthEZ [email protected] Banking and finance Product liability amended complaint was filed on behalf Staffing has enhanced and expanded its We represented the shareholders of The Bankruptcy, financial restructuring and Projects of both direct and indirect purchasers of national IT solutions offerings. Araz Group Inc (d/b/a HealthEZ) on all gasoline, and plaintiffs have claimed the Offices insolvency Public and government finance aspects of its June 30, 2020 sale to Abry damages will be in the billions of dollars. Lenders finance two major wind Partners. Our multi-office team advised Austin Banks Real estate Discovery is proceeding. projects in Texas and Illinois HealthEZ – a leading independent third- Dallas Class actions Regulation and investigations We represented the lender of US$484m party administrator of self-funded medical Corporate, M&A and securities Renewables Scott and White Health Plan in Denver and US$284m in construction financing, plans – on all corporate, healthcare, Employment and labor breached services dispute Houston Risk advisory respectively to a subsidiary of Algonquin regulatory, benefits, antitrust, real estate and Los Angeles Energy Securities litigation, regulation and Our Dallas lawyers represented Scott and Power Fund (America) Inc for two wind farm tax matters for this complex transaction. Minneapolis Environmental law enforcement White Health Plan (SWHP) in an in-person projects: the Maverick Creek wind project, bench trial in the US District Court for the Illinois Tool Works in injury- New York FinTech Tax a 525.4 MW nameplate capacity wind farm Western District of Texas – Waco Division. under development in Concho County, related lawsuit St Louis Government regulations and public policy Healthcare We filed the lawsuit alleging that the Texas; and the Sugar Creek wind project, a Our lawyers represented Illinois Tool Works San Antonio pharmacy benefit manager – who served Infrastructure 202 MW nameplate capacity initiative under (ITW) in a matter in which the plaintiff, a San Francisco as a subcontractor for SWHP in connection development in Logan County, Illinois. trained independent contractor, injured Intellectual property Washington, DC with SWHP’s Medicare Part D Plan – their hand while cleaning the conveyer belt Life sciences and pharmaceuticals breached its services agreement with our Wyoming Medical Center sold to on a metal detector. The plaintiff alleged client by failing for years to properly process Banner Health that the detector was negligently and healthcare claims for certain members. The Our lawyers advised Natrona County, defectively designed and manufactured, parties attended mediation and settled the Wyoming, on the US$200m sale of and that ITW failed to provide necessary lawsuit for a favorable amount, including Wyoming Medical Center to Banner Health. and proper safeguarding, a fail-safe system, complex compounding and simple interest The three-way deal involved transferring and warnings. The case settled favorably for amounts calculated since 2007. Wyoming Medical Center hospital Illinois Tool Works. Lightsource bp in Bighorn solar operations to Banner Health through substitution of Banner Health as the sole project operator member. The deal also included We represented Lightsource bp, as borrower the simultaneous sale by Natrona County and sponsor, in relation to the tax equity of land, buildings and equipment used in and debt financing of the 300 MW Bighorn the Center’s operation to Wyoming Solar Project under construction in Pueblo Medical Center. County, Colorado. 64 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 65

Market recognition

Tier 1 Public finance Projects: LNG Real estate Projects: Renewables and Alternative Securities/capital markets Energy Tax Chambers USA – Nationwide 2020 Technology Tier 1 Trademark Projects: LNG Transportation Projects: Renewables and Alternative Trusts and estates Energy Venture capital Chambers Global – USA 2021 US News & World Report Best Law Firms 2021 Energy: oil and gas Austin and Surrounds: Litigation: General Infrastructure Commercial IFLR1000, 2020, 2019 Bankruptcy/restructuring (National) Healthcare Appellate Litigation: Securities Bankruptcy, financial restructuring Chambers USA – Texas and insolvency 2020 Commercial litigation Energy: renewable/alternative Copyright Finance: project finance: advice to lender Corporate Finance: restructuring (including Energy bankruptcy): municipal Environmental M&A: middle-market (US$500m-900m) Equipment finance Legal 500, 2020 Health Care Law Practice group of the year Insurance Project finance Litigation (antitrust, bankruptcy, Law360, 2015-2019 environmental, ERISA, intellectual property, patent, securities) Mass tort litigation/class actions – defendants Natural resources Oil and gas Patent Projects

In the US, we are a Chambers & Partners leading law firm in 34 state and national practice areas 66 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 67

Austin | United States

Our Austin office has a history of representing multiple industries in a Client work in Austin variety of matters for both mature and growing companies, with a focus on Mary Kay skin care patent Kansai Electric Power makes Significant win for Tesco, Nabors start-ups, particularly in the technology and innovation, and life sciences and portfolio its first US renewable energy in shareholder class action suit healthcare sectors. We handle the patent portfolio, including investment In a significant win for Tesco, its board more than 1500 US and foreign patents, Our lawyers advised Kansai Electric Power and Nabors in Norman Heinze v. Tesco for Mary Kay Inc, a global name in skin Co Inc (Kansai), an Osaka Japan-based Corp. et al, the Fifth Circuit recently upheld Our nationally recognized intellectual property practice has assisted our clients’ development and care and makeup. We are responsible utility holding company, on its purchase a prior ruling that tossed a proposed commercialization of new technology and products. Our notable practices include real estate, product and for the US and global portfolio, which of an ownership stake in the Aviator shareholder class-action lawsuit against pharmaceutical product liability and commercial litigation. We also provide valued advice in the areas of includes all of its skin active ingredients, Wind Project in Coke County, Texas. In our clients, alleging that they withheld employment and labor; bankruptcy, financial restructuring and insolvency; litigation and disputes; renewables; product formulations, and packaging the agreement, Kansai acquired a 48.5 significant information ahead of Nabors' and tax. designs. percent interest in Aviator Wind Holdings 2017 acquisition of Tesco. A panel of three LLC from Ares Management Corp's judges ruled that shareholder Norman Patent prosecution for infrastructure and power division. This is Heinze ultimately failed to show that People Contact comprehensive cancer center Kansai's first renewable energy investment the proxy statement omissions tricked We manage a substantial amount of in the United States and its fifth overall shareholders into approving the all-stock Mark Oakes patent prosecution, including preparation outside of Japan. Kansai has also invested acquisition by Nabors. This decision 42 22 +1 512 536 5221 and prosecution of US and PCT/ in similar projects in Ireland, the United could make it easier for defendants to Lawyers in Austin Partners in Austin [email protected] International applications, as well as Kingdom and Finland. Developed by Apex obtain dismissal of these cases on the managing non-US prosecution through Clean Energy, the Aviator Wind Project – pleadings, thus conserving defense Services various law firms around the world. The the largest single-phase and single-site costs and potentially driving down the Alternative dispute resolution Energy Product liability technologies involved concern cancer wind facility in the United States – is a 191 settlement value. Appellate Environmental law Public and government finance therapeutics and diagnostics, along turbine, 525 MW onshore project located with related medical device and other just over 200 miles northwest of Austin. Banking and finance Healthcare Real estate technologies. In addition, we assist with Bankruptcy, financial restructuring and Infrastructure Regulation and investigations IP due diligence, freedom-to-operate and insolvency Intellectual property Renewables license negotiations. Class actions Life sciences and pharmaceuticals Risk advisory Corporate, M&A and securities Litigation and disputes Tax Employment and labor Power and utilities Market recognition Tier 1 Tier 1 Selected clients Bet-the-Company Litigation Austin and Surrounds: Litigation: General Biotechnology Commercial AIG Charles Schwab Mitsui & Co (USA) Commercial litigation Bankruptcy/restructuring AT&T Dell Shell Copyright Law Healthcare Bank of America ExxonMobil Tesco Health Care Law Litigation: Securities XBiotech Farmers Insurance Total Healthcare Chambers USA – Texas 2020 Bayer AG GlaxoSmithKline Litigation – (heath care, IP, Patent) Baylor College of Medicine Mary Kay Inc Medical malpractice – defendants Personal injury litigation – defendants Product liability litigation – defendants Tax Trademark US News & World Report Best Law Firms 2021 68 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 69

Dallas | United States

We have one of the largest legal practices in Dallas, focusing on Fortune 1000 Client work in Dallas and upper-tier, mid-market companies. Southwestern Energy buys Decision in Cinemark USA licensing claim, that Flagship had failed Montage Resources in all-stock antitrust case against Flagship to prove its proffered relevant geographic We offer extensive experience in public and private equity and debt offerings, transactions, securities matters purchase Theaters has industry impact market, and that Flagship had failed to and governance issues, while our disputes, healthcare, reorganization and intellectual property teams are demonstrate that Cinemark’s alleged Our lawyers advised Montage Resources We represented Cinemark USA Inc, multi-theater licenses harmed competition routinely recognized as some of the finest lawyers in the country. As a result, Dallas serves as a gateway for Corporation on its all-stock sale to the third-largest publicly-traded movie within any properly defined relevant clients operating globally. Southwestern Energy Company to form theater company in the US, in a 14-year geographic market. the third largest (by acres leased) oil and legal battle against Flagship Theatres natural gas producer in the Appalachian of Palm Desert LLC. In the trial court, DIP lenders in Carbo Ceramics People Contact Basin. The merger will create a company Flagship alleged that Cinemark violated Chapter 11 Case of substantial scale and increased California antitrust laws by engaging in Michael A. Swartzendruber We represented Wilks Brothers LLC and capabilities in a combined 786,187 acres. two different forms of ‘circuit dealing,’ After +1 214 855 8067 Equify Financial LLC in their capacity as 64 47 a six-week trial, the jury determined that Lawyers in Dallas Partners in Dallas michael.swartzendruber@ lenders under a US$65m prepetition credit John L Wortham & Sons acquired Cinemark did not engage in the ‘monopoly nortonrosefulbright.com facility, a US$15m post-petition debtor- by global insurance broker Marsh leveraging’ form of circuit dealing. In a in-possession credit facility, and as plan divided verdict, the jury also determined, Our lawyers assisted John L. Wortham & sponsor in the Chapter 11 cases of Carbo Services however, that Cinemark had engaged in Sons with its acquisition by Marsh, a Ceramics Inc., a worldwide producer and Alternative dispute resolution FinTech Public and government finance the ‘multi-theater licensing’ form of circuit leading global insurance broker. Founded supplier of ceramic proppants for use in dealing. On appeal to the California Court Appellate Information governance, privacy and Real estate in Houston in 1915, Wortham is one the oil and gas industry. On behalf of our of Appeal, Cinemark asserted that the Banking and finance cybersecurity Regulation and investigations of the largest independent insurance client, Wilks Brothers acquired 100 percent multiple theater licensing portion of the Bankruptcy, financial restructuring and Healthcare Renewables brokers with headquarters in Texas. The of the reorganized equity for Carbo and jury’s verdict was to be evaluated under insolvency Infrastructure Risk advisory acquisition expands Marsh’s footprint its wholly-owned subsidiaries through a in the state to include Austin and Fort the rule of reason, not the stricter per se Class actions Intellectual property Securities litigation, regulation and debt-for-equity exchange effected through Worth, and merged its existing operations rule, as Flagship contended. Consistent Corporate, M&A and securities Life sciences and pharmaceuticals enforcement a confirmed chapter 11 plan. in Dallas, Houston, San Antonio, New with that legal framework, Cinemark Employment and labor Litigation and disputes Tax Orleans and Tulsa with Wortham. The argued that Flagship had failed to satisfy Energy Power and utilities combined business now operates as the elements of the rule of reason in Environmental law Product liability Marsh Wortham. connection with its multi-theater licensing claim. In a more than 60-page published opinion, the appellate court adopted Selected clients virtually every aspect of Cinemark’s AIG Dell Montage Resources argument, holding that the rule of reason AT&T ExxonMobil Pioneer Energy Services applied to Flagship’s multi-theater Bank of America Farmers Insurance PRMI Bayer AG Francis Drilling Fluids Shell Baylor College of Medicine GlaxoSmithKline Total E&P USA Market recognition Chubb Memorial Hermann Health System Tier 1 Tier 1 Patent Cinemark USA, Inc Mitsui & Co (USA) Bankruptcy/restructuring Banking and finance law Product liability litigation – defendants Healthcare Bankruptcy and creditor debtor rights, Public finance Litigation: Securities insolvency and reorganization Real estate law Chambers USA – Texas 2020 Bet-the-Company litigation Securities/capital markets Commercial litigation Tax Corporate Healthcare US News & World Report Best Law Firms Litigation – (banking and finance, 2021 bankruptcy, health care, patent, securities) 70 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 71

Denver | United States

Denver is the capital of the Rocky Mountain Region and is the center of Client work in Denver commerce, banking, distribution, natural resources, healthcare, intellectual Evaluating indigenous cultural Renown Health issues bonds to Marathon Petroleum Corp in property and emerging industries. We represent Fortune 500 companies, heritage and Equator Principles fund improved facilities federal class action claims growing businesses, and nonprofits alike, in all areas important to advancing We evaluated corporate compliance Our Denver lawyers represented Renown We are defending against a federal programs and projects for the protection Health of Reno, Nevada, on the issuance action involving the renewal of the and maintaining a strong regional and national business presence. of indigenous heritage in nearly a dozen of US$531m series 2020A tax-exempt Tesoro High Plains Pipeline rights of way jurisdictions globally for an array of and series 2020B taxable bonds, the across tribal and tribal allottee lands in Consistent with core regional business needs, we have robust litigation, corporate, finance, property, mining, oil and gas, and pipeline clients. proceeds of which were used to refinance North Dakota. This matter has involved government and regulatory capabilities. We often work in diverse practice areas, ranging from facilitating For projects, these engagements involved all of Renown’s outstanding variable rate defeating two class action claims in evaluation of cultural heritage laws, debt and provide new money to build, the federal courts of North Dakota and significant healthcare financing and structuring opportunities to assisting with bet-the-company litigation permitting practices and risk identification improve and furnish its hospital and defense of administrative actions at the and strategic corporate and litigation risk assessment. We have a nationally recognized natural resource in order to obtain project permits under healthcare facilities. Department of the Interior. Our litigation energy practice, focusing on renewable energy, oil and gas, mining and sensitive resource protection, host country law. For corporate programs, and administrative efforts to renew the including on federal lands. this involved benchmarking indigenous Scripps Health insurance rights of way and defend the litigation heritage, consultation and free, prior and placements continue. This pipeline transports oil from informed consent requirements with the Our Denver lawyers represented Scripps the Bakken fields in North Dakota. People Contact Equator Principles and the International Health of San Diego, California on its Finance Corporation Performance Bryon Farnsworth direct issuance of US$300m series Standards. These are important risk +1 303 801 2757 2020A taxable and series 2020B taxable 6 3 identification and mitigation projects notes. Each series of notes was directly Lawyers in Denver Partners in Denver [email protected] critical to corporate engagement, purchased and privately placed with life social responsibility initiatives and insurance companies. Scripps Health Services project advancement. will use the proceeds for strategic capital Alternative dispute resolution Environmental law Public and government finance needs and working capital. Appellate Healthcare Real estate Banking and finance Infrastructure Regulation and investigations Bankruptcy, financial restructuring and Intellectual property Renewables insolvency Life sciences and pharmaceuticals Risk advisory Class actions Litigation and disputes Securities litigation, regulation and Corporate, M&A and securities Power and utilities enforcement Employment and labor Product liability Tax Energy

Selected clients AIG ExxonMobil Renown Health Bank of America Farmers Insurance Scripps Health Bayer AG GlaxoSmithKline Shell ConocoPhillips Marathon Petroleum Corp Total Dell Mattress Firm 72 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 73

Houston | United States

Our Texas practice was established 100 years ago in this global energy center. Client work in Houston Since then, our transactional scope has expanded exponentially, including a TGS-NOPEC Geophysical Company issued a unanimous published opinion Total in joint venture with Apache major international energy practice, while our roots in litigation have grown in cross-border copyright affirming the district court’s dismissal, in Latin America infringement dispute holding that the allegations failed to into a large, diversified disputes practice, respected both nationally and support a strong inference of scienter. Our team represented Total on its We represented defendant TGS-NOPEC The decision is important because it acquisition of a 50 percent working internationally. on a copyright infringement lawsuit filed protects companies that develop cutting- interest in Block 58 in Suriname, together by Geophysical Service Incorporated, edge software programs from burdensome with its assumption of operatorship from In practice areas including corporate law, healthcare, intellectual property, public finance and tax, we regularly which alleged that TGS unlawfully federal securities liability when errors arise. Apache. This project was significant assist clients with US and international transactions, infrastructure projects, disputes and regulatory matters. obtained, used, and distributed seismic The plaintiffs in the derivative cases agreed because Block 58 is the first to have a data that Geophysical created in offshore to dismiss their claims. The SEC also discovery in Suriname. The block also sits Newfoundland. The case was significant conducted an investigation and issued just a few miles across the border from a People Contact because it implicated a previously a no-action letter. massive discovery in Guyana, which is a unanswered question regarding the critical discovery for the northern coast Carter Crow proper application of the Copyright Act’s ExxonMobil in state-wide class of South America, and for our client’s 202 52 +1 713 651 5151 ‘first-sale doctrine,’ codified at 17 U.S.C. action lawsuit involvement in South American upstream Lawyers in Houston Partners in Houston [email protected] 109, in the context of an international oil and gas. Our team acted as lead and We recently obtained a dismissal on transaction. Our team obtained summary sole international outside counsel on all behalf of Exxon Mobil Oil Corporation in a Services judgment dismissal of all of Geophysical’s aspects of the negotiation. state-wide class action lawsuit in federal claims, as well an award of nearly US$1m Alternative dispute resolution Energy Product liability court in the Eastern District of Oklahoma. in attorneys’ fees. Appellate Environmental law Public and government finance The plaintiffs consisted of a putative class Banking and finance Healthcare Real estate Flotek officers face Rule 10b-5 of royalty owners who sought unpaid Bankruptcy, financial restructuring and Infrastructure Regulation and investigations class action over data errors interest and other damages for allegedly late royalty payments under the Oklahoma insolvency Intellectual property Renewables We represented Flotek and its officers and Production Revenue Standards Act. Banks Life sciences and pharmaceuticals Risk advisory directors in a Rule 10b-5 class action, and Similar cases filed against other energy Class actions Litigation and disputes Securities litigation, regulation and two shareholder derivative actions, arising companies have resulted in several Corporate M&A and securities Power and utilities enforcement from a short-seller attack relating to data substantial settlements in Oklahoma Employment and labor Tax errors in a Flotek software program. In 2019, federal and state courts. following oral argument, the Fifth Circuit Selected clients

AIG ConocoPhillips Memorial Hermann Healthcare System Market recognition AT&T Dell Mitsui & Co (USA) Tier 1 Employee benefits (ERISA) Natural resources Bank of America ExxonMobil Shell Bankruptcy/restructuring Employment – management Oil and gas Bayer AG Farmers Insurance Total Healthcare Energy Patent Baylor College of Medicine GlaxoSmithKline Litigation: Securities Environmental Healthcare Personal injury litigation – defendants Chambers USA – Texas 2020 Insurance law Product liability litigation – defendants International arbitration – commercial Public finance Antitrust International arbitration – governmental Real estate Appellate Labor – management Securities/capital markets Bankruptcy and creditor debtor rights, Leveraged buyouts and private equity Tax insolvency and reorganization Litigation (antitrust, bankruptcy, Technology Bet-the-Company litigation environmental, ERISA, intellectual Trademark Commercial litigation property, labor, patent, securities, tax) Trusts and estates Copyright Corporate Mass tort litigation/class actions – Venture capital Corporate defendants US News & World Report Best Law Firms Corporate governance Medical malpractice – defendants 2021 74 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 75

Los Angeles | United States

Our Los Angeles office serves as a key center for international and Client work in Los Angeles domestic commercial activity and is a hub for our dispute resolution Sani-Tech West sells all Retailers combine forces for ExxonMobil in a US$2bn and litigation, product liability, projects, renewable energy, and insurance outstanding stock to 3i Group industry-wide ‘proposition 65’ Superfund clean-up at Portland and reinsurance practices. affiliate enforcement action Harbor We assisted Sani-Tech West Inc with Our lawyers represent a coffee roaster We represent ExxonMobil in connection the sale of all of its outstanding stock and several retailers in an industry-wide with a Superfund clean-up of Our Los Angeles lawyers are well positioned to handle all types of legal matters for our clients around the to an affiliate of 3i Group Plc. A leading ‘proposition 65’ enforcement action over contaminated sediments in the Willamette world, including those conducting business in California. Our Los Angeles disputes lawyers regularly handle US-based manufacturer, distributor and alleged exposure to acrylamide in coffee. River at Portland Harbor in Portland, high-profile and large exposure matters, including consumer and commercial class actions, employment and integrator of bioprocessing systems The court granted summary judgment Oregon. This matter is important because labor matters, securities fraud, government contract matters, environmental law and regulatory and general and components based in Southern in favor of all of the defendants, finding it is the leading sediment site clean-up business lawsuits. Our products liability practice encompasses all aspects of litigation in federal and state California, Sani-Tech develops and that a state regulation determining that on the US West Coast, and involves courts across the country. We are equally skilled at general corporate matters including real estate transactions, manufactures single-use products for chemicals such as acrylamide. which are potential costs of over US$2bn. The site cross-border deals and tax-related issues, bolstered by a highly experienced municipal finance team. leading pharmaceutical and biotech created by roasting coffee beans, pose is very important to our client because companies. This expanded portfolio no significant risk of cancer. The matter is of numerous other sediment sites in the increases 3i Group's product offerings and currently on appeal. country that are modeling their proposed People Contact manufacturing capabilities, and expands clean-up plans on Portland Harbor, and the combined enterprise's footprint across because the EPA is seeking to impose Jeffrey Margulies North America and Europe. Additionally, previously unprecedented low and 26 23 +1 213 892 9286 this combination aims to enhance the potentially unachievable clean-up levels. Lawyers in Los Angeles Partners in Los Angeles [email protected] ability to serve COVID-19 related vaccine and treatment production for new Services and existing customers. 3i Group is a multinational private equity and venture Advertising and marketing Energy Product liability capital company based in London, Alternative dispute resolution Environmental law Projects UK, focused on consumer, industrial, Banking and finance Government relations Public and government finance technology and healthcare industries. Bankruptcy, financial restructuring and and public policy Real estate insolvency Healthcare Regulation and investigations Banks Infrastructure Renewables Market recognition Class actions Insurance Risk advisory Tier 1 Communications, media Intellectual property Securities litigation, regulation and Environmental law and entertainment Life sciences and pharmaceuticals enforcement Insurance law Litigation – environmental Corporate, M&A and securities Litigation and disputes Tax Public finance Employment and labor Power and utilities US News & World Report Best Law Firms 2021 Selected clients AIG ConocoPhillips National Oilwell Varco AT&T ExxonMobil Sani-Tech West Bank of America Farmers Insurance Shell Bayer AG GlaxoSmithKline Total Baylor College of Medicine Mitsui & Co (USA) 76 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 77

Minneapolis | United States

The Twin Cities of Minneapolis and St Paul are centers of commerce for the Client work in Minneapolis Upper Midwest. The region is home to industry leaders in medical devices, Fidelity and Guaranty Life by our US lawyers and involves colleagues plaintiff company’s prior employee. The healthcare, banking, retail, grain and food, technology and energy, from Insurance in class-action in the UK, Germany, Canada, France, district court found it had jurisdiction over complaint South Africa, Australia and other offices, our client, using alleged facts that were traditional to alternative sources. as well as associates in 40 additional extraneous to the State of Minnesota. If Our lawyers secured a victory for countries. the district court’s decision had not been Fidelity and Guaranty Life Insurance We represent both small companies and Fortune 1000 corporations in these various industries. reversed, not only would our client have (FGLIC) in a seven-figure putative class Preferred global counsel for The Minneapolis office is a focal point for IP law, from brands to patent litigation, and possesses had to defend the underlying claims action complaint. The suit alleged that Energizer in multiple services in the State of Minnesota, but also, the extensive experience in complex litigation, employment and labor, corporate, consumer credit and FGLIC improperly and retroactively Lawyers in our Minneapolis office floodgates would have opened to likely amended its Agency Agreements. The mortgage and banking law. originated our representation of Energizer permit suit against many out-of-state plaintiffs also claimed FGLIC wrongfully in multiple practice areas in matters corporations with little to no contact with clawed back commissions and bonuses all over the world. We are Energizer’s the state. The appellate court properly People Contact that it had paid to the agents. FGLIC preferred global counsel for all legal reversed the district court’s finding and counterclaimed, alleging that the agents Tim Kenny matters, including trademarks, false held that jurisdiction over our client did had fraudulently induced FGLIC into +1 612 321 2805 advertising and marketing, disputes, not exist. 26 23 paying the commissions and bonuses. The [email protected] regulatory matters, tax, real estate, Lawyers in Minneapolis Partners in Minneapolis court entered a final order and judgment, Trademark counsel for American labor and employment, and corporate approving a class settlement and transactions. Currently, we assist Energizer multinational financial services Services dismissing, with prejudice, the class-action in 28 countries, and more than 70 of our company Alternative dispute resolution Energy Product liability complaint. As a result of our efforts, FGLIC partners across the globe handle matters We act as outside trademark counsel netted US$2m above its attorneys’ fees, Appellate Environmental law Public and government finance for our client. for all of the client’s global trademark costs and other expenses. Banking and finance Healthcare Real estate work. We handle trademark and other Leading curator in boutique Bankruptcy, financial restructuring and Infrastructure Regulation and investigations Electronic Arts embarks on global intellectual property matters, particularly fitness space insolvency Intellectual property Renewables rebrand strategic counseling, searching, Banks Together with another law firm, we prosecution/maintenance, enforcement/ Life sciences and pharmaceuticals Risk advisory We are supporting the global rebranding successfully defended a major company litigation, licensing/transactions, and Class actions Litigation and disputes Securities litigation, regulation and of Electronic Arts Inc’s primary mark in a trade secret and employment law management of its global trademark, Corporate, M&A and securities Power and utilities enforcement and logo, which includes analyzing, dispute that raised the question of what copyright and domain name assets. Employment and labor Tax strategizing and managing a global contacts must exist for a state court to search and filing project. The initial project exercise jurisdiction over our client, an includes two global filings that will be led Selected clients out-of-state defendant who employed the AIG Energizer Brands Mitsui & Co (USA) Bank of America Farmers Insurance Shell Market recognition ConocoPhillips FICO Total Dell GlaxoSmithKline US Banks Tier 1 Copyright Electronic Arts, Inc Memorial Hermann Healthcare System Wells Fargo Litigation (IP, Labor & Employment and Patent) Patent Law Trademark Law US News & World Report Best Law Firms 2021 78 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 79

Client work in New York New York | United States Cypress Creek in nine-figure International pharmaceutical TortoiseEcofin launches IPO on renewables investment company in largest-ever US the London Stock Exchange For more than a century, our New York office has served a broad client base We advised Cypress Creek Renewables antitrust conspiracy A cross-border team of our lawyers across of large publicly held corporations, emerging growth companies, privately on its US$125m investment into the We represent an international seven of our offices in the US, UK and the company by CarVal Investors. Cypress pharmaceutical company in what has Netherlands advised TortoiseEcofin on held companies, investment funds and other notables in the financial Creek will put the investment toward been alleged to be the largest antitrust the initial public offering on the London services sector. supporting the purchase of solar conspiracy ever in the US. The plaintiffs Stock Exchange of an open-end fund, equipment and growth investment in allege horizontal price fixing, market Ecofin US Renewables Infrastructure its solar and renewable energy storage allocation and bid rigging among sellers Trust plc (RNEW). RNEW will focus on Our New York office is among the city’s largest, with more than 275 lawyers and legal staff offering clients project pipeline. The funding also will of generic pharmaceuticals in putative investments in a diversified portfolio of a full business law service. Our New York lawyers advise clients in all our key service areas including support Cypress Creek’s grandfathering antitrust class actions as well as litigation mixed renewable energy and sustainable bankruptcy, financial restructuring and insolvency, corporate/M&A, intellectual property, securities law, private strategy for qualifying equipment under brought by private plaintiffs and state, infrastructure assets, with an emphasis equity and venture capital, public and private finance matters, projects, litigation and disputes, insurance, the 30 percent Investment Tax Credit. The county and local governments that have on solar and wind, predominantly located public finance, real estate, tax and energy. Our internationally recognized equipment finance practice has a credit decreased from 30 percent to 26 been consolidated in multidistrict litigation. in the US. It was chosen partially for the percent in 2020. reduced power price sensitivity relative long history across the transportation industry, and our international team assists US and global clients with The Court has ordered defendants to disclose a wide range of both responsive to the UK market due to longer duration cross-border operations and investments. Former executive of publicly and non-responsive documents and then fixed-price PPAs. traded company in highly claw back the non-responsive documents. publicized corporate crime matter Only excluded from the scope of Crestview Partners takes equity People Contacts stake in Upwell Water We represent the former president of a disclosure was legal privileged or personal Judith Archer Vincent Dunn subsidiary of a publicly traded company sensitive material. The defendants We advised Upwell Water LLC, a 154 84 +1 212 318 3342 +1 212 408 1064 by defending against criminal and unsuccessfully took this issue to the San Francisco-based water-focused Lawyers in New York Partners in New York [email protected] [email protected] civil allegations related to US$1.8bn in US Supreme Court. specialty finance company, on its equity electrical grid reconstruction contracts investment from Crestview Partners. International lenders' steering Services in the Commonwealth of Puerto Rico. Crestview's investment in Upwell Water, The matter includes both a pending committee in Argentinian soybean in conjunction with a prior commitment Alternative dispute resolution Environmental law Product liability criminal indictment alleging bribery of a processor bankruptcy from the 2040 Fund – on which our Appellate FinTech Projects federal official and civil securities claims. Our New York lawyers represent the lawyers also advised – will provide Upwell Banking and finance Government relations and public policy Real estate Among other complexities, the matter steering committee of international Water with equity capital to deploy Bankruptcy, financial restructuring and Healthcare Regulation and investigations requires Spanish language resources and lenders to Vicentin S.A.I.C., Argentina’s US$1bn into water-focused investments. insolvency Infrastructure Renewables knowledge of Commonwealth law, largest soybean processor, in connection Crestview’s investment is the second- Banks Insurance Risk advisory as well as US federal law. The matter with the company's sudden collapse and largest water infrastructure financing of 2020 and will support Upwell Water's Capital markets Intellectual property Securities litigation, regulation and follows the resignation of the Governor related bankruptcy filing. This is the largest of Puerto Rico and has received extensive focus on facilitating sustainable water Class actions Life sciences and pharmaceuticals enforcement private-side Argentine restructuring media coverage. in more than a decade. Our team has solutions around the world. Specifically, Corporate, M&A and securities Litigation and disputes Tax obtained a discovery order from the the deal provides immediate liquidity Employment and labor Wealth and private client Power and utilities Southern District of New York pursuant to for investments in water-related assets, Energy 28 USC Sec. 1782 to explore potential pre- including water treatment plants, water rights, related equipment and pipelines. bankruptcy transfers of funds. Selected clients AIG AT&T ExxonMobil Rockwell Collins Market recognition Bank of America Farmers Insurance Shell Bayer AG GlaxoSmithKline Upwell Water Tier 1 Health Care Law Securitization and Structured Finance Law Bankruptcy and Creditor Debtor Rights/ Insurance Law Tax Law BNP Paribas Fortis Memorial Hermann Insolvency and Reorganization Law Litigation – Intellectual Property Transportation Law Dell Healthcare System Commercial Litigation Project Finance Law US News & World Report Best Law Firms Enel Américas Mitsui & Co (USA) Corporate Law Public Finance Law 2021 Equipment Finance Law Real Estate Law 80 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 81

St Louis | United States

Our St Louis office focuses on healthcare as part of our nationwide Client work in St Louis US healthcare practice, which spans all sectors of life sciences and Valley Anaesthesiology BJC Healthcare commissions new Dinerstein Companies in new pharmaceuticals, and healthcare. Consultants agree on sale and healthcare facilities construction across the US partnership with National Our lawyers represent BJC Healthcare, Our lawyers represent The Dinerstein Our legacy of serving this industry includes everything from tax and federal reimbursement and regulatory Partners in Healthcare one of the largest non-profit healthcare Companies, a construction owner, issues (including Medicare and Medicaid), to acquisitions, affiliations, joint ventures and other transactions, We advised Valley Anaesthesiology organizations in the US, serving metro St. developer and management company, as well as arbitration and dispute resolutions involving healthcare issues. Other major areas of work in this Consultants (VAC) on its sale and Louis, mid-Missouri and Southern Illinois, in the development, negotiation and partnership with National Partners in in the drafting and negotiation of master drafting of various construction and design office include general corporate and public and private construction projects, from hotels to energy and power services, general contractor, design/build, contracts and agreements, the plant facilities. Healthcare (NPH). VAC is a professional service of anesthesia providers located at trade contractor and other agreements for development of new construction contract 27 facilities in the greater Las Vegas Valley the development, design and construction templates and other general construction of various healthcare facilities throughout issues involving multi-family developments People Contact area. Through this partnership, VAC and NPH will be able to expand and leverage the region covered by the client’s services. in Alabama, Arizona, Arkansas, California, Stacey L. Murphy VAC’s market while continuing the recent These matters include advising the client’s Colorado, Florida, Louisiana, Tennessee +1 314 505 8821 market trend of private equity, partnering construction project management, real and Texas. These projects also include 8 6 estate and legal teams in the assessment developing a construction contracting Lawyers in St Louis Partners in St Louis [email protected] with clinical providers, to benefit both parties. of change order, defect, delay, cost strategy, drafting design and construction overrun and other claims throughout the contracts, and negotiating those contracts Services life of a project and throughout the project for a US$100m high-rise in Houston. Alternative dispute resolution Energy Product liability close-out process. Appellate Environmental law Public and government finance Banking and finance Healthcare Real estate Bankruptcy, financial restructuring and Infrastructure Regulation and investigations Market recognition insolvency Intellectual property Renewables Tier 1 Class actions Life sciences and pharmaceuticals Securities litigation, regulation and Construction Healthcare Care Law Corporate, M&A and securities Litigation and disputes enforcement US News & World Report Best Law Firms Employment and labor Power and utilities Tax 2021

Selected clients AIG BlackRock Mitsui & Co (USA) AT&T Dell Shell Bank of America Farmers Insurance The Dinerstein Companies Bayer AG GlaxoSmithKline Total E&P USA BJC HealthCare Memorial Hermann Healthcare System 82 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 83

San Antonio | United States

Our San Antonio office has played a role in the dramatic growth of the Client work in San Antonio South and Central Texas region, particularly in the energy, technology Boltex in false advertising and Summary judgment win for 3M in several price-gauging and life science sectors. unfair competition lawsuit Lloyd’s of London Underwriters matters Our lawyers achieved a jury trial success We secured a complete summary Our team represents 3M Company in We represent development-stage and venture-backed businesses as well as large public companies. We have for clients Boltex Manufacturing Co judgment win for two Lloyd's syndicates several matters alleging price-gauging a history of working with real estate developments from housing to the hospitality and recreational sectors, and Weldbend Corp. The case, Boltex (underwriters) in the US District Court and other fraudulent conduct during as well as public institutions, in financing the expansion of the region’s infrastructure. Other major practices Manufacturing Company, L.P. and for the Northern District of Georgia, the COVID-19 pandemic, including 3M Weldbend Corp. v. Ulma Piping USA Atlanta Division. At issue was whether the Company v. KM Brothers Inc. et al (case include litigation, tax, employment and labor, healthcare, and trusts and estates. Corp. and Ulma Forja S. Coop., No. 4:17- plaintiff, the Federal Deposit Insurance number 2:20-cv-05049, U.S. Distr. Ct., CD cv-1400 (S.D. Tex.), with the Hon. Andrew Corporation (FDIC), the receiver for Omni Cal). In this matter, 3M asserted claims S. Hanen, presiding, concerned a foreign National Bank, was entitled to recover against three resellers on Amazon.com for People Contact competitor's false advertising and unfair more than US$3m in statutory, pre- and false advertising, trademark infringement Michael O’Donnell competition in the US market for carbon post-judgment interest from underwriters. and price-gouging in connection with the 28 14 +1 210 270 7145 steel flanges – critical components used Judge Timothy C. Batten agreed, ruling defendants’ sale of products labeled as Lawyers in San Antonio Partners in San Antonio [email protected] in oil and gas pipelines. After nine days in our client's favor that the FDIC cannot 3M N95 respirators. After filing suit, the of testimony, the parties rested, and the recover the US$3m in statutory interest defendants agreed to enter into a consent case went to the jury late in the day on because the FDIC did not seek the interest judgment and permanent injunction Services Thursday, September 26, 2020. On Friday, until after the main issues in the case had requiring them to disgorge all profits Alternative dispute resolution Environmental law Product liability September 27, the jury returned a verdict been resolved. earned on sales of the respirators and Appellate Healthcare Public and government finance in favor of Plaintiffs on all counts. prohibiting future sales. Banking and finance Information governance, privacy and Real estate Bankruptcy, financial restructuring and cybersecurity Regulation and investigations insolvency Infrastructure Renewables Market recognition Class actions Intellectual property Risk advisory Tier 1 Tier 1 Personal Injury Litigation – Defendants Corporate, M&A and securities Life sciences and pharmaceuticals Securities litigation, regulation and Bankruptcy/restructuring Bet-the-Company Litigation Product Liability Litigation – Defendants Employment and labor Litigation and disputes enforcement Healthcare Commercial Litigation Real Estate Law Litigation: Securities Corporate Law Trusts & Estates Energy Power and utilities Tax Chambers USA – Texas 2020 Employment Law – Management Law Health Care Law US News & World Report Best Law Firms Selected clients Labor Law – Management 2021 AIG BJC HealthCare Farmers Insurance Litigation – Banking & Finance AT&T Boltex GlaxoSmithKline Litigation – Trusts & Estates Mass Tort Litigation/Class Actions – Bank of America ConocoPhillips Mitsui & Co (USA) Defendants Bayer AG Dell Shell Baylor College of Medicine ExxonMobil 84 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 85

San Francisco | United States

Our San Francisco office opened in 2016 with a leading group of public Client work in San Francisco finance lawyers possessing significant experience in securitizations, San Francisco PUC in US$711m Bahamas government in US$600m Providence St Joseph Health healthcare finance and municipal restructurings. water refunding issuance via securitization combination created through green bond listing in London Our San Francisco lawyers represent three financing deals This group represents major issues, underwriters, bondholders, lenders and bond insurers in municipal A cross-border team from our San the government of The Bahamas on a We acted as bond counsel on three finance. With experience as bond counsel, underwriter’s counsel and disclosure counsel, it advises clients Francisco, Los Angeles, New York and US$600m securitization to restructure the tax-exempt financings for Providence St on the issuance of all types of municipal securities. Our lawyers regularly handle high-profile disputes and London offices served as bond counsel debt of the government-owned electricity Joseph Health and Services, a Seattle- utility. The transaction will involve the represent multinationals in initial public offerings, mergers and acquisitions, strategic alliances and venture to the San Francisco Public Utilities based multi-state Catholic healthcare Commission (SFPUC) on its recent issuance of cross-border debt under system. The financing was arranged capital financings. We have deep roots in the San Francisco community, which we plan to build upon to US$711m water refunding issuance. Rule 144A. We won the mandate after with the combination of two Catholic serve many industries, including technology, healthcare, transport and financial institutions. This is part of a 14-year water system cross-marketing our securitization, public healthcare systems – Providence Health & improvement program targeting aging finance, and sovereign debt practices in Services in Seattle, and St Joseph Health infrastructure, improving its ability to San Francisco, New York and London. System in Orange County, California – to People Contacts withstand earthquakes and enhancing form Providence St Joseph Health. The environmental features. The program is 98 US advises Textainer, subsidiary combined entity operates 50 acute care Jeff Margulies in nine-figure asset-backed +1 628 231 6800 percent complete and is expected to be hospitals and 23 skilled nursing facilities 8 3 completed by the fiscal year 2022. As part financings across six states. The financing comprised Lawyers in San Francisco Partners in San Francisco [email protected] of the water refunding issuance, US$341m Our San Francisco and New York offices US$448m of fixed-rate bonds and of green bonds will be issued and listed US$286m of variable rate bonds issued Services recently advised Textainer Group Holdings on the International Securities Market of Ltd (Textainer) and its subsidiary, Textainer by the California Health Facilities Alternative dispute resolution Energy Product liability the London Stock Exchange. The green Marine Containers VII Ltd (TMCLVII), in Financing Authority. It also included Appellate Environmental law Real estate bonds are certified by the Climate Bonds their recent US$829mfixed-rate, asset- US$39m of variable rate bonds issued Banking and finance Healthcare Regulation and investigations Initiative under its Climate Bonds Water backed financings. The transaction by the Lubbock Health Facilities Bankruptcy, financial restructuring and Infrastructure Renewables Criteria and aligned with ICMA's Green included US$532m Series 2020-2 class Development Corporation (Texas). Bond Principles. insolvency Intellectual property Risk advisory A notes, US$76m Series 2020-2 class B notes, US$213m Series 2020-3 class A Class actions Life sciences and pharmaceuticals Securities litigation, regulation and Citi, JP Morgan and Morgan notes and US$8m Series 2020-3 class Corporate, M&A and securities Litigation and disputes enforcement Stanley underwrite first B notes. Textainer issued the fixed- Employment and labor Tax Power and utilities CommonSpirit Health public rate, asset-backed notes to qualified debt offer institutional buyers under Rule 144A Selected clients Our lawyers acted as underwriters’ under the Securities Act of 1933 (Act) and AIG ConocoPhillips Mitsui & Co (USA) counsel to Citi, JP Morgan and Morgan to non-US persons in accordance with Regulation S, promulgated under the Act. AT&T Dell Providence St Joseph Health Stanley on the first CommonSpirit Health The company used the proceeds to pay Bahamas government ExxonMobil San Francisco Public Utilities Commission public debt offering that restructured the existing Dignity Health and Catholic down its secured debt facility, a revolving Bayer AG Farmers Insurance Textainer Health Initiatives debt under consolidated credit facility and to pay off its 2017-2 and Baylor College of Medicine GlaxoSmithKline credit. The financing was broken down 2018-1 notes. into tax-exempt and taxable bonds totaling US$6.46bn.

Market recognition Tier 1 Public finance US News & World Report Best Law Firms 2021 86 Norton Rose Fulbright – Law around the world Global coverage – US October 2021 87

Washington, DC | United States

For more than 90 years, the lawyers in our Washington, DC office have Client work in Washington, DC handled matters of national and international scale, and it remains a hub for Global player in derivatives Financing secured for US$850m Innogy creates JV with Diamond handling global regulatory matters. market in CFTC investigation energy infrastructure investment Offshore to build first US floating We represent a London-based global in El Salvador wind farm Our team more than 80 lawyers practice civil and appellate litigation at all levels. We also handle matters financial services firm focused on clearing We represented the lenders on the We represented Innogy, a subsidiary of involving the US Supreme Court, commodities and derivatives counseling and enforcement, government and settlement services for exchange US$850m financing of the 378 MW German utility RWE, on the formation of a and internal investigations and healthcare. Our DC office also serves clients seeking legal advice on matters traded futures and options contracts, and Energía del Pacífico gas-fired power plant joint venture with Diamond Offshore Wind, a compliance officer, – in an investigation including corporate and M&A, lobbying, tax, public finance, insurance and reinsurance, environmental law, and LNG import terminal in Acajutla, a subsidiary of Mitsubishi Corporation, to by the US Commodity Futures Trading El Salvador. The project is the biggest own and build the first floating offshore and telecommunications, media and technology. We have a strong international trade practice, as well as Commission (CFTC) regarding potentially energy infrastructure investment in El wind farm, off the coast of Maine, in significant experience in projects, advising clients in the US and globally on projects related to power plants, manipulative trading by certain customers. Salvador’s history. The project includes the US. Called the 12-MW Aqua Ventus telecommunications and mining, water and all forms of transport. Our team in Washington, DC has handled an offshore LNG import terminal with a project, it is scheduled to be completed the CFTC’s requests for documents and floating storage regasification unit, a 1.3- in 2022. testimony. km subsea pipeline, a 500-meter onshore People Contacts underground pipeline and a 44-km ExxonMobil unit achieves Lek Securities Corp in securities transmission line to connect the power settlement in NAFTA arbitration Matthew Kirtland Marissa Alcala enforcement matters plant to the electric grid. The project is +1 202 662 4659 +1 202 974 5609 Our lawyers secured a first-of-a-kind 51 21 Our lawyers are acting for Lek Securities being built within the existing Acajutla Lawyers in Partners in [email protected] [email protected] settlement for Mobil Investments Canada, Corp and its CEO in an enforcement port and industrial area. Washington, DC Washington, DC Inc (Mobil), resolving a 15-year dispute action filed by the Securities and with Canada under the North American Major international investment Exchange Commission (SEC) in the Free Trade Agreement. This settlement is Services Southern District of New York (SDNY) bank/broker/dealer in global believed to be the first between Canada Alternative dispute resolution FinTech Power and utilities alleging that our client aided and abetted review and an upstream energy investor that Antitrust and competition Government relations Product liability a customer’s manipulative trading over Our lawyers have been retained to assess resolves claims under NAFTA or a Appellate and public policy Projects a period of approximately six years. The a global financial institution’s policies, similar treaty. A tribunal seated at the Banking and finance Healthcare Real estate Financial Industry Regulatory Authority procedures and internal controls related International Centre for Settlement of Inc (FINRA), a private corporation that Bankruptcy, financial restructuring and Information governance, privacy and Regulation and investigations to foreign exchange and similar products. Investment Disputes rendered a consent acts as a self-regulatory organization, award embodying the parties' settlement insolvency cybersecurity Renewables The independent review was mandated and several other stock exchanges filed as a result of an order entered into on February 4, 2020. Banks Infrastructure Risk advisory similar enforcement actions in their with US regulators concerning alleged Class actions Insurance Securities litigation, regulation and own administrative forums. We are manipulation of the markets. The aim of International arbitration Corporate, M&A and securities enforcement representing Lek Securities Corp in the the review is to ensure the institution’s Employment and labor Intellectual property Tax FINRA investigation, which involves the operations were functioning effectively Energy Life sciences and pharmaceuticals SEC, FINRA and SDNY. to detect, correct and report misconduct Environmental law Litigation and disputes and non-compliance with US laws and regulations, including US commodities laws, US securities laws and criminal Selected clients fraud laws. AIG Fairfax County MUFG Union Bank AT&T Farmers Insurance NextDecade LLC Bank of America GlaxoSmithKline Overseas Private Investment Corp Market recognition Bayer AG Inter-American Prince William County Tier 1 Baylor College of Medicine Development Bank Sanofi Healthcare Dell Mitsui & Co (USA) Total Projects US News & World Report Best Law Firms 2021 Global coverage – Canada October 2021 89

Canada overview

In Canada, we have more than 450 lawyers, patent and trademark agents in Client work in Canada business law, litigation and disputes, intellectual property, and employment NordStar Capital completes Royal Bank of Canada finances 6.76 percent interest in 407 International and labor, based in offices in Calgary, Montréal, Ottawa, Quebec City, Toronto acquisition and privatization of TC Energy’s multi-billion dollar Inc. The sale was the subject of a Torstar Corporation Coastal GasLink Pipeline court challenge that was defended by and Vancouver. our Toronto office. A co-owner of 407 Our Toronto, Vancouver, Calgary and Our Calgary, Vancouver and Washington, International Inc alleged that it had a right We serve the interests of Canadian businesses at home and abroad, and advise international clients seeking Ottawa offices acted for NordStar DC offices assisted Royal Bank of Canada of first refusal in respect of the C$3bn in Capital LP on its acquisition of TSX- as joint lead arranger and joint book expansion, practicing Canadian law in both English and French. shares to be sold to the CPPIB, and sued listed Canadian print and digital media runner with financing the construction of to enjoin the transaction. NRFC defended organization Torstar Corporation. Torstar TC Energy’s multi-billion dollar Coastal the challenge on behalf of SNC-Lavalin, publishes 85 community newspapers GasLink Pipeline. This is considered to be Contact Offices which was entirely successful at first and seven dailies, including its namesake, the largest project financing in Canadian instance and on appeal. Calgary Quebec City Charles Hurdon the Toronto Star, and operates dozens of history. +1 613 780 8653 Montréal Toronto digital businesses across Canada. The [email protected] Ottawa Vancouver media company’s flagship newspaper has Montréal advises SNC-Lavalin on been family-run for its 128-year history, C$3bn sale of Highway 407 and controlled by a group of five families Services Our Montréal office represented SNC- since 1957. Lavalin on the sale of 10.01 percent of the Antitrust and competition Financial institutions Litigation and disputes outstanding shares of 407 International Enthusiast Gaming acquires Asset-based lending Financial services and regulation Projects Inc, owner and operator of Highway Banking and finance FinTech Public-private partnerships (PPP) Omnia Media 407, a toll highway outside Toronto, to Bankruptcy, financial restructuring and Food and agribusiness Real estate Our Toronto, Montréal, Calgary, New companies controlled by the Canada insolvency Healthcare Regulation and investigations York, Dallas and Houston offices advised Pension Plan Investment Board (CPPIB), Cannabis Indigenous law Risk advisory Enthusiast Gaming Holdings Inc on for an aggregate closing purchase price the closing of its previously announced of C$3bn. Through a special purpose Capital markets Information governance, privacy and Securities litigation, regulation and acquisition of Omnia Media Inc and subsidiary, SNC-Lavalin concurrently Class actions cybersecurity enforcement related public offering. The transaction amended the terms of its C$1bn loan Corporate, M&A and securities Infrastructure, mining and commodities Shipping formed North America’s largest gaming with a subsidiary of Caisse de dépôt et Emerging technology services Insurance Structured trade and commodity finance media, eSports and entertainment placement du Québec, which loan will Employment and labor Intellectual property Tax platform. be supported by SNC-Lavalin’s remaining Energy International arbitration Technology and innovation Environmental law Life sciences and pharmaceuticals Transport Market recognition Tier 1 Transport: shipping Agribusiness: agriculture Transport: shipping Employment and labor and food products Labor and employment Chambers Canada 2016-2021 Chambers Canada 2020-2021 The Legal 500, 2016-2021 90 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 91

Client work in Calgary Canada Calgary | Royal Bank of Canada in C$1bn new arena and event center to replace New version of Equator Principles financing of Northern Courier the Saddledome. This is a development risk framework and guidance/ Pipeline owned by the City of Calgary that will be implementation notes Calgary is at the center of the Canadian energy sector. We are one of the largest leased to a CSEC-controlled entity. Project Our Calgary office advised Royal Bank costs are to be shared on a roughly equal A global team led by our Calgary and law firms in Calgary, with lawyers advising on dispute resolution, corporate/ of Canada on the issuance by Northern basis between CSEC and The City of London offices acted as legal counsel for commercial, M&A, corporate finance, energy, infrastructure, environmental Courier Pipeline Limited Partnership of Calgary. The Calgary Municipal Land a new version of the Equator Principles C$1bn of 3.365 percent first lien senior Corporation is being retained to manage (EP4), released in late 2019 and effective law, trade, regulation and investigations, taxation, banking, real estate, secured notes. The proceeds of the the development, which will be known from October 1, 2020, which manages construction litigation, employment and intellectual property. We are an offering were paid by Northern Courier as the Calgary Event Centre. The project social and environmental risk and impacts Pipeline to TC Energy Corporation in also involves the Calgary Exhibition & of financing projects around the world. integral part of Alberta’s business community and have been a leader in connection with the indirect sale by TC Stampede which controls adjacent lands. Over 110 banks in 37 countries are energy law since 1912. Energy Corporation of 85 percent of its signatories to the framework, which sets ownership of Northern Courier Pipeline Bonavista Energy undergoes a minimum thresholds for due diligence in to Alberta Investment Management comprehensive restructuring the areas of human rights, climate change Corporation. TC Energy Corporation and biodiversity both prior to financing Our Calgary office represented the People Contact retained a 15 percent stake and continues documentation being signed and through noteholders of Bonavista Energy to operate the pipeline. the lifetime of projects. The main Roger Smith Corporation on a comprehensive changes made by the Equator Principles +1 403 267 9409 restructuring under the Canada Business 88 47 C$3.25bn in financing for Association to the framework and the [email protected] Corporations Act. The transaction involved Lawyers and agents in Calgary Partners in Calgary Canadian Natural Resources’ related guidance/implementation notes an exchange of US$585m principal for EP4, in line with the United Nations acquisition of Devon Energy value of senior notes for a combination Sustainable Development Goals, are: Our Calgary team acted for of US$241m of new secured second lien Services broadening the scope of financial a syndicate of lenders on a C$3.25bn notes, US$121m of new subordinated Banking and finance Environmental law Risk advisory products and projects that are subject term loan facility used for the purchase convertible PIK notes and approximately to the Equator Principles; clarifying a Construction and engineering Intellectual property Securities litigation, regulation by Canadian Natural Resources Ltd of 89.7 percent of the common shares of commitment of the Equator Principles Corporate, M&A and securities Litigation and disputes and enforcement substantially all of the assets of Devon Bonavista Energy Corporation. Financial Institutions to fulfil their Employment and labor Real estate Tax Canada Corporation for a cash purchase responsibility to respect human rights Energy Regulation and investigations price of C$3.775bn. The deal, one of the Tervita Corporation completes largest recent upstream oil and gas M&A US$500m private offering in accordance with the UN Guiding deals in North America, marked Oklahoma Principles on Business and Human Rights; Selected clients Our Calgary, Montréal, Houston and Dallas introducing a requirement to conduct City-based Devon’s exit from Canada. offices acted as counsel to the issuer on AESO Imperial Oil Shell Canada a climate change risk assessment in a private offering of US$500m aggregate accordance with the recommendations Badger Daylighting Keyera Tervita Corporation Calgary Sports and Entertainment principal amount of 11 percent senior of the Task Force on Climate-Related Brookfield Infrastructure Group Merit Energy Company Tourmaline Oil Corp to develop a new arena second lien secured notes, due 2025, and Financial Disclosures; and progressing Our Calgary office is acting for Calgary Canbriam Energy Paramount Resources Ltd TransAlta Corporation on the amendment and restatement of its requirements that relate to the free, Sports and Entertainment Corporation Chevron Corporation Petronas Vermilion Energy C$350m revolving credit facility. prior and informed consent of affected (CSEC), owner of the Calgary Flames Crescent Point Energy Pieridae Energy Indigenous peoples. and other professional and amateur FortisAlberta Inc Royal Bank of Canada sports teams, on the development of a

Market recognition

Tier 1 Dispute resolution (Alberta) “Their main strengths are their Litigation: general commercial The Legal 500, 2018-2021 understanding of our business Employment and labor (Alberta) operations, and their ability to quickly Chambers Canada 2018-2021 interpret our issues and provide a broad scope of legal perspectives.” Chambers Canada 2021 (Employment and labor: Alberta) 92 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 93

Montréal | Canada Client work in Montréal Investissement Québec Adir and Servier Canada defend CAE Inc buys Flight Simulation in Nemaska Lithium Inc’s perindopril patent from Apotex Company Our Montréal office, founded in 1879, is one of the city’s preeminent law firms. restructuring under the CCAA Our Montréal lawyers successfully Our Montréal, Amsterdam and Frankfurt Our Montréal office acted as counsel represented Adir and Servier Canada offices advised CAE Inc on its acquisition Known in Montréal’s business and legal community for its vast experience in many practice areas and key to Investissement Québec (IQ) on the Inc against Apotex Inc and Apotex of all of the issued and outstanding industry sectors, our team stands out through its customized advisory approach and its wide range of legal restructuring of Nemaska Lithium Inc Pharmachem Inc (collectively Apotex) in shares of Flight Simulation Company services. Our experienced lawyers, patent and trademark agents provide high-quality legal advice in English and its affiliates in a series of transactions a historic 14-year patent litigation over BV (FSC) for a cash consideration of and French on a wide range of complex issues, and have received many prestigious awards. structured as a credit bid in connection Servier’s cardiovascular drug perindopril. approximately €70m (C$108m), calculated with proceedings under the Companies’ This action began when an interim on the basis of an enterprise value of Creditors Arrangement Act (the CCAA). injunction was granted against Apotex and €100m (approximately C$155m). The People Contact quickly became a test case for expedited acquisition expands CAE’s ability to Cornerstone Investors provide proceedings with novel case management address the training market for customers Solomon Sananes C$3.2bn financing for Intact’s techniques. The litigation ultimately operating in Europe, including airline and 112 75 +1 514 847 4411 proposed acquisition of RSA involved complex questions of patent cargo operators. It provides CAE with an Lawyers and agents in Montréal Partners in Montréal [email protected] validity, patent infringement in Canada expanded portfolio of customers and an Our Montréal team advised Caisse and exportation of infringing goods established recurring training business de depot et placement du Quebec, abroad, standing, unfair competition and that complements CAE’s network. Services Canada Pension Plan Investment Board alleged violations of the Competition Act, Antitrust and competition Infrastructure Regulation and investigations and Ontario Teachers’ Pension Plan remedies, accounting of profits, non- as investors in the C$3.2bn private Banking and finance Intellectual property Risk advisory infringing alternatives, and apportionment. Construction and engineering International arbitration Securities litigation, regulation placement of subscription receipts by Corporate governance and compliance Life sciences and pharmaceuticals and enforcement Intact Financial Corporation. The proceeds Bombardier exits aviation raised will be used to finance a portion Corporate, M&A and securities Litigation and disputes Tax industry of the £7.2bn (approximately C$12.5bn) Trademarks and brands Employment and labor Patents acquisition of RSA Insurance Group Plc Our Montréal and Quebec City offices Immigration law Real estate by Intact Financial Corporation. This is advised Bombardier on the disposal of its the largest acquisition of a UK-listed remaining interest in the A220 (formerly C Series) aircraft program to Airbus SE Selected clients company in 2020 and is the year’s largest subscription receipts issuance in Canada. for US$591m, net of adjustments. As Aéroports de Montréal Fédération des caisses Desjardins du Metro Inc The closing of the acquisition is subject part of this transaction Bombardier also Québec Bank of America National Bank of Canada to regulatory and shareholder approvals transferred its production capabilities in Bausch Health Groupe Lune Rouge Pratt & Whitney and completion is expected in the first half Saint-Laurent, Québec in respect of the Bombardier HSBC Canada Quebecor of 2021. work packages for the A220 and A330 CAE Hydro-Québec Rio Tinto aircraft to Stelia Aerospace, a subsidiary of Airbus. Caisse de dépôt et placement du Québec Ivanhoé Cambridge Royal Bank of Canada Canadian National Railway Company Lassonde SNC-Lavalin Group Costco Lloyd’s of London Market recognition McKesson Canada Énergir Tier 1 Dispute resolution (Québec) “They are one of the few firms with that Employment and labor (Québec) The Legal 500 2018-2021 much depth in energy regulation – they Corporate/commercial have a lot of experience.” Energy: provincial regulatory and litigation (The Elite) (Québec) Chambers Canada 2020 Litigation: general commercial Chambers Canada 2018-2021 Energy: Provincial Regulatory: Québec Chambers Canada 2018-2021 94 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 95

Ottawa | Canada

Our Ottawa office has been serving corporate needs in Canada’s capital for Client work in Ottawa more than 30 years in key industries such as technology, telecommunications, Department of Justice completes S&T Industrial Inc clarifies FinDev Canada invests in African banking, infrastructure, energy and regulation. C$1.03bn Energy Service conflicting jurisprudence on stays Sustainable Forestry Fund Modernization P3 of proceedings in bankruptcies Our Ottawa and Calgary offices advised We know how our clients’ businesses work and understand what drives their industries and decision making. We assisted the Canadian Department Our Toronto and Ottawa teams FinDev Canada on its investment in Africa Our lawyers draw on the experience and resources of a large law practice while maintaining the intimacy of a of Justice in providing procurement successfully represented S&T Industrial Forestry Fund II Ltd, a Mauritius-based smaller office. Our Ottawa office serves clients in both official languages, English and French. advice and transaction support services Inc in a precedent-setting decision before sustainable forestry fund focused on long- to Public Services and Procurement the Ontario Labour Relations Board. The term investments in sub-Saharan Africa. Canada for the Energy Services Board clarified, on November 4, 2020, The Fund aims to build a portfolio of eight People Contact Acquisition Program’s (ESAP) Energy the conflicting jurisprudence in relation to ten companies that could create as Service Modernization (ESM) P3 project. to stays of proceedings and claims for many as 3500 jobs in local areas, with up Pierre-Paul Henrie The Design Build Finance Operate and damages in bankruptcies relative to trade to 30 percent of them being exclusively for 33 19 +1 613 780 3777 Maintain project involves the construction union and labor rights. The decision women. The fund also aims to support the Lawyers and agents in Ottawa Partners in Ottawa [email protected] and rehabilitation of the district energy confirms the paramount significance of United Nations Sustainable Development generation and distribution systems, federal bankruptcy legislation relative to Goals relating to decent work and Services providing heating and cooling services various labor rights jurisprudence and economic growth (SDG 8), climate action to more than 90 government and private other proceedings under labor (SDG 13) and life on land (SDG 15). Antitrust and competition Litigation and disputes Securities litigation, regulation sector buildings in the National Capital relations legislation. Banking and finance Projects and enforcement Region. As part of the project, five district Tax Corporate, M&A and securities Regulation and investigations heating and cooling plants and related City of Ottawa proceeds with Employment and labor Risk advisory Technology and innovation distribution system infrastructure will be Trillium Line rail extension built from scratch or retrofitted over a Our Ottawa and London teams advised Selected clients period of 35+ years. the City of Ottawa on the Trillium Line rail extension project. The C$1.8bn design- AmerisourceBergen Specialty Group Canopy Growth National Hockey League Geoforce acquires Trakopolis build-finance-maintain project is an Canada Ciena RK Mine Finance Trust Our Ottawa and Toronto offices acted as existing railway with 8 KM of track and Aurelian Ecuador SA City of Ottawa Royal Bank of Canada counsel to Geoforce Inc on the acquisition five stations. This extension will see the Canada Post Corporation Costco Wholesale Corporation RW Tomlinson Ltd of substantially all of the assets of Trillium Line continue from Greenboro Canadian Association of Professional EGDM (Ottawa) SEC Standards Council of Canada Trakopolis IoT Corp (TSXV: TRAK) and its to Limebank Road in Riverside South in Employees Export Development Canada S&T Group Ltd subsidiary Trakopolis SaaS Corp through Ottawa, along with an additional 3 KM Canadian Blood Services Germain Group Inc University of Ottawa proceedings under the Bankruptcy and spur line connecting to the Macdonald- Insolvency Act (Canada). Canadian Medical Protective Association Human Care Canada Inc Cartier International Airport. The project will add 16 KM of track and eight new stations.

Market recognition Tier 1 “Their responsiveness and the level of Employment and labor (Ontario) efficiency they bring is very strong from Chambers Canada 2018-2021 our perspective.” Chambers Canada 2021 (Employment and labor: Ontario) 96 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 97

Quebec City | Canada

Our Quebec City office, which opened in 1991, is one of the largest law firms in Client work in Quebec City the city for business law and litigation, and we are one of the few law firms in La Capitale and SSQ Insurance Universities in class action over Administration Portuaire de the city with an international platform. create Beneva in merger of equals impact of COVID-19 on tuition Quebec develops deep-water Our Quebec City and Montréal offices fees Laurentia terminal We hold a prominent place in the region’s business community and are consistently recognized as a leader in advised La Capitale and SSQ Insurance Our Quebec City and Montréal offices Our Quebec City office is assisting the dispute resolution. We have a strong focus on the areas of construction, corporate commercial law, intellectual on their merger of equals to create are representing 12 universities across Quebec Port Authority and Hutchison property, employment and labor law, and tax. the country’s largest mutual insurance Quebec against a class comprising all Ports in developing the construction of company. The merger was completed on residents who were enrolled in at least a deep-water container terminal at the July 1, 2020. The combined company, now one credit at those universities during the Port of Quebec known as the Laurentia People Contact named Beneva, has 4,700 employees, winter 2020 semester. The representative project. This includes the construction 3.5 million members and clients, and over plaintiff claims, on behalf of the class, of the terminal, rail lines connection, Olga Farman C$20bn in combined assets. Completion reimbursement of a portion of the tuition the construction of civil infrastructure 44 22 +1 418 640 5852 was subject to approval by the insurance fees paid, alleging that the students did and a road system development. The Lawyers and agents in Québec Partners in Québec [email protected] industry regulators, the Competition not receive the level of services for which legal mandate consists of identifying the Bureau, the Mutual members of they paid, given the switch to online most appropriate way in which to carry Services both Mutuals and the Québec learning that followed the government out the project, drafting the documents National Assembly. regulations related to COVID-19 beginning for the selection process of the design- Bankruptcy, financial restructuring and Employment and labor Life sciences and pharmaceuticals in mid-March. builder (call for qualifications and call insolvency Environmental law Litigation and disputes for proposals) and the joint consultant Class actions Infrastructure Real estate Quebec City’s Public Authority engineer, drafting the construction Construction and engineering Intellectual property Tax plans new transit network contract and providing legal advice during Corporate, M&A and securities Investment funds Our Quebec City and Montréal offices are the selection process. advising the Public Authority on Quebec Selected clients City’s C$3bn public transit network, which is to include tramways, an electric Administration portuaire de Québec Enerkem Inc La Capitale/SSQ Insurance trambus, and reserved bus lanes. Administration portuaire de Sept-Îles Eurovia Infra SAS Norda Stelo Inc The tramway is expected to extend over Breton Tradition 1944 Inc Filtrum Inc Robex Resources Inc 23 KM, including two sections running Caisse de dépôt et placement du Québec Fonds d'assurance responsabilité SHV Energy NV underground. It is expected to have ComediHa! inc professionnelle du Barreau du Québec et al Soquem Inc capacity for 260 passengers, and be Comité patronal de négociation du secteur Fonds de solidarité des travailleurs du Université Laval operational by 2026. de la santé et des services sociaux Québec Ville de Québec Devimco Investissement Institut de cardiologie de Montréal Volvo Market recognition diaMentis Inc Medicago Inc EBC Inc Intact Financial Corporation Tier 1 Dispute resolution (Québec) “They are probably the ones we go to Employment and labor (Québec) The Legal 500 2018-2021 most on account of expertise, efficiency Corporate/commercial (The Elite) and value.” (Québec) Chambers Canada 2021 Energy: provincial regulatory (Corporate commercial: Québec) and litigation Litigation: general commercial Chambers Canada 2018-2020 98 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 99

Client work in Toronto

CMHC finances largest Canadian poor attendance is based on collective CannaRoyalty Corp d/b/a Origin federal housing investment agreement provisions permitting medical House on acquisition of Origin consultations during working time. This House by Cresco Labs Toronto | Canada Our Toronto office advised Canada case provides guidance on a unionized Mortgage and Housing Corporation as employer’s ability to provide counselling Our Toronto office, with regulatory and the lender in a C$1.3bn credit facility for innocent absenteeism. Addressing and other support from our Ottawa and for Toronto Community Housing curbing innocent absenteeism is one of Calgary offices, advised Origin House Toronto is a major hub for Canada’s business community and one of the Corporation. The loan is the largest such the key challenges faced by employers in on its acquisition by Cresco Labs by largest North American financial services centers. Our lawyers and agents investment made, to date, in Canada, today’s business environment, resulting way of statutory plan of arrangement, and is in association with the Canadian in significant expenses and business creating one of the largest vertically service a broad range of institutional and entrepreneurial clients in Toronto government's C$55bn National Housing inefficiencies. integrated multistate cannabis operators and national markets in major practice areas and across key industries. Strategy to halve homelessness across the in the United States. The acquisition was country. This is the largest program of its Pharmaceutical companies strike announced on April 1, 2019 and closed on kind in Canadian history. down amendments to PMPRB January 8, 2020, resulting in Cresco Labs These include financial institutions, energy, infrastructure, mining and commodities, transport, technology and acquiring all of the issued and outstanding Our Toronto team is representing innovation and life sciences and healthcare. Our practice strengths include banking and finance, corporate, Gilead maintains exclusive market common shares and class A compressed the Canadian pharmaceutical trade M&A and securities, dispute resolution and litigation, employment and labor, antitrust and competition, rights in precedent-setting data shares of Origin House. association Innovative Medicines patents and trademarks and brands. protection case Canada, and 16 Canadian pharmaceutical Pfizer in first trial judgment under Our Toronto office successfully defended companies, in litigation against the new PM(NOC) regulations Gilead Sciences in a challenge to its data Canadian government, seeking to strike People Contact protection rights for its combination drug down amendments to the Patented Our Toronto office successfully DESCOVY. The challenge against the represented Pfizer Canada, ULC at the Terence Dobbin Medicines Regulations. The Canadian American biopharmaceutical company Federal Court of Appeal in the first-ever +1 416 216 3935 government estimates the amendments 112 67 was initiated by Natco Pharma Canada trial judgment under the new Patented Lawyers and agents in Toronto Partners in Toronto [email protected] could cost Canada’s pharmaceutical when it sought to reverse a ministerial industry up to C$24.9bn over a period Medicines (Notice of Compliance) order that prevented it from marketing of 10 years. The amendments were Regulations. In Amgen Inc v Pfizer Canada Services a generic version of the drug. This was successfully struck down in part in a June ULC, 2020 FCA 188, the court dismissed Antitrust and competition Intellectual property Securities litigation, regulation the first case in Canada where the data 2020 decision of the Federal Court. Amgen’s appeal from the Federal Court’s Banking and finance Life sciences and pharmaceuticals and enforcement protection entitlement of a combination decision declaring certain claims in Bankruptcy, financial restructuring Litigation and disputes Special situations and shareholder activism drug was challenged, creating a precedent Underwriters finance BBTV Amgen’s Canadian Patent No. 1,341,537 for protecting drug innovators and (537 Patent) invalid for obviousness. and insolvency Patents Tax pioneering Canadian tech IPO their right to market exclusivity for drug The action related to Pfizer’s filgrastim Corporate, M&A and securities Regulation and investigations Trademarks and brands Our Toronto, Vancouver and New York products that contain more than one biosimilar drug. Employment and labor offices advised the underwriters in BBTV Risk advisory chemical entity. FinTech Holding Inc's initial public offering of IESO in poor attendance grievance subordinate voting shares for C$172.4m. This IPO is considered the largest in the Selected clients Our Toronto office provided advice history of the Toronto Stock Exchange Accenture Inc FTI Consulting Inc Pfizer Canada and representation to the Independent for a tech firm run by a female founder Electricity System Operator with respect Bank of America Gilead Sciences Inc Porter Aviation Holdings Inc and CEO. to the employer’s ability to counsel Bank of Montreal GlaxoSmithKline Inc Royal Bank of Canada for poor attendance, in part when that Brookfield Infrastructure Ontario Scotiabank Canadian Imperial Bank of Commerce Johnson & Johnson Inc Toronto Hydro Canadian Tire JPMorgan Chase & Co TransAlta Corporation Market recognition Chevron Lactalis Canada Inc Wells Fargo Tier 1 "The team is solution-oriented and Eli Lilly and Company Metrolinx Employment and labor (Ontario) offers highly insightful advice," adding: Enthusiastic Gaming Holdings Inc NordStar Capital Inc Chambers Canada 2018-2021 "They understand our challenges, and their work has helped us advance our business in a meaningful way." Chambers Canada 2021 (Litigation: general commercial: Ontario) 100 Norton Rose Fulbright – Law around the world Global coverage – Canada October 2021 101

Client work in Vancouver

The Corporation of the City On October 2, 2020, the BC Utilities term sales agreement to be in accordance of North Vancouver develops Commission released its decision with Canadian law and consistent with the Lonsdale Square approving BC Hydro’s requested rate maritime agreements Vancouver | Canada increase, effective April 1, 2019 and Our Vancouver office is advising decreased the rates requested by BC BC Ministry of Transportation the Corporation of the City of North Hydro, effective April 1, 2020. The BC proceeds with subway P3 Vancouver on developing master planned Utilities Commission also increased its expansion Our Vancouver office has a history of handling projects, transactions and community Lonsdale Square (previously scrutiny of BC Hydro as the return to full Our Vancouver office is advising BC known as the Harry Jerome Neighborhood disputes in areas that are key to Canada’s economic growth, including energy, (standard) utility regulation continues. Ministry of Transportation on the Lands). The development is anticipated to BC Hydro’s revenue requirement is the Broadway subway project, a 5.7 KM mining, infrastructure, financial services, real estate, maritime, wealth encompass over 800,000 square feet of most significant proceeding for electricity extension of the existing SkyTrain LRT office, retail and residential use. This is a preservation, local government, technology, life sciences and healthcare. customers in BC and directly affects system, which will include an elevated multi-million dollar development that will electricity rates for all customers in BC. guideway and board tunnel. The project ultimately establish a core ‘high street’ was procured using a P3 model (design, Vancouver has strong links to Asia Pacific and acts as a gateway to the US western seaboard. Our Vancouver civic plaza and community space at the Zucara Therapeutics formed with build, finance) and will cost C$2.83bn It office has played an integral role in the development of the province’s economy and its legal system, advising heart of the North Shore community. licence agreements and US$3.9bn on some of the largest projects and transactions in the history of the province. We service a wide range of includes six new underground stations, in funding with future investment that will create clients from international, national and local businesses to financial institutions, governments, associations and Bridgemans Services Group Our Vancouver office acted as counsel rapid transit to the University of British not-for-profit organizations. converts marine vessels into worker accommodation to Zucara Therapeutics on its formation, Columbia. The deal closed in August 2020 the negotiation of pharmaceutical licence and the project is now under construction Our Vancouver office advised Bridgemans agreements for diabetes technology, with an in-service date of winter 2025. People Contact Services Group on a number of and the closing of investments in Zucara international projects using former Rio Tinto in Aboriginal tort claim Kieran Siddall Therapeutics. Zucara, a diabetes life ferries and purpose built vessels as Tel +1 604 641 4868 sciences company, entered into a unique Our Vancouver office is representing 61 47 worker accommodation at remote work Lawyers and agents in Vancouver Partners in Vancouver [email protected] funding/IP model with the Juvenile Rio Tinto in a multi-year trial brought by sites, including the Rio Tinto Alcan Diabetes Research Foundation, secured local First Nations seeking to enjoin Rio modernization project in Kitimat, British US$3.9bn in non-dilutive funding from Tinto’s hydroelectric generation facility Services Columbia, the LNG construction project the Leona M. and Harry B. Helmsley from continued operation on the basis Asset and wealth management Indigenous law Securities litigation, regulation at Barrow Island in Australia, several wind Charitable Trust, and closed a US$21m that it restricts the flow of water in the Corporate, M&A and securities Infrastructure and enforcement farm construction sites in Europe and the Series A financing with Perceptive river in a manner that interferes with the Employment and labor Intellectual property Tax Vale Mine expansion project in Voisey Bay Xontogeny Venture Fund. Zucara is plaintiffs’ aboriginal fishing rights and in Newfoundland. Other client projects on Energy Life sciences and pharmaceuticals Technology and innovation working to develop the first once-daily title. This case is the first of its kind to which we have advised include marine Environmental law Litigation and disputes Transport therapeutic to prevent hypoglycemia in proceed to trial and is one of the most transportation Services supporting the patients with Type 1 diabetes. closely watched cases in Aboriginal law. FinTech Mining LNG project in Kitimat and ferry services The litigation potentially opens the door Healthcare Real estate in the Caribbean. LPG exporter secures maritime for future Aboriginal title and tort litigation and international sales BC Utilities Commission approves against private parties, (which historically Selected clients agreements was restricted to claims brought by First BC Hydro’s revenue requirements Capital Regional District Rio Tinto TransLink Our Vancouver and Calgary teams Nations against provincial and federal Our Vancouver office acted for BC’s Fraser Health Authority Royal Bank of Canada Utilities Consumer Advocate supported an Alberta LPG exporter on governments, and only after rights or title largest industrial electricity customers, the had been established), and could carry Authority London Drugs Seaspan Victor Canada various maritime and international sales Association of Major Power Customers significant implications for all industries. Macro Industries Stern Partners agreements required to support its British of BC, in a rate application before the Columbia terminal operations, including PCI Group The Corporation of the Township BC Utilities Commission. At issue was negotiating agreements for tug and of Langley Prince Rupert Port Authority the approval of BC Hydro’s revenue inspection services, reviewing operational Provincial Health Services Authority The Province of British Columbia requirements for the fiscal 2020 to 2021 terms and conditions and revising its long- years (over C$5bn for each year).

Market recognition Tier 1 “The team inspires confidence every Corporate/commercial: highly regarded day and there is nothing they will not (British Columbia) take on with aplomb." Transportation: shipping Chambers Canada 2021 Chambers Canada 2018-2021 (Transportation: shipping) Global coverage – Latin America October 2021 103 Latin America overview

We provide a full service offering to clients in Latin America. Our team of Client work in Latin America lawyers is based in São Paulo and Mexico City, and also covers all of the US$2.7bn financing agreed for crisis resulting from COVID-19; (ii) working Alupar Investimento in region’s major markets, including Argentina, Chile, Colombia and Peru. Lima and Callao metros capital loans, directly or indirectly, for US$163.5m project financing for SMEs and priority sector companies to Colombian transmission line We acted on the US$2.7bn financing keep businesses operating during the Our lawyers in São Paulo and Mexico provide international law advice (US and English) and our lawyers in of the Lima and Callao metros in Peru, acute phase of the crisis; and (iii) working We advised Alupar Investimento SA Mexico also advise on Mexican law. The combined team has an excellent reputation in energy, infrastructure, which included the largest bond offering capital, directly or indirectly, to SMEs and on a US$163.5m project financing for a mining, commodities, agribusiness and transport. We are also strong in life sciences and pharmaceuticals. We supported by the Peruvian government priority sector companies to help them transmission line in Colombia through its represent major Latin American and international clients on corporate and commercial transactions; banking payment rights to date. The funds were rebuild once the crisis is over. subsidiary Transmisora Colombiana de provided in four tranches: (1) we advised and finance; financial restructuring and insolvency; litigation and disputes (including international arbitration Energia S.A. E.S.P (TCE). This marks the on a US$1.15bn senior secured note US$850m gas-fired power plant first international project financing of a and investigations); employment and labor; regulation and investigations; and tax. Our lawyers work closely offering to pay for construction of part of is El Salvador’s biggest energy transmission line in Colombia. Alupar is with colleagues throughout the world – with strong links to our North American (Houston, New York, the metro’s second line; (2) we advised infrastructure investment a Brazilian holding company focused on Washington, DC, Calgary and Toronto) and London teams, in particular, giving clients access to our collective the lenders and the Italian export credit power generation and transmission. With Our Latin American lawyers represented experience and our knowledge of global market trends. agency (ECA) SACE as guarantor on a this investment, Alupar will install more the lenders, including International US$800m credit facility, provided by a than 7,900km of transmission lines and will Finance Corporation and International consortium of international banks (the expand its presence in Colombia. Contact Offices first time an ECA has fully guaranteed the Development Bank, among others, on the US$850m Energía del Pacífico gas-fired Mexico City Peruvian government’s obligations of this LNG and power terminal is Raquel Bierzwinsky Charles Johnson kind); (3) we advised a syndicate of seven power plant and LNG import terminal Panama’s largest power financing +52 55 3000 0608/+1 212 408 5219 +55 11 3372 0001 São Paulo project in Acajutla, El Salvador. This lenders on US$300m of working capital to We represented the multilateral [email protected] [email protected] finance construction of the metro line; (4) project represents the biggest energy infrastructure investment in the history and commercial lenders, including Hernán González Estrada we assisted IDB with a US$450m credit of El Salvador. International Finance Corporation, +52 55 3000 0601 facility to buy RPI-CAOs and finance part Bancolombia, Banco General, Global of the cost of building the metro line. [email protected] Investor interest in Argentinian Bank and the Central American Bank for Banconal secures US$510m renewables grows with US$150m Economic Integration, on a US$535.5m financing of the US$1bn Costa Norte Services in credit facilities, guaranteed financing of Cañadón León wind LNG-import terminal in Panama, and an Antitrust and competition Food and agribusiness Real estate by MIGA farm associated 381 MW power plant being Banking and finance Insurance Regulation and investigations We advised Banco Nacional de Panama Our Latin American and US lawyers developed by AES, the largest combined Bankruptcy, financial restructuring and Litigation and disputes Renewables (Banconal) on two credit facilities represented BNP Paribas Fortis and the cycle facility and first LNG terminal in the insolvency Oil and gas Risk advisory arranged by Goldman Sachs and Société US International Development Finance country. This is one of the largest power Capital markets Power and utilities Securities litigation, regulation and Générale – totaling US$510m – which are Corp on the US$150m financing of the investments in Central America. Corporate, M&A and securities Projects enforcement guaranteed by the Multilateral Investment Cañadón León wind farm that YPF Energía Eléctrica SA, a subsidiary of state- Employment and labor Public and government finance Tax Guarantee Agency (MIGA). Banconal will owned oil company YPF SA, is building in Environmental law use the proceeds to diversify its overall resources and improve its ability to obtain Argentina. The financing reflects growing future long-term funds in the wake of the interest in the Argentinian renewables Selected clients COVID-19 pandemic. This transaction was sector and global energy transition. The Air France Credit Suisse Louis Dreyfus complex because the Goldman Sachs' project will have 29 wind turbines and a Banco Nacional de Desenvolvimento Empresa Nacional del Petróleo Macquarie facility was funded through the issuance 53 percent capacity factor. It will be built Econômico e Social Engie PEMEX Exploración y Producción by a Luxembourg orphan entity of bonds in Cañadón Seco, in the province of Santa Cruz, on Argentina's southern steppes and Bridgestone Americas Gran Tierra Energy Shell that repackaged the loan obligations of the underlying credit facility. According will generate 122 MW of renewable power, British American Tobacco ING Statoil to MIGA, the loan facility would allow enough to power the needs of some China Development Bank International Finance Corporation Banconal to provide (i) liquidity to the 150,000 homes. Corporación Andina de Fomento LATAM Airlines financial system in the event of a banking 104 Norton Rose Fulbright – Law around the world Global coverage – Latin America October 2021 105

Shandong Gold pays US$960m for Bogotá Metro to decongest city Fruta del Norte gold mine in 50 percent of Argentinian mine Our lawyers represented a consortium Ecuador receives US$1bn in We represented Shandong Gold Mining participating in the bid to design, develop, financing Co Ltd on its US$960m acquisition of build, operate and maintain the first line Our Latin American team advised Barrick Gold Corporation’s 50 percent of the Bogotá Metro (Primera Línea del Lundin Gold Inc on the construction and stake in the Veladero gold mine in Metro de Bogotá). The US$4.5bn line, development and subsequent project Argentina. Shandong, a Shanghai Stock which will be a 25 KM transportation financings of the US$1bn Fruta del Norte Exchange-listed company, will hold system when complete, has been planned gold mine in Ecuador. The financing was directly and indirectly 50 percent of for decades and is seen as crucial to delivered by gold prepay and stream Minera Argentina Gold SRL under a joint decongesting the city’s roads. lenders, commercial lenders and export venture with Barrick Gold Corporation, credit support. one of the world’s largest gold producers. US$3bn Alto Maipo hydroelectric The transaction included a strategic power project in Chile completes Banco BTG Pactual issues first cooperation in which our client has an second restructuring climate loan to a Brazilian option to invest in Barrick’s Pascua Lama Our lawyers represented the senior financial institution mine project, one of the world’s largest lenders in the second restructuring for the Our lawyers acted for Banco BTG Pactual undeveloped gold deposits on the El Indio US$3bn 531 MW Alto Maipo hydroelectric S.A., the largest investment bank in Latin Gold Belt on the border of Argentina power project under construction in America, on a US$140m climate loan and Chile. Chile. The lenders include Inter-American provided to it by PROPARCO and DEG. Development Bank, OPIC, Banco de This transaction represents Proparco’s Vista Oil & Gas secures loan in Crédito e Inversiones SA, Banco del first climate loan to a Brazilian financial Argentina Estado de Chile, Itaú Corpbanca, DNB institution. BTG, one of Brazil’s climate Our lawyers represented OPIC as lender Bank ASA and Deutsche Bank. The finance pioneers, will implement a climate to Vista Oil & Gas in an Argentine-secured project involves more than 70 KM finance strategy and fund the growth of US$200m loan to expand the borrower’s of complex tunnelling work. the bank’s green loan portfolio to mitigate current production facilities. Vista Oil & climate change impacts. Gas is focused on shale gas development Mantoverde copper mine secures in Argentina. After its US$650m initial US$520m financing public offering (IPO) in Mexico, the Our lawyers represented the commercial company listed on the New York Stock lenders and export credit agencies on the Exchange in 2019. provision of a US$520m financing and bonding facility to Mantoverde S.A. to finance its US$847m Mantoverde sulphide expansion project, a copper mine located in the Atacama region of Chile. The project involves construction of a copper concentrator and associated facilities to process ore from sulphide deposits.

Market recognition

"Norton Rose Fulbright managed to advise us all in a very efficient way Our Latin American team, and win the trust of all the leaders as well as the sponsors." fluent in Spanish and Chambers Latin America 2021 Portuguese, works on major cross-border transactions Latin America water deal of the year across the entire region. (BRK Ambiental financing of Recife and Goiana wastewater plants) IJ Global 2020 106 Norton Rose Fulbright – Law around the world Global coverage – Latin America October 2021 107

Client work in Brazil

Sumitomo Chemical acquires Proparco’s first climate loan to a Banco Bradesco in US$1.67bn Brazil | São Paulo four of Nufarm’s South American Brazilian financial institution complex debt restructuring of subsidiaries Our Latin American lawyers advised Constellation Oil Services We advised Sumitomo Chemical Proparco on its first loan to support We represented Banco Bradesco on its We established our São Paulo office in 2010. Our Brazil based team of lawyers Company, Ltd on the completion on BTG’s climate finance strategy by funding unsecured claims in the US$1.67bn debt has extensive experience in the areas of banking and finance; bankruptcy, April 1, 2020 of its acquisition of four the growth of the bank’s green loan restructuring of Constellation Oil Services South American subsidiaries - in Brazil, portfolio. BTG is committed to adopting Holdings (formerly QGOG Constellation) financial restructuring and insolvency; corporate and M&A; energy, including Argentina, Chile, and Colombia – of the EDFI Harmonized Environmental and its subsidiaries, one of Brazil’s leading oil and gas and renewables; and projects. Nufarm Ltd, an Australian Agri-chem and Social Standards to manage drilling and oil and gas services groups. company. The purchase is part of environmental and social risk. It will The deal involved insolvency proceedings Sumitomo’s strategy to expand its crop conform to the eligibility criteria of the filed in three jurisdictions, with the main In Brazil, we advise on English and US law issues. For Brazilian law issues, our team works with a number of protection business globally, enabling it to IDFC Common Principles for Climate proceeding filed in Brazil and ancillary leading law firms, with which we have well-established relationships and a number of common clients. Our build its development and sales Mitigation Finance Tracking de l’IDFC and proceedings filed in the US (through a on-the-ground global capability helps us advise on inbound work to Brazil and the wider Latin American network of crop protection products in will use AFD's carbon footprint tool to Chapter 15 filing) and the British Virgin region, and the regulatory and disputes work resulting from such investments. We have a strong outward South America, including its own measure the contribution of the projects Islands. This transaction won the Americas investment practice, acting for Brazilian and other Latin American corporations and financial institutions on fungicide INDIFLINTM (inpyrfluxam). financed to reduce greenhouse gas restructuring deal of the year 2020 from M&A projects, joint ventures, and equity and debt capital markets transactions undertaken outside Brazil, as Brazil is the world's largest crop emissions. International Financial Law Review. well as for lenders, export credit agencies and multilaterals on project and other financings. protection market and its expanded formulation and R&D facilities will ramp ING and ECAs finance US$1.55bn LATAM Airlines in US$275m up development through formulation to Saquarema FPSO in Brazil financing for aircraft and parts People Contacts distribution. Our London, Tokyo and Amsterdam teams We advised LATAM Airlines on a acted for ING Bank and the export credit São Paulo US$275m revolving credit facility secured Vale SA evaluates restructuring of agencies (ECA) on the US$1.55bn project Charles Johnson in order to purchase aircraft, engines Samarco joint venture financing of the Saquarema floating 8 +55 11 3372 0001 and spare parts, with collateral, located Lawyers in Brazil production and storage offshore (FPSO) [email protected] We are advising Vale SA on the potential in multiple jurisdictions. We also advised restructuring of the US$4bn+ debt of unit, which operates offshore Brazil. on our client’s commercial financing of its iron ore mining joint venture with The financing is supported by Japanese several A350 and A320 aircraft; LATAM Services BHP, called Samarco SA, which restarted and Dutch ECAs, NEXI and Atradius, Airlines was the aircrafts’ launch customer Banking and finance Financial institutions Projects operations at a production level of respectively, with part of the Atradius in Latin America. Bankruptcy, financial restructuring and Food and agribusiness Regulation and investigations 7-8 million tons annually, or about 26 financing being re-issued with Italian ECA insolvency Infrastructure Renewables percent of Samarco’s full capacity, in SACE and UK ECA UK Export Finance. Capital markets Mining Risk advisory December 2020. Commodities Oil and gas Securities litigation, regulation and Corporate, M&A and securities Power and utilities enforcement Energy Transport

Selected clients Banco Bradesco Corporacion Andina de Formento Louis Dreyfus Group Banco Itaú Credit Suisse PetroRio BNDES – Banco Nacional de Grupo Ultra Suzano Desenvolvimento Econômico e Social ING BRK Ambiental LATAM Airlines 108 Norton Rose Fulbright – Law around the world Global coverage – Latin America October 2021 109

Mexico | Mexico City

Our Mexico City office is an integral part of our multidisciplinary, cross-border Client work in Mexico Latin America practice. Our lawyers have significant experience representing Neoen wins financing to build 375 and constructing an approximately assisted RK Mine Finance, an affiliate clients in the energy, infrastructure and mining sectors, as well as project MW solar farm in Mexico 200 MWac solar photovoltaic electric of the Red Kite investment group, in power generation facility located in the reaching financial close in connection with development and project finance, corporate and M&A, telecommunications, Our Mexico City, London and US offices Municipality of Aguascalientes, Mexico. the financing of the development of this represented a subsidiary of French project. This is a groundbreaking project private equity and finance matters. renewable energy developer Neoen to Multinational power company in Mexico. secure financing for its 375 MW El Llano agrees solar joint venture with Supported by our Latin American network, with an office in São Paulo, and working in tandem with our solar farm in Aguascalientes, Mexico. The Mexican investor Enel Green Power in financing for lawyers outside the region, particularly in Houston, Washington, DC, New York, London and Paris, our Mexico project, among the winners of the third Mexican solar PV parks Mexican renewable energy auction, was Lawyers from our Mexico City and New City lawyers represent Mexico-based businesses on their domestic and cross-border interests, as well as We advised Enel Green Power SpA awarded a power purchase agreement York offices acted for a multinational (EGP) as sponsor and three project international investors focused on expanding their existing and new operations in Mexico. The team comprises with a 15-year offtake term for energy and power company on its investment in a companies as borrowers (Villanueva Solar, bilingual lawyers who are multicultural in their legal training, with a deep understanding of the legal intricacies a 20-year offtake term for clean energy joint venture with a Mexican investor Parque Solar Don José and Parque Solar of conducting business throughout the region. certificates. The solar farm will be one of for the development, ownership and Villanueva Tres) on a US$605m limited the world’s most competitively priced solar operation of commercial and industrial- recourse financing of a 1 GW portfolio of projects. distributed generation solar photovoltaic People Contacts projects in Mexico. solar PV parks in Mexico comprised of Mexico’s Eólico El Mezquite wind Villanueva I (470 MW), Villanueva III (350 Raquel Bierzwinsky Hernán González Estrada farm secures financing Financing agreed for Xoxocotla MW) and Don José (220 MW). 12 1 Mexico City +52 55 3000 0608 +52 55 3000 0601 solar PV plant New York +1 212 408 5219 [email protected] We advised North American Development IAFC finances X-Elio to develop Lawyers in Mexico City Partners in Mexico City Our lawyers represented the Inter- [email protected] Bank, Banobras and Bancomext as Xoxocotla solar plant in Mexico special New York counsel on the American Investment Corporation, Our lawyers represented the Inter- US$235m financing of the Proyecto Eólico Instituto de Crédito Oficial E.P.E. and Services American Investment Corporation, El Mezquite, a 250 MW wind farm in the MUFG Bank Ltd on financing for X-Elio Instituto de Crédito Oficial, E.P.E. and Banking and finance Infrastructure Projects state of Nuevo León, Mexico. The project FV Xoxocotla, S.A.P.I. de CV for the MUFG Bank Ltd. on the financing to Bankruptcy, financial restructuring and International arbitration Regulation and investigations is being developed by Cubico Sustainable design, construction, commissioning and Spanish solar developer X-Elio FV insolvency Litigation and disputes Renewables Investments through its subsidiary Parque operation of the 70 MW Xoxocotla solar PV plant over 255 hectares in the state of Xoxocotla, S.A.P.I. de C.V. for the design, Capital markets Mining Risk advisory Eólico el Mezquite SAPI de CV. Morelos, Mexico. construction, commissioning and Corporate, M&A and securities Oil and gas Securities litigation, regulation and BayWa r.e. in equity sale to EDPR operation of the 70 MW Xoxocotla solar Energy enforcement Private equity and venture capital Mexico RK Mine Finance in debt funding PV plant over 255 hectares in the state of for Sonora lithium project Morelos, Mexico. Xoxocotla has a power Lawyers from our Mexico City office Selected clients We represented RK Mine Finance on purchase agreement with a 15-year term represented BayWa r.e. on the sale of for its output and one for clean energy Enel Finance International North American Development Bank Enel Green Power the debt funding of the strategically all its equity interests in Parque Solar certificates with a 20-year duration. International Finance Corporation MUFG IDB Invest Los Cuervos S. de R.L. de C. to EDPR significant Sonora lithium project in Mexico. Los Cuervos S. de R.L. de C.V. Mexico, ultimately owned by the AIM- is a project company that is developing listed Bacanora Lithium Plc. Our teams Global coverage – Asia October 2021 111

Asia overview

Client work in Asia

Technology sandbox to facilitate HSBC and Morgan Stanley sponsor Fosun International in €400m FinTech adoption in emerging Sunac Services IPO and spin-off senior notes issuance As one of the best-resourced law firms in Asia, we are instructed markets Our Hong Kong team advised HSBC We advised the initial purchasers on on many of the region’s most prominent cross-border transactions involving Our Singapore lawyers advised Corporate Finance (Hong Kong) Ltd and the €400m 4.35 percent senior notes ASEAN Financial Innovation Network Morgan Stanley Asia Ltd as joint sponsors issuance, due 2023, by Fosun International jurisdictions including Bangladesh, Cambodia, China, Hong Kong, India, on establishing a Singapore-based to the spin-off and separate listing on the Ltd. This marks the first successful technology ‘sandbox platform’ and Hong Kong Stock Exchange's main board offering of euro-denominated high-yield Indonesia, Japan, Malaysia, Myanmar, Pakistan, the Philippines, Singapore, marketplace to help deliver financial of shares in Sunac Services Holdings senior notes from a PRC privately-owned South Korea, Sri Lanka, Thailand and Vietnam. services to those without bank accounts Ltd, a subsidiary of Chinese property enterprise. Crédit Suisse Securities across emerging markets in the region. developer Sunac China Holdings Ltd. (Europe) Ltd, Deutsche Bank AG (Hong Our service across the region and globally sets us apart from our competitors. We provide legal services Supported by the IFC and World Bank, Sunac Services is a large-scale property Kong branch), Fosun Hani Securities Ltd, management service provider with a HSBC, Natixis, Standard Chartered Bank and risk advisory to some of the largest listed and non-listed corporations, governments and public the ASEAN Banking Association and the Monetary Authority of Singapore, the leading market position in China and three and UniCredit Bank AG were the initial authorities. In particular, we are known for our depth and breadth of experience in financial institutions, platform is a significant step towards the business lines: property management purchasers. This transaction won the energy, infrastructure, mining and commodities, transport, technology and innovation, and life sciences adoption of new FinTech technologies services; value-added services to non- 2019 Assets Triple A Sustainable Capital and healthcare sectors. by financial institutions in underserved property owners; and community value- Markets Regional Award for ‘Best Bond in markets across the region. added services. the Conglomerates’ category.

Contacts Offices Malaysia prepares for China Taiping partners with Ageas US$500m green loan to China Bangkok Shanghai liberalization of downstream gas for future growth General Nuclear Psyche Tai We advised China Taiping Insurance We advised a syndicate of 20 banks led by +852 3405 2353 Beijing Singapore** market Holdings Company Ltd and Taiping ANZ, Bank of China (Hong Kong), Crédit [email protected] Hong Kong Tokyo We represented Gas Malaysia Berhad in Reinsurance Co Ltd on the subscription Agricole and ICBC Asia on a US$500m Jakarta* developing a framework to pave the way Yu-En Ong for liberalization of Malaysia’s downstream of 25 percent of the latter’s share capital green loan made available to CGNPC +65 6309 5328 * TNB & Partners in association with Norton Rose Fulbright Australia gas market. The third party access by Ageas SA/NV’s subscription for International Ltd, with a guarantee from [email protected] ** Includes Formal Law Alliance with Ascendant Legal framework follows the introduction of HK$3.1m (approximately US$400m). The the borrower’s Chinese state-owned the Gas Supply (Amendment) Act 2016, subscription will bolster Ageas’ existing parent company China General Nuclear which came into force in January 2017. partnership and business relationship Power Corporation. Crédit Agricole acted Services The legislation envisages a system of by building on its previous investments as green structuring adviser. The loan Antitrust and competition FinTech Product liability regulated third party access to natural gas in other life and asset management proceeds are to be used to finance or subsidiaries of China Taiping, and will also refinance the group’s eligible renewables Asset and wealth management Franchising Projects infrastructure that will allow new players to strengthen the capital base of Taiping projects. Asset finance Government contracts Real estate enter markets, including importing LNG and supplying gas through the Reinsurance for future growth. Banking and finance Health and safety law Regulation and investigations transmission and distribution network. Bankruptcy, financial restructuring and Infrastructure Renewables insolvency Insurance Risk advisory Capital markets Intellectual property Securities litigation, regulation and Construction and engineering International arbitration enforcement Corporate, M&A and securities Islamic finance Structured finance and commodity finance Employment and labor Litigation and disputes Environmental law Power and utilities

Market recognition

Anti-corruption regulation law firm of the year Singapore Corporate Intl Magazine 2020 112 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 113

Kacific1 satellite financed and TPG in first leveraged buyout Cathay Pacific wins clearances for launched to deliver broadband in Myanmar Hong-Kong Express acquisition service in Southeast Asia Our Singapore lawyers acted on Our Asia team represented Cathay Pacific Our Singapore team advised Kacific Myanmar’s first leveraged buyout – global on the competition law aspects of its Broadband Satellites Group on securing private equity firm TPG’s acquisition of acquisition of rival low-cost carrier Hong credit facilities to finance the construction, Pan Asia Majestic Eagle Ltd, among Kong Express. We provided guidance on launch, ground system development the largest telecom tower companies in structuring the transaction and assisted and initial operation for the Boeing-built Myanmar. We acted for the mandated the company with securing competition Kacific1 next-generation high-throughput lead arrangers, DBS, ING and OCBC. merger control clearances in several Ka-band satellite. Kacific1 was launched Previously, we advised on the original jurisdictions across Asia. into geostationary orbit on a SpaceX financing to Pan Asia Majestic Eagle Falcon 9 rocket in mid-December 2019. Ltd for construction of more than 1,250 AirTrunk expands with hyperscale It streams broadband to 25 nations in telecom towers in 2014, the first offshore data center in Singapore Southeast Asia and the Pacific Islands and limited recourse financing in the country. Our Australian, Singapore and Hong provides the most powerful signal from a Kong offices acted for AirTrunk, a Hong Kong’s first antitrust commercial satellite in the region, to date. hyperscale data center specialist, on its The deal won telecoms deal of the year at tribunal under new competition rapid expansion in Australia and across IJGlobal 2019 Asia Pacific Awards. law the Asia-Pacific region. Our Australian Our Hong Kong lawyers assisted SiS office advised AirTrunk on its A$850m Successful restructure of International Holdings Ltd with the first syndicated financing to fund a major iconic Australian swimwear legal action brought by Hong Kong’s expansion of its Australian data centers brand Seafolly Competition Commission since it was set in Sydney and Melbourne – the largest We advised L Catterton and its related up in December 2015. SiS is one of five financing in Australia by a data center entities throughout its voluntary information technology companies taken business, to date. Our Australian and administration process, including its before the tribunal for alleged bid-rigging Singapore offices then advised on the successful offer to purchase the Seafolly conduct in a tender conducted by the financing for AirTrunk’s SG$450m 60+ business and the bolt-on Jets' Swimwear Hong Kong Young Women’s Christian MW hyperscale data center project business through a deed of company Association in July 2016 for the supply and in Singapore and, most recently, our arrangement. L Catterton is a global installation of an IT server system. The Australian, Singapore and Hong Kong private equity firm backed by luxury court ruled in favor of SiS. offices advising AirTrunk on financing the group LVMH. Our team was led by our launch of a new 20+ MW data center in Sydney office and involved significant Hong Kong. We previously advised on its cross-border collaboration between our A$400m capital raising. Our ongoing work Australia, US, Hong Kong and Singapore with AirTrunk is testament to our ability teams, and complex negotiations with to assist clients to fund their international various providers and suppliers. growth.

Market recognition Asian technology and innovation Tier 1 We provide clients with direct initiative of the year Myanmar: foreign firms access to both international Finance deal of the year: The Legal 500 Asia Pacific and Singapore law advice Acquisitions 2017-2021 through our alliance with Asia Legal Awards Ascendant Legal. The Asian Lawyer 2020 114 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 115

China | Beijing and Shanghai

We have been at the forefront of representing domestic and international Client work in China companies and financial institutions with a wide spectrum of outbound HSBC acquires control of life Shun Tak combines with China International airline in and inbound investments involving China since the 1990s. insurance joint venture in China Travel International to create comprehensive data review We advised HSBC Insurance (Asia) Ltd, cross-boundary transport in Our lawyers advised an international Based in Beijing and Shanghai, our China team works closely with colleagues across our offices globally to an indirect wholly-owned subsidiary of China’s Greater Bay area airline and its group company on a handle cross-border transactions and projects in a wide variety of sectors, particularly those in the energy, HSBC Holdings plc, on the acquisition of We advised Shun Tak Holdings Ltd on comprehensive data review exercise. We infrastructure and mining, financial institutions, and technology and innovation sectors. the 50 percent equity interest in HSBC restructuring to form a joint venture with prepared a detailed questionnaire and Life Insurance Company Ltd that it does China Travel International Investment collected background information on the not already own from The National Hong Kong Ltd to create cross-boundary client’s data collection, use, processing People Contacts Trust Ltd. Upon completion, HSBC Life ferry and bus transportation services and cross-border transfer practices in Insurance Company Ltd will become the in China’s Greater Bay Area. The total China. We also advised the client on Beijing Shanghai first wholly foreign-owned life insurance consideration for the transaction amounts multiple regulatory and legal issues under Yi Wang Hong Sun company in China Free Trade Zone. The to HK$1bn. China’s Cybersecurity Law, including 10 4 +86 10 6535 3128 +86 21 6137 7020 deal is in line with the removal of foreign working with Chinese partners, data Lawyers in China Partners in China [email protected] [email protected] ownership restrictions on foreign-funded HSBC launches FinTech services localization and cybersecurity issues. life insurance companies in China, which division in China Services Mitsui & Co Ltd forms Chinese came into effect on January 1, 2020. We assisted HSBC Insurance (Asia Acquisition finance and corporate lending Information governance, privacy and Projects Pacific) Holdings Ltd with the launch of shipbuilding JV with Yangzijiang Luxury Escapes enters joint Antitrust and competition cybersecurity Regulation and investigations its first wholly-owned FinTech services Our Tokyo, London, Beijing, Shanghai Banking and finance Insurance Renewables venture with Chinese travel company, HSBC Fintech Services and Hong Kong offices assisted Mitsui Corporate, M&A and securities Intellectual property Risk advisory brand Zanadu (Shanghai) Co. Ltd in China’s (Shanghai) & Co Ltd and Mitsui E&S Shipbuilding Energy Mining Shipping We advised Luxury Escapes, a world Free-Trade Zone, Lingang New Area. Co Ltd with their strategic ship building This is one of the first wholly foreign- joint venture in China with Yangzijiang Financial institutions Oil and gas Technology and innovation well-known brand in the tourism industry, on launching its debut investment in owned FinTech services companies of Shipbuilding (Holdings), Ltd. The joint FinTech Power and utilities China by setting up a joint venture with its kind in China. The new company will venture is one of Mitsui and Mitsui E&S’s leading Chinese travel brand Zanadu. The provide tech support and digital services highest-profile transactions in this field Selected clients partners will provide an online platform for to HSBC Group's new mobile financial to date. AXA China Southern Fund Management Louis Dreyfus Company the Chinese market. planning services in its initial stage, and will gradually develop and export relevant Bank of China Company Shell support to other licensed CCB Financial Leasing Colliers International Group SDIC Power financial institutions. China-Africa Development Fund Energizer Shandong Gold China Datang Overseas Investment Export-Import Bank of China Trammo China Development Bank Fosun International Market recognition China International Water & Electric Corp HSBC Tier 1 Projects and energy: FinTech: China Property & Casualty Reinsurance Huadian Fuxin Energy Corporation Project development (foreign firms) foreign firms foreign firms China Reinsurance Group Industrial and Commercial Bank of China IFLR1000 – China 2018-2020 The Legal 500 Asia Pacific – China The Legal 500 Asia Pacific – China 2017-2020 2018-2020 Corporate/M&A: highly regarded (international firms) Chambers Asia Pacific – China (including Hong Kong) 2018-2021 116 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 117

Client work in Hong Kong

Modern Terminals sets up Hong Ltd, Merrill Lynch (Asia Pacific) Ltd, BNP reputable property management service Kong Seaport alliance Paribas, CCB International Capital Ltd, provider with extensive geographic CEB International Capital Corporation Ltd, coverage in China, and is engaged in Hong Kong We are advising Modern Terminals China CITIC Bank International Ltd, TFI three main business lines: property Limited, one of the terminal operators in Securities and Futures Ltd and UBS AG management services; value-added Hong Kong, on a significant restructuring (Hong Kong branch) were the services to non-property owners; and of its business, which involves setting up Initial purchasers. community value-added services. Hong Kong is a leading center for international trade and finance. We have a an alliance with other operators through long history in Hong Kong and strong, established relationships with a range an innovative contractual structure. Wheelock and Company Ltd is Japan Commercial Arbitration of financial institutions, corporates and other key commercial organizations. Poly Property Development raises privatized Association award enforced in HK$5.4bn in IPO on Hong Kong We advised HSBC in its capacity as Hong Kong financial adviser to Admiral Power Our Hong Kong team acted for Paloma, We have an excellent track record in managing large and complex transactions, projects and disputes in the Stock Exchange Holdings Ltd as ’offerer’ to privatise a leading manufacturer of gas appliances domestic market, mainland China and internationally. We are strong in corporate, M&A and securities, capital We advised the joint sponsors and joint Wheelock and Company Ltd (delisted, based in Japan, in enforcing a Japan markets, financial services, regulation and investigations. We advise on English, Hong Kong and US law. global coordinators on the HK$5.4bn 0020.HK prior to delisting) by way of Commercial Arbitration Association (US$693bn) listing of Poly Property a scheme of arrangement. The offerer award of more than ¥3.6bn (around Development Co on the Main Board is wholly-owned by Mr Peter Woo, the HK$270m) against a subsidiary of Capxon People Contact of the Hong Kong Stock Exchange. controlling shareholder of the company. International Electronic Company Ltd, Poly Property is a leading property a Hong Kong-listed company, in Hong Psyche Tai management service provider in China. Its Syndicate of banks led by Hang Kong. We have successfully obtained +852 3405 2353 65 19 controlling shareholder, Shanghai-listed Seng Bank provides US$150m leave from the High Court to enforce Lawyers Partners [email protected] Poly Developments, is majority-owned term loan to Citychamp the award; resisting the award debtor’s by state-run China Poly Group. GF Our Hong Kong, Singapore, Milan, attempts to set aside the order for Services Capital (Hong Kong) Ltd, Huatai Financial Frankfurt, New York and Newcastle teams enforcement of the award in Hong Kong. Holdings (Hong Kong) Ltd (Huatai) and Antitrust and competition FinTech Projects advised a syndicate of banks led by Hang We obtained a charging order absolute ABCI Capital Ltd (ABCI) were the joint Banking and finance Information governance, privacy and Regulation and investigations Seng Bank Ltd on a US$150m transferable over its most significant asset in Hong sponsors. GF Securities (Hong Kong) cybersecurity secured term loan facility made available Kong, as well as a disclosure order in aid Capital markets Risk advisory Brokerage Ltd, Huatai, ABCI, CLSA Ltd, to Citychamp Watch & Jewellery Group of enforcement. We are also coordinating Construction and engineering Insurance Securities litigation, regulation and UBS AG Hong Kong Branch and CCB Ltd in order to refinance its debt. The with lawyers in other jurisdictions to Corporate, M&A and securities Intellectual property enforcement International Capital Ltd were the joint borrower is a Hong Kong-listed watch and pursue parallel enforcement proceedings. Dispute resolution and litigation International arbitration Shipping global coordinators. jewellery company with subsidiaries all Financial institutions Litigation and disputes Structured finance and commodity finance Asia Allied Infrastructure US$6bn senior notes issuance by over the world. Financial services and regulation Private equity and venture capital Technology and innovation shareholder disputes China Evergrande and subsidiary Spin-off and listing of Sino-Ocean Our Hong Kong team advised Champ We advised the initial purchasers on the Selected clients Service Holding Prestige, a subsidiary of Asia Allied issuance of US$1bn 11.5% senior notes, We advised Sino-Ocean Service Holding Infrastructure Holdings Ltd, a Hong AIG China International Capital Corp Huatai Financial due 2023, and US$1bn 12.0% senior Ltd on the spin-off and separate listing of Kong-listed company, on its shareholder American Express China Mengniu Dairy ICBC (Asia) notes, due 2024, by China Evergrande its shares on the Main Board of the Hong disputes with China City Construction Bank of China (Hong Kong) China Taiping Insurance Shun Tak Holdings Group, China’s second largest property Kong Stock Exchange. Citigroup at the (International) Co Ltd, a member of the developer by sales. China Evergrande‘s Beijing Capital Land Credit Suisse SMBC end of 2020 Global Markets Asia Ltd and China City Construction group, in relation subsidiary Scenery Journey Ltd also BNP Paribas Deliveroo Société Générale China International Capital Corporation to investment in, and development of, issued US$2bn in 11.5% senior notes, due Cathay Pacific Airways Generali Standard Chartered Hong Kong Securities Ltd acted as the what is expected to be the tallest tower 2022, and US$2bn in 12.0% senior notes, joint sponsors. Sino-Ocean Service is a in Miami. CCB International Haitong Securities Swire Coca-Cola due 2023. Credit Suisse (Hong Kong) China Construction Bank (Asia) Hang Seng Bank Techtronic Industries China Dili Group HSBC Vistra Market recognition

Tier 1 Corporate/M&A: highly regarded Ranked 1st Antitrust and competition (international firms) Asia Pacific USD HY bonds by volume – The Legal 500 Asia Pacific – Hong Kong Chambers Asia Pacific – China Managers’ Legal Counsel 2018-2021 (including Hong Kong) 2018-2021 Debtwire HY bonds legal advisors’ league table 2020 118 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 119

Singapore Client work in Singapore World’s first LNG sale and Michelin makes one of largest Tina River Hydro to be the first purchase agreement with carbon- foreign investments in Indonesia large-scale infrastructure PPP in As one of the largest law firms in Singapore we are recognized for our neutral ambitions with PT Multistrada purchase Solomon Islands strengths in banking and finance, dispute resolution and international We advised Pavilion Energy Trading Our Singapore team advised Michelin Our Singapore team is advising the arbitration and corporate M&A and securities across a range of industries, & Supply Pte. Ltd, a wholly-owned on its US$545m acquisition of PT sponsors on the 15 MW Tina River Hydro subsidiary of Pavilion Energy Pte. Ltd, on Multistrada Ara Sarana Tbk (a listed Development project, the first large-scale including aviation, shipping, energy, financial services, technology, the world’s first LNG sale and purchase public company in Indonesia) pursuant infrastructure project to be developed infrastructure and commodities. agreement with carbon neutral ambitions. to a private sale and purchase agreement as a Public-private partnership (PPP) in Pavilion Energy and QP Trading LLC and a subsequent mandatory tender the Solomon Islands. Our lawyers are announced a 10-year LNG SPA for the offer, which resulted in Michelin acquiring negotiating the project agreements and We provide international law advice, and through our Formal Law Alliance with Ascendant Legal, we give supply of up to 1.8 million tons of LNG per 99.64 percent of the total issued share finance documents. Debt is provided clients direct access to Singapore law advice, particularly in the areas of corporate and commercial litigation year to Singapore from 2023. Each LNG capital of PT Multistrada Ara Sarana Tbk. by Asian Development Bank, the and arbitration; bankruptcy, financial restructuring and insolvency; and regulation and investigations. cargo delivered under this agreement PT Multistrada Ara Sarana Tbk owns a International Development Association, will be accompanied by a statement of tire manufacturing plant in Indonesia. the Green Climate Fund and the In addition to our Singapore presence, we are active across Asia, advising leading global and regional its greenhouse gas emissions, measured The transaction, one of the largest recent Economic Development Cooperation Fund corporations on transactions in Indonesia, India, Malaysia, Vietnam, China, Hong Kong, the Philippines, from well-to-discharge port. foreign investments into Indonesia, on a concessional basis. The project will Pakistan, Cambodia, Thailand, Sri Lanka and Bangladesh. makes Michelin one of the largest tyre help the country to reduce its reliance on Fraser Property issues Singapore’s manufacturers in Asia. expensive fuel, and allow it to significantly first BCA Green Mark loan reduce emissions and contribute to Asia-Pacific gets first deep- We advised Frasers Property Ltd on a meeting the government’s 2024 emissions A$750m (US$500m) five-year term loan water semi-submersible floating target. People Contact facility, comprising a A$500m green loan production system Yu-En Ong and a A$250m term loan. The A$500m Our lawyers advised the lenders on the 36 16 +65 6309 5328 green loan is the first in Singapore with a US$1bn financing of Asia’s first deep-water Lawyers in Singapore Partners in Singapore [email protected] pricing structure linked to the BCA Green semi-submersible floating production Mark, a rating system administered by system (FPSO), called Gumusut-Kakap, the Building and Construction Authority Services which is wholly owned by Gumusut- in Singapore to evaluate a building’s Kakap Semi-Floating Production System Antitrust and competition Financial institutions Projects environmental impact and performance. (Labuan) Ltd (GKL), a subsidiary of Asset finance Financial services and regulation Regulation and investigations MISC Berhad. The FPSO is on charter to Aviation FinTech Risk advisory Sabah Shell Petroleum Company Ltd, a Banking and finance Infrastructure, mining and commodities Securities litigation, regulation and subsidiary of Shell and Asiatic Petroleum Bankruptcy, financial restructuring and Insurance enforcement Company Ltd operating at the Gumusut- insolvency International arbitration Shipping Kakap field, Blocks J and K, located about 120km offshore Sabah, Malaysia. Capital markets Islamic finance Sports law Corporate, M&A and securities Litigation and disputes Technology and innovation Market recognition Tier 1 Corporate investigations/anti-corruption: Anti-corruption regulation law firm Selected clients Asset finance: foreign firms International of the year Singapore Accenture Citibank DBS Bank Michelin Capital markets: structured finance TMT: International Corporate Intl Global Awards 2020 ANZ Deutsche Bank Sime Darby Derivatives and Securitisation: Chambers Asia Pacific – Singapore 2021 Singapore's best law firms foreign firm Asian Development Bank FMO Singapore Sports Hub The Straits Times 2020 AXA Gas Malaysia Berhad Standard Chartered Bank Financial services regulatory: BHP International Finance Corporation United Overseas Bank foreign firms TMT: foreign firms BNY Mellon Malaysia Airlines White-collar crime: foreign firms The Legal 500 Asia Pacific – Singapore 2021 120 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 121

Indonesia | Jakarta

As Southeast Asia’s largest economy, Indonesia attracts investors with Client work in Indonesia its growing domestic market, stability and manufacturers’ proximity to Bangkok Bank finances Acquisition and business transfer Energizer agrees to buy FDK natural resources. chemical company of Kerry Logistics Network Indonesia We acted for Bangkok Bank’s Indonesia We acted as Indonesian legal counsel for Our corporate team in Jakarta, together Our associate firm TNB & Partners is strategically positioned in the capital Jakarta, with strong corporate, counsel on a number of financing deals, global freight forwarding company Kerry with our lawyers in Australia and commercial, banking and finance, and litigation and disputes practices. including for one of the top five global Logistic Network Ltd on an Indonesian Amsterdam, advised Energizer on its producers of PET film (a polyester film acquisition and restructuring transaction. agreement to acquire FDK Indonesia, a used in a broad range of industrial, As well as assisting with restructuring manufacturer of rechargeable alkaline electronic and automotive applications) the local entity, we advised on the batteries. People Contact to build a greenfield PET film line, resin shareholders agreement and share TNB & Partners* plant and downstream metalizing plant. subscriptions. PT Mitra Nasional Pratama This facility is the Thai-based company’s Our Jakarta dispute resolution team Kresna Panggabean 12 3 first inbound investment in Indonesia. PT IOL Indonesia in civil and acted for PT Mitra Nasional Pratama, an Lawyers in Jakarta Partners in Jakarta +62 21 2965 1811 Our cross-border team from Jakarta and criminal proceedings Indonesian subsidiary of a Singapore [email protected] Bangkok also acted for Thai EXIM on this The Jakarta dispute resolution team listed company on a highly complex *in association with Norton Rose Fulbright Australia financing transaction. has been acting for PT IOL Indonesia, commercial litigation in Indonesia against a subsidiary of Bureau Veritas, in civil a local coal concession holder. We acted Bank QNB Indonesia finances and criminal proceedings relating to the for our client through all stages of the construction project Indonesian courts process. Services revocation of a certificate of analysis on Our Jakarta banking and finance team coal samples. Aviation Insurance Renewables assisted PT Bank QNB Indonesia Tbk on a Noble Group sells two palm oil Banking and finance Litigation and disputes Risk advisory range of instructions, including regulatory Schlumberger in debt recovery plantation companies Capital markets Mining Securities litigation, regulation and advice and financing deals, as well as claims The Jakarta corporate team advised Corporate, M&A and securities Oil and gas enforcement the financing of a prominent construction The Jakarta litigation and disputes team Noble Plantations Pte Ltd, a subsidiary Energy Power and utilities Technology project by a national developer. has been acting for Schlumberger on of Noble Group Holdings Ltd, on the sale Financial institutions Projects Telecommunications several debt recovery claims, including of two Indonesian palm oil plantation companies, PT Henrison Inti Persada, and Food and agribusiness Real estate debt collection claims in Indonesian courts, and arbitration and settlement PT Pusaka Agro Lestari, for an aggregate Infrastructure Regulation and investigations strategy against Indonesian and consideration of US$67m. multinational companies. Selected clients AT Kearney Bangkok Bank Finders Resources G-Resources Group Orix Aviation QBE BBAM Aviation Services Limited GE Capital Aviation Services Sandvik Market recognition Bechtel Halliburton Schlumberger Tier 1 Aviation award BOC Aviation Limited Komatsu Mining Sumitomo Mitsui Finance and Leasing Aviation Asia Business Law Journal’s Indonesia Bureau Veritas Macquarie Capital Co Ltd The Legal 500 Asia Pacific 2019-2021 Law Firm Awards 2020, 2019 CDB Aviation Lease Finance DAC International Finance Corporation WeWork Commonwealth Bank of Australia Medco Deutsche Bank Merx Aviation Energizer Minsheng Commercial Aviation (Ireland) ENEOS Corporation (formerly JXTG Nippon Noble Group Oil & Energy Corporation) Oracle 122 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 123

Japan | Tokyo

We opened our office in Tokyo in 2008 and have a broad client base, including Client work in Japan prominent Japanese banks, government agencies, shipyards, trading houses, JERA and TEPCO Power invest in FPSO project financing in Brazil SMBC leads financing of Mexico’s insurers and other major corporates. We advise on a range of legal issues, UK battery storage developer Our Tokyo, London and Amsterdam second FPSO particularly in the banking, energy, infrastructure and transport sectors. Our Tokyo and London offices advised offices advised the lenders on the project Our Tokyo, Mexico City and Amsterdam JERA Storage Investment BV, JERA Co financing of FPSO Almirante Barroso offices advised the lenders led by SMBC Inc and TEPCO Power Grid Inc on their MV32 for MODEC, to be deployed at the on financing the Eni Mexico Area 1 floating Lawyers in our Tokyo office are qualified in the UK, US and Australia. We practice English and US law, and investment in, and further financing by Buzios field in the Santos Basin, Brazil. production storage and offloading (FPSO) regularly work with clients expanding into global markets including the Americas, Europe, Australia, Southeast M&G of, UK battery storage developer and Since we opened our Tokyo office in unit. This is the first project financing of Asia, the Middle East and Africa. operator Zenobe Energy Ltd. M&G has 2008, our lawyers have assisted with an FPSO in Mexico following its historic agreed to invest £150m to help Zenobe closing more than 13 FPSO project energy reforms. accelerate supply for electric buses finance transactions. People Contact and energy storage. This is the largest Bond financing for LNG vessels investment in the UK battery storage JBIC in Fujairah F3 IPP project uses ’flip note’ structure George Gibson sector, to date, and follows the Tokyo and financing +81 3 5218 6823 Our Tokyo, Calgary, Washington, DC, 7 3 London offices advising JERA and TEPCO Our Tokyo, London, Dubai and Singapore New York, Singapore, and London offices Lawyers in Tokyo Partners in Tokyo [email protected] PG on their initial capital investment in teams advised the Japan Bank for advised Marubeni Corporation and SK Zenobe in 2019. International Cooperation, Mizuho Shipping on the US$375m refinancing of Services Bank Ltd, Sumitomo Mitsui Banking two LNG vessels (m.v.s. SK Resolute and BNP Paribas in first Japanese Antitrust and competition Energy Risk advisory Corporation, Sumitomo Mitsui Trust Bank SK Audace) by way of a private placement Asset finance Financial institutions Securities litigation, regulation and Operating Leases with Call Option Ltd, BNP Paribas Fortis SA/NV and of senior secured notes. This was the first Aviation Insurance enforcement container financing Standard Chartered Bank on the US$941m bond financing of LNG carriers led by financing of the Fujairah F3 independent Banking and finance Litigation and disputes Shipping Our Tokyo and Hong Kong offices advised Marubeni and the debut Section 4(a)(2) power producer project in the United private placement to employ the Capital markets Projects Structured trade and commodity finance BNP Paribas on the first Japanese Operating Leases with Call Option Arab Emirates. highly-tailored ’flip note’ structure. The Corporate, M&A and securities Regulation and investigations transaction received an award as ‘Oil and (JOLCO) financing of container boxes for JBIC’s first loan in Sharjah enables a Chinese financial leasing house. The gas deal of the year (North Asia)’ at The Selected clients transaction was technically challenging, expansion of gas fired power plant Asset Triple A Infrastructure Awards 2020. Development Bank of Japan Mitsubishi Corporation Nippon Yusen Kabushiki Kaisha involving China-specific security Our Tokyo and Dubai teams advised the ITOCHU Corporation Mitsui & Co Ltd ORIX Corporation arrangements and the need to structure Japan Bank for International Cooperation (JBIC) on a loan to finance the purchase of Japan Bank for International Cooperation Mizuho Bank Ltd Sumitomo Mitsui Banking Corporation the financing to accommodate pre-agreed leasing arrangements between Minsheng power generation equipment, including a JERA Co Inc MUFG Bank Ltd Tokyo Gas Co Ltd and Ocean Network Express. gas turbine that will be used to expand the Marubeni Corporation Nippon Export and Investment Insurance Al Layyah gas-fired power plant in Sharjah in the United Arab Emirates. Our lawyers represented JBIC on its provision of a NEXI-covered buyer’s credit loan facility of US$482m to Sharjah Electricity and Water Authority. This is JBIC’s first loan to a Sharjah-based entity. 124 Norton Rose Fulbright – Law around the world Global coverage – Asia October 2021 125

Bangkok Thailand | Client work in Thailand

Constant Energy Singapore to Siam Commercial Bank lends Chana Green Biomass boosts Our office in Bangkok advises on Thai law issues relating to investments develop rooftop C&I solar projects THB2.6bn to luxury hotels and Thailand’s renewable energy from a range of regional and international organizations, particularly in the in Thailand resorts company Our Bangkok and Singapore teams financial institutions and infrastructure sectors. We advised Global Climate Partnership Our Bangkok team advised Siam advised Chana Green Company Ltd on Fund, a Luxembourg based investment Commercial Bank Public Company on a the development and construction of fund managed by responsAbility AG, on THB2.57bn (US$80m) facility for Banyan a 20.622 MW biomass power project We are experienced in inward investment transactions, as well as in major projects. We work closely with portfolio financing to develop rooftop Tree Resorts & Spas (Thailand) Company located in Ku Sub-district, Chana District, lawyers across our global platform, including those in major Asia Pacific business centers such as Beijing, commercial and industrial solar projects Ltd to buy the outstanding shares in its Songkhla Province in Thailand. Chana Hong Kong, Singapore and Tokyo. in Thailand. With this long-term loan, publicly listed Laguna Resorts & Hotels Green Company Ltd is a wholly-owned GCPF has become Constant Energy’s first Public Company Ltd through a voluntary subsidiary of Gulf Energy Development commercial lender, enabling it to expand tender offer. Banyan Tree Holdings Ltd and Company Ltd, a power generation People Contact further across Southeast Asia. Constant its Singapore subsidiary granted security company headquartered in Thailand. The Energy develops, builds and owns solar over the shares in Laguna Resorts & Chana Green project is part of Thailand’s Tassanai Kiratisountorn rooftop and ground-mounted projects that Hotels. move to increase its renewable energy +662 205 8527 7 1 deliver energy solutions to commercial supply to meet an expected doubling of tassanai.kiratisountorn@ Lawyers in Bangkok Partners in Bangkok and industrial customers. The company United Overseas Bank provides power consumption by 2036. nortonrosefulbright.com will use the loan to grow its pipeline of umbrella facilities for borrowers solar energy projects for industrial clients across Southeast Asia Services in Thailand and Southeast Asia. We assisted United Overseas Bank Antitrust and competition Capital markets Projects Cleantech Solar green loan is Ltd with cross-border agreements Asset finance Corporate, M&A and securities Regulation and investigations for umbrella facilities to be provided Asia Pacific’s largest in the Banking and finance Financial institutions Risk advisory to borrowers in Singapore, Malaysia, Bankruptcy, financial restructuring Infrastructure Securities litigation, regulation renewables sector Indonesia, China, Vietnam, Thailand and and insolvency Insurance and enforcement Our Bangkok and Singapore teams Myanmar. The preparation of the template advised ING NV on a US$75m term agreements involved consideration loan facility to photovoltaic developer of complex issues specific to each Selected clients Cleantech Solar SEA Pte Ltd. This the jurisdiction, including regulatory approvals, Asian Development Bank IRPC largest green loan in the commercial stamp duty requirements and translation Bangchak Petroleum KASIKORNBANK and industrial renewables sector in Asia of documentation. Bangkok Bank Siam Commercial Bank Pacific. The financing will be used to build Bank of Ayudhya TICON more than 500MW of solar power projects in Singapore, Thailand, Cambodia, BCPG United Power of Asia Malaysia and Vietnam. HSBC Global coverage – Australia October 2021 127

Australia overview

Client work in Australia

Vodafone Hutchison Australia Sumitomo Chemical eyes growth IBOR benchmark transition for big With more than 400 lawyers in five offices – Brisbane, Canberra, Melbourne, combines with TPG in in agribusiness with A$1.2bn 4 Australian bank Perth and Sydney – we are one of the largest Australian law firms operating A$16.63bn deal purchase of Nufarm Ltd Our Sydney and London teams are on an international level. We advised on one of the largest A cross-border team of our lawyers in advising a leading Australian bank M&A transactions in the Australian Japan, the UK, Australia and Brazil advised with analysis and categorization of all telecommunications industry, the Sumitomo Chemical Company Ltd on counterparty agreements in its benchmark Our global reach and, in particular, our significant presence in North America, the UK and Europe, and Asia combination of Vodafone Hutchison its A$1.2bn agreement (on a net debt, rate transition, and to develop efficient Pacific, sets us apart from our competitors. In the time since our combination with leading Australian law firm Australia and TPG Telecom. Led by net cash basis) to buy Nufarm Ltd’s crop and effective strategies for the Henry Davis York in December 2017, we have strengthened our presence in key industry sectors, particularly our Sydney team, with support from protection business in Brazil, Argentina, amendment of contracts that use LIBOR in financial institutions, government, regulatory investigations, major litigation, restructuring and insolvency, Melbourne, we acted on all aspects of Colombia and Chile. Our team advised and similar benchmark rates as a and infrastructure. Our investment in risk advisory, including legal and non-legal advisors, has grown as we the merger, including structuring the Sumitomo on a ‘follow-the-sun’ basis to reference. This involves in excess of 3,000 contracts in 20 locations around the world. help major organizations address issues relating to culture, governance and accountability. Some of our merger arrangements and negotiating the secure the deal, which includes a two- transaction documentation. We took the year supply agreement and a transitional Our team is drawing on our experience in other key industry strengths include energy, mining, technology and healthcare. We also provide a full service lead role in obtaining regulatory and, in services agreement. Our team carried regulatory and conduct risk, risk advisory Indigenous commercial law service through Jaramer Legal, our joint venture with Mailman Law. Jaramer Legal particular, competition clearances for the out due diligence and the full suite of and our ability to provide seamless advice is the only full service Indigenous commercial law firm able to leverage Indigenous Procurement Policies merger, given concerns over excessive supporting ancillary documentation. The in key markets across borders, including across federal, state and territory governments, as well as in the corporate sector. market concentration in Australia’s agribusiness deal is subject to shareholder bank lending, derivatives and capital telecoms markets. Completed in July 2020, and regulatory approval. markets, to deliver this very significant this was the most significant telecoms global mandate. Contact Offices merger in Australia in two decades NSW government’s Independent Brisbane Perth Liquor and Gaming Authority in Alison Deitz SunWater in 2011 Queensland Canberra Sydney Crown inquiry +61 2 9330 8413 floods class action [email protected] Melbourne Our Sydney team is advising the NSW Our Sydney team is acting for SunWater Independent Liquor and Gaming Authority Ltd following the 2011 Queensland floods on conducting its inquiry under section Services in one of the largest and highest-profile 143 of the Casino Control Act 1992 (NSW) Acquisition finance and corporate lending Healthcare Tax class actions in Australia. Damages into the proposed sale of shares in Crown Antitrust and competition Information governance, privacy and Technology claimed were in excess of A$1.5bn and Resorts from James Packer’s CPH Crown Aviation cybersecurity Transport a class exceeding 6,000 members. We Holdings to Lawrence Ho’s Melco Resorts worked with SunWater to combat the Banking and finance Infrastructure & Entertainment, through a subsidiary. plaintiffs' simulated operations and defend The Authority is inquiring into this Bankruptcy, financial restructuring and Insurance the flood engineers’ conduct in operating transaction under section 35 of the Act, insolvency Intellectual property Market recognition the dam throughout the floods. The trial in addition to matters raised concerning Capital markets International arbitration Tier 1 ran for more than 12 months. We managed Crown Resorts in the media. This is a Class actions Life sciences and pharmaceuticals Environment and Planning the procedural and technical demands significant matter for which our lawyers Commodities Litigation and disputes Transport: aviation across a lengthy trial period, with multiple are drawing on the knowledge of a cross- Construction and engineering Mining The Legal 500 Asia Pacific – Australia 2021 local and international witnesses and practice team. Corporate governance Oil and gas extensive technical expert evidence. We Insurance defense ultimately served 500 pages of closing Corporate, M&A and securities Pharmaceuticals Shipping submissions, putting forward SunWater’s Employment and labor Power and utilities Chambers Asia Pacific – Australia 2020 multi-layered defense. This was a complex Energy Private equity and venture capital multi-party litigation with competing Law firm of the year Environmental law Projects stakeholder interests, including those of Insolvency and reorganization law Financial institutions Rail the Queensland government. Best Lawyers Australia 2020 Financial services and regulation Real estate Franchising Regulation and investigations Government Renewables Health and safety law Risk advisory 128 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 129

Financing agreed for East China Mengniu expands through Rockingham Resource Recovery A$1.5bn acquisition of A$1.5bn waste-to-energy plant acquisition of dairy and food We advised the senior financiers supplier Bellamy’s (NAB, SMBC, ABN Amro KfW-IPEX Our Sydney and Hong Kong offices and Mizuho) on all aspects of the advised China Mengniu Dairy Company development, construction and financing Ltd on its A$1.5bn acquisition of organic of a waste-to-energy project, called the dairy and food supplier Bellamy’s East Rockingham Resource Recovery Australia Ltd by way of a recommended Facility. This will process approximately scheme of arrangement. Mengniu’s and 300,000 tons of municipal, commercial Bellamy’s product and channel mix are and industrial waste and produce complementary in the dairy industry approximately 29MW of electricity, and Mengniu aims to leverage Bellamy’s enough to power 36,000 homes. This is experience and resources in organic the second large-scale waste-to-energy dairy and food to expand its business in project developed in Australia, to date, Australia and China. and the first in Australia to be financed off the back of ‘waste arising’ contracts. This follows on the heels of our team’s work in advising on Australia’s first waste-to- energy facility at Kwinana.

In Australia, we are a signatory to the Law Firm Cultural Diversity initiative. 130 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 131

Client work in Brisbane

Loan Market Group acquires bp successful in high-profile leading mixed-use project, comprising National Australia Bank’s finance dispute over competing a boutique hotel, curated retail, unique broker aggregation business allegations of breach of contract functions and events spaces, parking Brisbane | Australia and extensive public parklands. As sole We advised Loan Market Group on its We acted for bp in bp Australia Pty advisor to the HSW Partnership, we have agreement to acquire National Australia Ltd ats Velocity Frequent Flyer Pty acted across all relevant areas of law from Bank’s finance broker aggregation Ltd [2017] QSC 293 concerning the 2014 through to completion of the primary Queensland, with Brisbane as its capital, is Australia’s most decentralized businesses, comprising PLAN Australia, proper construction of a contract in development phase in 2019, and on key state in terms of population distribution. It supports both urban and regional Choice and FAST (PCF). PCF is the the context of competing allegations of operational matters since. Most recently largest wholesale aggregator group in breach of contract. We succeeded in this has included managing a whole of markets and is characterized by strengths in mining, oil and gas, energy Australia with a community of thousands obtaining orders dismissing the claim site COVID-19 strategy on a continuing projects, tourism, real estate, innovation and a large government sector across of mortgage and finance brokers. The sale, and upholding bp’s counterclaim, with basis, as well as the refinancing of announced on November 12, 2020, marks costs. Our role included acting in the construction debt to operating facilities state, Brisbane and regional governments. a transformational shift for the family- litigation, including pre-litigation strategic and subordination arrangements with owned Loan Market Group, significantly advice about the contract in question multiple financiers. Further refinancing, We offer a tailored legal service to preeminent international and national companies across these sectors bolstering its broker numbers, particularly and the client’s options for terminating to provide for COVID-19 impacts and at a local and global level, as well as to government organizations. We act for clients across the coal seam in the wholesale aggregation sector. Our the contract. The case was significant additional development, will involve new gas or LNG industry and the rail sector, and our dedicated energy transition practice advises on significant team advised Loan Market Group on for bp as an unsuccessful outcome may facilities and continuing involvement for all all aspects of the transaction, including have negatively impacted the prospect of practices engaged on the project. renewables projects in Queensland and across the country. We understand the full life cycle of energy and due diligence, drafting and negotiation of completing its agreement to buy A$1.8bn resources projects, from exploration to rehabilitation, and all operational, commercial, safety and dispute transaction documents, as well as advising worth of assets from Woolworths. Qantas Airways in contamination matters that may arise. We have market leading environment and planning law and employment law on the financing arrangements. Loan dispute at Brisbane Airport Market Group’s acquisition will enable it Queensland government funds practices, and our real estate practice has advised on many of Brisbane’s innovative landmark projects, We represented Qantas on an to continue to invest in technology and partnership with Boeing for including Howard Smith Wharves, Sky Tower and Brisbane Quarter. Our financial restructuring and investigation into the uncontrolled provide business support to connect insolvency team acts for all national lenders and local borrowers and businesses on funding transactions military aircraft production release of 33,000 liters of fire-fighting consumers with brokers and financial We assisted the Queensland Government foam known as AFFF at the Qantas and restructures. solutions that meet their needs. with one of its largest funding agreements, Hangar at Brisbane Airport. AFFF is a Shell continues investment in to date, enabling the development of potentially hazardous substance that can People Contact aerospace and advanced manufacturing Australian market cause harm to the environment. As a with an historic opportunity to be the result of the incident, Qantas undertook Martin Osborne We continue to advise Shell on a range of final production home for unmanned substantial remediation work and incurred 52 12 +61 7 3414 2230 strategically important matters, such as its defense aircraft. This is the first military a significant loss totalling approximately Lawyers in Brisbane Partners in Brisbane [email protected] purchase of 49 percent of ESCO Pacific. aircraft to be designed, engineered and A$60m. We assisted Qantas in negotiating We assisted with all Australian aspects of manufactured in Australia in more than and agreeing an enforceable undertaking Services the acquisition, including sale negotiations 50 years. The agreement provides a new with the Queensland Department and documentation, securing Foreign Approvals – land and environment Dispute resolution and litigation Native title and cultural heritage partnership with Boeing Australia (up to of Environment and Science, which Investment Review Board approval 10 years) to provide high-skilled jobs, local Banking and finance Employment and labor Environmental law Planning law effectively brought the Department’s and due diligence over all corporate, supply opportunities and defense industry environmental investigation to an end. Bankruptcy, financial restructuring Government relations and public policy Projects Real estate environment and planning, land, grid and stimulus as Queensland continues to We are currently representing Qantas in and insolvency Health and safety law Regulation, enforcement and material contracts. Separately, we are recover and grow from the COVID-19 litigation with its facilities, fire services Class actions Infrastructure investigations the exclusive service provider of native downturn. This key investment was and security contractors about failures Construction and engineering Corporate, International arbitration Risk advisory title and cultural heritage advice for Shell announced by the government in the run in relation to the incident, requiring us to M&A Litigation and disputes Transport and logistics Australia in relation to its Queensland up to the 2020 election. deal with complex factual, expert, QGC gas project. We continue to assist strategic and legal issues. with the development of complex Howard Smith Wharves is a Selected clients strategic policies, provision of advice and landmark in Brisbane’s urban Airtrunk Commonwealth Bank of Australia Queensland State Departments of: undertaking negotiations with Aboriginal renewal ambitions AMP Goodman - Natural Resources Mining and Energy groups on existing agreements, impacts We advised on Howard Smith Wharves Insurance Australia Group Loan Market - State Development on Aboriginal cultural heritage and Anglo American (HSW), a landmark entertainment Group - Transport and Main Roads benefits delivery structures for future ANZ Banking Group and lifestyle destination reinvigorating Queensland Tourism Industry Council agreements. We are also currently Arrow Energy Metcash Brisbane central business district’s Rio Tinto advising Shell on numerous other matters, Asian Renewable Energy Hub New Hope Mining eastern precinct, the most significant including disputes, strategic M&A, and Qantas Shell Australia urban renewal project in Brisbane for Bechtel Group divestment projects. Chevron QBE over a decade. Today, it stands as a 132 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 133

Canberra | Australia

Our national government team has long-established relationships Client work in Canberra with Commonwealth and state government agencies as well as with AFP defends against significant Large life insurer in Royal Care for the elderly providers commercial organizations. adverse action claim based on Commission misconduct inquiry respond to Royal Commission sexual preference We acted for one of the largest life We are acting for a large number of We are experienced in sensitive and high-profile matters, including major investigations for government and We represented the Australian Federal insurers in Australia on the high-profile providers of care for the elderly, assisting public sector clients, and we advise private sector clients across a wide range of industries, including financial Police (AFP) in a general protections claim Royal Commission into Misconduct in the with responses to the Royal Commission institutions, infrastructure, and technology and innovation. We are particularly strong in litigation and disputes, made under the Fair Work Act 2009 in Banking, Superannuation and Financial into Aged Care Quality and Safety. The Services Industry. We assisted throughout Commission required every residential and have an in-depth understanding of the legal, commercial and policy sensitivities for organizations the Federal Court of Australia, which was subject to a two-week trial. The applicant the Commission, from initial submissions care provider in Australia to submit details operating in Canberra. Our Canberra lawyers work closely with our teams in Brisbane, Melbourne, Perth and is a current member of the AFP and of misconduct through to details of of every instance of sub-standard care, Sydney, who work with Commonwealth government entities and operate regularly out of the Canberra office. claims that certain adverse employment identified root causes and remedial and mistreatment, and complaints, along decisions were made about her on the preventative steps taken. We assisted with information about improving the basis of her same sex relationship or with identifying, collecting, reviewing and provision of care for the elderly. Our People Contact alleged exercise of workplace rights. Our summarizing ten years’ worth of data and insurance team and lawyers assisted documents. The submission required with substantial document collection and Holly McAdam primary role was to develop the litigation extensive analysis and legal interpretation, review within a short timeframe, as well +61 2 6110 3014 strategy for the matter from the outset 12 3 and consult with AFP to achieve the most as well as stakeholder management, as conducting interviews and obtaining Lawyers in Canberra Partners in Canberra [email protected] successful outcome to the litigation. We throughout the process. We advised statements from relevant personnel Michael Greene also prepared complex and extensive on the complex strategic and legal employed, and preparing a detailed +61 2 9330 8808 witness evidence, appeared in mediations, issues raised by the Royal Commission submission for every facility operated by [email protected] instructed at various hearings and, at the in the lead-up to the insurance round our various clients. Our ongoing work has substantive trial, advised on evidential of hearings, including assisting with included preparing clients for anticipated Services issues, as well as negotiating with the preparing and filing six witness statements notices to produce records and the likely covering a range of topics from product requirement of senior management to Antitrust and competition Government relations and public policy Real estate applicant’s legal representatives on procedural matters and settlement. design and distribution through to claims give evidence at hearings. Construction and engineering Health and safety law Regulation and investigations The matter involved complex legal issues, management. Corporate, M&A and securities Infrastructure, mining and commodities Risk advisory including disputes between the parties Energy Insurance Technology and innovation about discovery and the application of Financial institutions Intellectual property public interest immunity. Food and agribusiness Litigation and disputes

Selected clients Airservices Australia Department of Communications and Department of Industry, Innovation Australian Competition and Consumer the Arts and Science Commission Department of Defense Department of Parliamentary Services Australian Federal Police Department of Education and Training Department of the Prime Minister Australian Taxation Office Department of the Environment and and Cabinet Comcover Energy 134 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 135

Melbourne | Australia

Our Melbourne office provides legal and risk advisory services across a range Client work in Melbourne of industries, with a strong focus on financial institutions and the technology Grassroots Renewable Energy decision in February 2020 in which we artwork, the tender process (including and innovation sectors. Platform in financial close of 244 advised ASIC on successfully obtaining handling non-disclosure agreements for MW Bango wind farm findings of liability for (among other a large number of bidders to access the things) misleading and deceptive and data room), shortlist selection in multiple We support Australia’s leading banks and insurers in managing change resulting from regulatory reform, We advised sponsors on all aspects of systemic unconscionable conduct while bid rounds, and negotiating the sale while limiting business risk and ensuring return on investment. Our leading construction and engineering the development, construction and debt providing OTC derivative products to retail documentation. As an iconic building team has a strong track record in large and complex projects, with experience across procurement strategy, financing for the 244 MW Bango wind investors in Australia. The Court found that in a prime location, the asset attracted project structuring, negotiation and preparation of contracts. Our corporate M&A, real estate, life sciences and farm in the southern tablelands the companies engaged in thousands of great interest. The tender process was of regional NSW. This is one of several franchising teams are also market leading. Our Melbourne litigators are renowned for successfully concluding contraventions of the Corporations Act run over multiple rounds and required renewables projects undertaken by the and the ASIC Act, resulting in Australian negotiation of sale documents with each very large litigation matters, including cross-border commercial claims, class actions and infrastructure Grassroots Renewable Energy Platform, investors losing more than A$30m. shortlisted bidder. construction disputes. owned by Australian renewable energy developer CWP Renewables Banks refinance Bendigo Hospital Ferrier Hodgson completes merger and global private markets investment and Sunshine Coast University with Big 4 firm KPMG People Contact manager Partners Group. Our Sydney Hospital PPP projects Our Australian offices acted for Ferrier and Melbourne-based corporate, project Peter Cash Our Melbourne team assisted a group Hodgson, an Australian restructuring, finance, construction and engineering, +61 3 8686 6672 of banks with refinancing existing debt forensics and forensics IT company, on 96 30 environment and planning, regulatory and Lawyers in Melbourne Partners in Melbourne [email protected] facilities on both the Bendigo Hospital its merger with KPMG. Under the terms real estate lawyers advised on project (Victoria) and the Sunshine Coast of the deal, KPMG acquired Ferrier all project documents, including University Hospital project (Queensland). Hodgson’s business in Sydney, Melbourne, Services engineering, procurement and The two deals involved refinancing Brisbane and Perth. Under a separate Antitrust and competition Government Projects construction contracts and FSA contracts more than A$600m in debt and involved transaction, KPMG acquired the Ferrier Banking and finance Health and safety Public-private partnerships (PPP) with GE, connection agreements with managing two different bank groups Hodgson business located in Adelaide. TransGrid, as well as a PPA with Snowy Bankruptcy, financial restructuring and Information governance, privacy and Real estate and facility agents, each with a different Our corporate M&A, real estate, IP and Hydro. In addition, we also advised on insolvency cybersecurity Regulation and investigations combination of incoming, outgoing financial restructuring and insolvency various environmental, planning and Business and human rights Infrastructure and continuing financiers, along with teams advised on all legal elements Risk advisory consents matters, land arrangements and terminating existing swap arrangements. of the agreement, as well as assisting Class actions Insurance Securities litigation, regulation and the provision of equity and debt financing. Construction and engineering Intellectual property enforcement We also worked closely with the financial Ferrier Hodgson with managing its many stakeholders. The merger was completed Corporate, M&A and securities International arbitration Shipping Australian Securities and advisor for each project, as well as the outgoing, incoming and continuing 16 days ahead of schedule. Employment and labor Life sciences and pharmaceuticals Tax Investments Commission issues largest penalty, to date, in single lenders, to achieve financial close for Environmental law Litigation and disputes Transport each deal. Franchising Product liability White-collar crime enforcement action We advised the Australian Securities and Reserve Bank of Australia in Selected clients Investments Commission (ASIC) on the A$160m sale of Victoria head largest penalty that it has issued, to date, ANZ Banking Group Downer MLC office in a single enforcement action. We acted for the Reserve Bank of bp EDI National Australia Bank On October 16, 2020, the Federal Court Australia on the A$160m sale of its Australian Competition and Consumer Ferrier Hodgson QBE of Australia ordered that AGM Markets Victorian head office at 60 Collins Street, Commission GlaxoSmithKline Vestas Pty Ltd, OT Markets Pty Ltd and Ozifin Melbourne. Our real estate team in Australian Securities and Investments Tech Pty Ltd pay a penalty amounting to GM Holden Wind Systems A/S Melbourne advised on the preparation Commission A$75m in total for contraventions of the Grocon Pty Ltd Victorian government of the asset for sale, including advice on Corporations Act and the ASIC Act. Brookfield Insurance Australia Group Ltd Westpac heritage requirements for the building’s The penalty follows a Federal Court Canadian Solar JCDecaux Sidney Nolan Eureka Stockade mural Commonwealth Bank of Australia Lendlease 136 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 137

Perth | Australia

Our Perth office acts for many prominent energy and infrastructure, mining Client work in Perth and commodities clients on major resources and infrastructure projects. NW Interconnected develops Governance of Sunrise gas field Power purchase dispute over world’s largest hybrid renewables/ transitions to new regulatory TransAlta’s South Headland Our lawyers understand local and global market issues and advise national and international oil and gas hydrogen project framework Power Station companies, governments, lenders and other financial institutions. We have worked on some of Australia’s Our Perth team advised NW Our team is acting for Woodside Energy Our Perth team is acting for global power largest transactions, projects and disputes across the resources, infrastructure (including transport, social and Interconnected Power (a consortium (the operator of the gas field) with its company TransAlta Corporation on an water) and agribusiness sectors. We also have extensive experience in real estate, employment and labor, and between Macquarie, Vestas, CWP, negotiations with joint venture partners A$500m highly contentious dispute in restructuring and insolvency. As Perth is the gateway to Asia for many of our clients, we work frequently Intercontinental Energy and others) on and the governments of Australia and involving The South Hedland Power with our Asia Pacific-based teams. the Asian Renewable Energy Hub, an Timor-Leste to transition governance of Station, the region’s most efficient. The energy project developed by a consortium the Sunrise project from the previous dispute concerns the termination by The of global energy leaders, to provide legal regime to a new regulatory framework Pilbara Infrastructure Pty Ltd (TPI), a People Contact support for the development of what will established under the Maritime Boundary subsidiary of Fortescue Metals Group, be the world’s largest hybrid renewables/ Treaty Process. This includes the of an agreement to purchase electricity Alen Pazin hydrogen project. Located in Pilbara, negotiation of a new production sharing from the South Hedland Power Station for 44 11 +61 8 6212 3276 Western Australia, the project aims to contract with those states and inputs a 25-year term to supply Fortescue’s port Lawyers in Perth Partners in Perth [email protected] export renewable energy via a subsea into the Production Mining Code (which operations in the Pilbara region of Western power cable to Indonesia and Singapore. legislates the states’ obligations in respect Australia. The power station is one of Services of the field), negotiations which are TransAlta’s largest assets in Australia, Project financing for first large- Antitrust and competition Health and safety law Real estate complicated by the fact that Woodside equipped with three GE LM6000 gas scale gold project in Cambodia Energy’s joint venture partner Timor Gap turbines. The technically complex issues Banking and finance Information governance, privacy and Regulation and investigations Our Perth team advised Emerald is Timor-Leste’s national oil company. involved and the contentious Bankruptcy, financial restructuring and cybersecurity Risk advisory Resources NL, a Perth-based gold nature of the matter demonstrate our insolvency Infrastructure Securities litigation, regulation and Eni SpA enters the Australian explorer and developer, on the private team’s in-depth knowledge in the Commodities Insurance enforcement equity-funded US$60m Okvau Gold solar energy market Supreme Court of Western Australia and Construction and engineering Intellectual property Shipping project debt facility provided by Sprott Our Perth team advised Eni SpA, one of in the West Australian disputes landscape, Corporate, M&A and securities International arbitration Tax Private Resource Lending. Closing this the world’s largest oil and gas companies, and its experience in litigating highly Employment and labor Litigation and disputes Transport financing is a significant milestone for on its entry into the Australian solar technical issues. Energy Mining Water Emerald Resources and the development energy market and its subsequent Environmental law Oil and gas of its 100 percent owned Okvau Gold acquisition of three major solar parks in project, a major focus for the company the Northern Territory, Katherine Solar Financial institutions Projects since 2016. The project is located Park, Manton Dam and Batchelor. approximately 275km north-east of Selected clients Cambodia’s capital city of Phnom Penh Ascend Global and Golden ANZ Banking Group Danakali Société Générale and covers a combined area of 1,456 Energy make unsolicited offer for Austal Eni Australia South32 square kilometres. Stanmore Coal Australian Competition and Consumer HBF Health Sumitomo Corporation Our Perth team advised Ascend Global Commission KordaMentha TransAlta Corporation and Golden Energy and Resources (via its Bechtel Group Liberty Financial Viburnum Funds subsidiary) on an unsolicited on-market takeover bid for ASX-listed Stanmore Coal BNP Paribas Macquarie Group Westpac Ltd. This transaction is significant to our bp Pala Investments Wirsol Energy client in reinforcing its strategic position in Brookfield Perth Airport Woodside Energy the Australian market, marking its second Chevron POSCO attempt to gain control over the target Commonwealth Bank of Australia Shell Australia group in two years. 138 Norton Rose Fulbright – Law around the world Global coverage – Australia October 2021 139

Client work in Sydney Sydney | Australia Arnold Bloch Leibler in world first piece of infrastructure that will combine struck out following a successful motion shareholder class action research, education and clinical care. to dismiss. Upon completion, it will also become Our Sydney office is our largest in Australia by number of partners and lawyers. We are acting as defense counsel for Australia’s first proton therapy unit, Dexus Property Group establishes Arnold Bloch Leibler, a prestigious housing the Australian Bragg Centre for €5bn EMTN program As a top advisor in the technology space, we have completed a number of Australian law firm, in a world first Proton Therapy & Research. Our Sydney, London and Singapore prominent M&A and investment deals, including IPO advice. shareholder class action relating to debt capital markets teams acted as whether a solicitor owes a duty of care to ICSID awards enforced against the issuer's counsel on the establishment by the shareholders of a listed corporation in We have been responsible for some of the highest profile M&A and insolvency and restructuring matters in Kingdom of Spain Dexus, an Australian-listed real estate a fundraising (in addition to the duty owed Australia in the last year, and support clients involved in upstream and downstream projects across financing, Our Sydney team is acting in the Federal development company based in Sydney, to the firm’s client), where the firm’s advice Court of Australia on enforcement of a €5bn euro medium-term note M&A, regulatory issues and significant disputes. The majority of our real estate work is with a mix of blue-chip is allegedly relied upon by the corporation proceedings arising from two International program listed on the Singapore Stock corporates, institutional investors and developers, acting for different sides of the property equation. We also have when drafting disclosures to shareholders. Centre for Settlement of Investment Exchange. We advised Dexus on all legal a notably strong intellectual property team. It is a novel claim globally which, if Disputes (ICSID) awards in favor of our aspects of this, including documentation, successful, will expose law firms acting clients against the Kingdom of Spain. The disclosure, regulatory matters and closing on IPOs, fundraisings and due diligence awards arise under the Energy Charter mechanics. Our Frankfurt, Paris and Milan People Contacts exercises to a substantially broader set Treaty (ECT) resulting from changes to teams also supported the initiative with of claims. It will also complicate the role Michael McKee Spain’s renewable energy investment associated regulatory advice. of lawyers in these scenarios, where they +61 2 9330 8696 framework. The ICSID tribunals found 211 69 may have competing duties of care. Lawyers in Sydney Partners in Sydney [email protected] that Spain had breached its obligation Myanmar develops new Spotless Group divests market under the ECT to accord fair and equitable insolvency law Services commercial laundry business treatment to our clients’ investments, and After three years of ground-breaking ordered Spain to pay €128m and €101m, project counsel in Myanmar, a new Antitrust and competition Government relations and public policy Public-private partnerships (PPP) We are advising Spotless Group on all respectively, in compensation. restructuring and insolvency framework Asset and wealth management Health and safety law Real estate legal aspects of the competitive sales The matters raise complex issues of has been established by the enactment of Banking and finance Information governance, privacy and Regulation and investigations process for the proposed sale of its sovereign immunity, EU law and the the Insolvency Law 2020. Our Australian cybersecurity Australian and New Zealand commercial Bankruptcy, financial restructuring Risk advisory operation of the ICSID Convention. team worked closely with the Union laundry business. Our role included not and insolvency Infrastructure Securities litigation, regulation and Supreme Court of Myanmar on the only advising on the sale of the Australian QRxPharma in complex, multi- Class actions Insurance enforcement project to draft this Law, an essential and New Zealand laundry businesses, Construction and engineering Intellectual property Shipping party securities class action pillar to the reinforcement of the rule but also a large vendor due diligence We are acting as defense counsel in a of law in Myanmar, and part of the Corporate, M&A and securities International arbitration Tax exercise and an internal reorganization complex, multi-party securities class modernization of the country’s economic Employment and labor Litigation and disputes Transport of the Spotless Group to transfer all of the action in the Federal Court of Australia. laws fundamental to promoting success Environmental law Product liability White-collar crime assets into subsidiary entities, which will The proceeding was commenced in 2015 and prosperity in the conduct of trade FinTech Projects be sold off to the successful purchaser. on behalf of shareholders in QRxPharma. and commerce. The project was funded We continue to advise Spotless Group on Our Sydney-based team is acting on by the Asian Development Bank as part a wide range of legal matters concerning Selected clients behalf of two Australian-based directors of its technical assistance to Myanmar, this transaction encompassing several and one US-based director on all aspects aimed at strengthening the legal and 7-Eleven GlaxoSmithKline Qantas practice teams across the firm, including of this class action defense, including the institutional framework of Myanmar for Acciona GPT RE QBE corporate/M&A, competition, real estate, full range of procedural issues, commerce and private sector investment. AMP Insurance Australia Group Ltd Qube Holdings employment, environment and working with lay and expert witnesses The engagement represented the first intellectual property. ANZ Banking Group Johnson & Johnson Society Multiplex and global experts on an event study example of Myanmar’s Supreme Court Asian Development Bank JXTG Nippon Oil & Energy Spotless Group A$290m financing agreed for analysis, and unique US Food and Drug working collaboratively with international Brookfield KordaMentha Sumitomo second Health and Medical Authority’s issues. This matter marries consultants in a large project of this type. Caltex L Catterton Thorn Group Research Institute complex issues surrounding Australia’s Chubb Lendlease University of Wollongong continuous disclosure obligations under Our Sydney team advised the debt the Corporations Act with the US Food Commonwealth Bank of Australia Macquarie Group Vodafone Group financiers on the development of the and Drug Authority’s new drug application CWP Renewables Medical Indemnity Protection Westpac second South Australian Health and process. In addition, our US offices Department of Defense Mitsui WPP Medical Research Institute building in supported in the defense of a dual class Dexus Property Group National Australia Bank Adelaide. This is a unique A$500m+ action commenced in the US, which was ExxonMobil NSW government Global coverage – Middle East October 2021 141

Middle East overview Client work in the Middle East

Financing secured for world's AXA Liabilities Managers buys Government of Dubai creates first biggest solar project in Abu Dhabi control of Emirates Re standard Islamic finance code Our lawyers in London, Dubai and We assisted AXA Liabilities Managers Our Dubai lawyers and our Transform Singapore acted on the financing and with its acquisition of a majority stake in innovation team, along with We have been present in the Middle East since 1979 and our offices in development of the world’s biggest solar Emirates Re, an Islamic reinsurer which representatives of the central banks of the farm, acting for a consortium of EDF handles Retakaful business. This was AXA Muslim world, regulators and banks and Dubai and Riyadh act as hubs for the entire Middle East region and into Renouvelables SA and Jinko Power (HK) Liabilities Manager’s first acquisition of a borrowers, are acting for the government Africa and Asia. Company Ltd. The Abu Dhabi-based 2GW UAE-based company. of Dubai to create the first code for Al-Dhafra Solar Photovoltaic Independent Islamic finance law to be standardized Power Producer facility is a landmark HSBC and Mizuho Bank in in a legislative framework. The 12-month We provide a full-service practice to regional and international businesses across industries on major renewables project by size and complexity US$1bn AAOFI-compliant deal project forms part of the Emirate's aim transactions, projects, ongoing commercial operations, disputes and regulatory matters. Our long-established and is expected to begin commercial for National Commercial Bank in to become the global capital of the working relationships with Middle East-based businesses and governments mean we are instructed on many operation in 2022. Saudi Arabia Islamic economy and involves resolving differences of interpretation of Shariah of the region’s largest, most complex and award-winning transactions. Our Dubai team advised HSBC and Indonesia issues first US$1.25bn law which can occur from one jurisdiction Mizuho Bank on a US$1bn AAOIFI- As well as the United Arab Emirates and Saudi Arabia, our experience and knowledge extends to other sovereign green Sukuk to another. In the final phase of the compliant transaction for the National project, the draft code will go to a global territories in the region, including Bahrain, Egypt, Turkey, Qatar, Oman, Kuwait, Iraq, Jordan, Lebanon, Our teams in the Middle East and Asia Commercial Bank in Saudi Arabia. This consultative process. Afghanistan, Turkmenistan and Uzbekistan, and into Africa and India. supported Abu Dhabi Islamic Bank PJSC, was the first cross-border transaction of Citigroup, CIMB, Dubai Islamic Bank PJSC its kind to conform to new regulations AXA builds Bahrain Bay HQ Clients benefit from our in-depth knowledge of the local legal and business environment in the region and our and HSBC as joint lead managers and set by the UAE Central Bank. As part development Arabic capability enhances our ability to support our clients’ legal and business needs in the region. joint bookrunners on the world’s of changes to commodity murabaha first sovereign green Sukuk issuance. financing structures, certain Islamic We are advising AXA on the design The Sukuk was issued by the Republic Banks and Islamic Windows needed to and construction of a new regional Contact Offices Market recognition of Indonesia and listed on the Singapore comply with Shariah standards set by headquarters to be situated at the Bahrain United Arab Emirates (Dubai) Stock Exchange and Nasdaq Dubai. Bay development in Manama, Bahrain. Mohammed Paracha Tier 1 Islamic finance body the Accounting and Saudi Arabia (Riyadh)* +971 4 369 6311 Corporate investigations Bahrain’s national oil and gas Auditing Organisation for Islamic Financial Kingdom of Bahrain develops [email protected] * Mohammed Al-Ghamdi Law Firm in association Chambers Global – UAE 2021 Institutions (AAOIFI). The transaction was with Norton Rose Fulbright US LLP company secures financing set up as a dual tranche facility to enable LNG terminal Dispute resolution: compliance and We acted for Citibank as agent and for a wide range of banks to participate: We are assisting the National Oil and investigations Citibank and JP Morgan as arrangers, banks that are required to adopt the Gas Authority (NOGA) and Noga Holding The Legal 500 EMEA – UAE 2020 bookrunners and original lenders on AAOIFI structure, as well as those banks (the holding company of the government Services Litigation team of the year a US$80m corporate financing for the that use the existing murabaha structure. of Bahrain’s oil and gas companies) with Banking and finance Islamic finance Middle East Legal Awards 2020 investment arm of Bahrain’s National the development of an LNG terminal Construction and engineering International arbitration Banking and finance law firm of Oil and Gas Holding Company BSC Luxury hotel brand in in Bahrain, including advice on the Corporate, M&A and securities Litigation and disputes the year (Noga Holding). The company controls multijurisdictional dispute procurement, construction, shipping Employment and labor Projects Islamic Finance News 2021 Bahrain’s key oil and gas subsidiaries and We are acting for a luxury hotel brand in and financing aspects of the transaction. is investing in energy projects across the This is the first LNG project in the Middle Environmental, social and governance Public-private partnerships (PPP) Hybrid deal of the year a multi-million dollar multijurisdictional downstream, midstream and upstream East to be structured as a public-private Infrastructure Regulation and investigations (US$420m Shuaa project finance loan) dispute following its unlawful exclusion sectors, including developments in a as manager of a five-star hotel located on partnership. Intellectual property Risk advisory Syndicated deal of the year newly discovered oil and gas resource. the Palm Jumeriah, Dubai, UAE. We were (US$1.2bn National Commercial Bank Central Bank of Bahrain US$1bn successful in obtaining an injunction from syndication) Kuwait procures US$1.8bn Selected clients the Dubai International Financial Centre bond and US$1bn Sukuk Islamic Finance News 2020 wastewater treatment plant AIG Johnson & Johnson (DIFC) Court that permitted our client’s Our Dubai and London teams advised AXA Macquarie We advised Kuwait Authority on re-entry into the hotel. We are advising the Kingdom of Bahrain on its US$1bn partnership projects on the US$1.8bn on three separate but related DIFC-LCIA eurobond and US$1bn Sukuk issuances. BATELCO Mashreq procurement of a wastewater treatment London Court of International Arbitration The 12-year eurobonds and the eight- BNP Paribas Mitsui Mubadala plant and sewage pipe transmission (LCIA) cases seated in the DIFC. We are year Sukuk were offered under Rule 144A Citi Nestlé system under a design, build, finance, also working closely with local lawyers and Regulation S of the US Securities Deutsche Bank PwC operate and maintain contract to be on related onshore proceedings and Act of 1933 to investors in the US and Emirates Saudi Arabian Airlines constructed in Umm Al Hayman, Kuwait. coordinating ancillary proceedings in internationally. Both were admitted to the Etisalat Standard Chartered the US. Official List of the Irish Stock Exchange and to trading on its regulated market. HSBC Total International Finance Corporation 142 Norton Rose Fulbright – Law around the world Global coverage – Middle East October 2021 143

United Arab Emirates | Dubai

We have been helping our clients to do business in the United Arab Emirates Client work in United Arab Emirates for many years. Emirates NBD Bank PJSC issues Mohammed Bin Rashid Al HSBC UAE headquarters is a build- US$1bn in perpetual AT1 capital Maktoum Solar Park enters to-suit development We offer a full-service practice and have particularly strong experience in energy, infrastructure, financial securities, UAE’s first phase three We are continuing to advise HSBC on institutions, transport, technology, real estate and hospitality. We act for government entities, corporates and We advised on the first conventional We advised on the procurement by Dubai its corporate occupation matters in the financial institutions on their domestic and outbound business. Our team understands and can advise on key Basel III-compliant additional Tier 1 Electricity and Water Authority of phase region, including recent instructions in the local law issues and regulations. We are committed to educating future generations. We are actively involved (AT1) transaction in the UAE – Emirates three of the Mohammed Bin Rashid Solar UAE. This has included ongoing advice in diversity and inclusion activities and actively support a program of Emiratization. NBD Bank PJSC’s issuance of US$1bn Park, an 800 MW project commissioned on a build-to-suit development of HSBC’s perpetual AT1 capital securities. The in three phases between 2018 and 2020. new headquarters in Emaar Square. We securities represent deeply subordinated This project is strategic for UAE and were involved in the negotiation and People Contact obligations of the bank and have loss Dubai, specifically, and attracted a large closing of this transaction in 2015 (with absorbency features which will allow them number of international bidders. It will be an acquisition price in excess of AED Mohammed Paracha to represent additional Tier 1 capital for instrumental in Dubai achieving its target 800m) and are now continuing to advise 28 11 +971 4 369 6311 the bank. of sourcing 7 percent of the emirate’s on inspection, snagging, handover and Lawyers in United Arab Emirates Partners in United Arab Emirates [email protected] energy from solar power by 2020. additional works issues. High-profile regulatory Services investigation in the Middle East AIG in first Shariah-compliant Nakheel to create AED1.2bn food hall in Palm Jumeirah Banking and finance Infrastructure Projects We are advising and representing a former M&A (W&I) policy in MENA Construction and engineering Intellectual property Public-private partnerships (PPP) senior director of what was once one of We advised AIG on the first Shariah- We are advising Nakheel on the precedent documentation for supplier agreements Corporate, M&A and securities Islamic finance Regulation and investigations the Middle East’s most preeminent and compliant M&A insurance policy to be prestigious private equity firms in ongoing placed in the Middle East and North in its new concept food hall in Nakheel Employment and labor International arbitration Risk advisory regulatory investigations in numerous Africa (MENA) region. AIG offers a range Mall – a new AED1.2bn centerpiece Environmental, social and governance Litigation and disputes jurisdictions. of market-leading Islamic insurance shopping mall of Palm Jumeirah. The solutions for M&A transactions through mall is expected to be one of Dubai’s Selected clients Eagle Hills Diyar builds a district its partnership with Shariah-compliant premium lifestyle shopping, dining and AIG Emirates NBD Mubadala cooling plant managing general agent Cobalt entertainment destinations. Underwriting. AIG’s warranty and Al Fakher Tobacco Etisalat Standard Chartered Bank We are advising Eagle Hills Diyar on the District cooling project construction and operation of a district indemnity (W&I) insurance product helps Du First Abu Dhabi Bank Total for EXPO 2020 cooling plant under a services agreement protect buyers and sellers from financial Dubai Electricity and Water HSBC with Emaar District Cooling LLC. Eagle losses in case of misrepresentations We acted for First Abu Dhabi Bank, the Dubai Islamic Bank Majid Al Futtaim Holding LLC Hills Diyar is a joint venture between or inaccuracies in representations of lenders to Emicool, a cooling service Emirates Mashreq UAE-based developer Eagle Hills and warranties. provider and a wholly-owned subsidiary Bahraini developer Diyar Al Muharraq, of Dubai Investments, on a ‘build-operate- which is currently building Marassi Al transfer’ contract for a district cooling Bahrain, a mixed-use development in project implemented for the EXPO Village, Bahrain comprising luxurious beachfront part of the world expo development residential, hospitality, retail and scheduled for October 2020 and which entertainment facilities. was to be hosted in Dubai. The project comprised a mixed-use development and a metro station. The offtaker/procurer was the Dubai World Trade Centre. 144 Norton Rose Fulbright – Law around the world Global coverage – Middle East October 2021 145

Saudi Arabia | Riyadh

We have been advising clients in Saudi Arabia for many years, acting for a mix Client work in Saudi Arabia of international and Saudi-based organizations. Al Rajhi Bank in SAR1.bn Saudi Arabian Airlines US$1.8bn refinancing Murabaha financing privatizes jet business for Rabigh 1 IPP We advise regional and international businesses on major transactions, projects, ongoing commercial Our team acted for Al Rajhi Bank Our team advised Saudi Arabian Airlines Our Dubai and Saudi Arabian offices operations, disputes and regulatory matters, many of them award-winning. Our in-depth knowledge of the as financier in respect of a SAR1bn Corporation on the privatization of its advised the banks for the multi-tranche local legal, regulatory and business environments enables us to provide our clients with a comprehensive Murabaha financing to Derayah real estate private jet business, a transaction that Shariah-compliant US$1.8bn refinancing of service to meet their business requirements. investment trust (REIT) Fund, a Shariah- was carried out through its wholly- the Rabigh independent power producer compliant real estate investment trust owned subsidiary Saudi Private Aviation (IPP) power plant developed by an ACWA Our lawyers have substantial knowledge of the legal and regulatory environment and the culture and fund. Limited (SPA). This involved the sale of Power-led consortium in the Eastern traditions of the country. We are market leaders and innovators in Islamic finance, offering extensive 30 percent of the share capital of SPA to Province of the Kingdom of Saudi Arabia. experience in structuring transactions in a Shariah-compliant manner. We also regularly advise clients on US multinational joint venture PrivatAir Saudi Arabia Ltd, an international Standard Chartered Bank forming and operating companies, local and international arbitration, as well as general trade regulations with local partner aviation group based in Saudi Arabia and Switzerland, after the business was US$350m lending to Bahri throughout the Middle East. We advised a US-based, New York Stock Exchange-listed, multinational transferred to SPA. The deal is part of Our Riyadh, Dubai and New York offices manufacturer of highly engineered oilfield SPA’s goal to become the leading private acted for Standard Chartered Bank People Contact valves, on establishing a joint venture aviation operator (chartering, aircraft as agent for a syndicate of financiers manufacturing company in Saudi Arabia management and maintenance) in Saudi including National Bank of Abu Dhabi, Mohammed Al-Ghamdi Paul Lockyer with a local partner. We advised on all Arabia and to increase its international Bank Al Bilad and Arab National Bank on 7 +966 11 279 5401 +966 11 279 5404 aspects of structuring, negotiating and exposure. the Murabaha financing of five new build Lawyers in United Arab Emirates mohammed.al-ghamdi@ [email protected] documenting the joint venture, including very large crude carrier ships (VLCC) Dammam independent sewage nortonrosefulbright.com the preparation of a shareholders' (oil tankers) for The National Shipping treatment plant procured as PPP Zayd Alathari Robin Balmer agreement and various ancillary Company of Saudi Arabia (Bahri). agreements, as well as assisting with We are advising two lender groups, 2 Tel +966 11 279 5415 +971 4 369 6365 Judicial proceedings over Jeddah Partners in United Arab Emirates [email protected] [email protected] obtaining the Saudi Arabian regulatory and supporting two separate bidders approvals to incorporate the joint on the development, procurement train station venture company. and funding aspects of a consortium’s We are representing a Turkish bid for the Dammam independent construction company in the judicial Services Construction dispute over sewage treatment plant. The plant will proceedings and investigations arising out Aviation Corporate, M&A and securities Risk advisory encashment of bank letter of be developed on a build, own, operate, of our client’s work on the train station in Banking and finance Employment and labor Securities litigation, regulation and guarantees transfer (BOOT) basis under a 25-year Jeddah. We are advising on all aspects enforcement Bankruptcy, financial restructuring and Intellectual Property We are acting on behalf of a Turkish sewage treatment agreement of negotiations with the Saudi Railway insolvency Litigation and disputes Sourcing and technology construction services company on a with WEC (the Saudi water and electric Organization and Governor of Makkah Capital markets Patents Telecommunications contractual dispute against an engineering company) and Jeddah Airport for a facility and follow-up on various governmental with capacity to process up to 500,000 Construction and engineering Regulation and investigations Trademarks and brands and construction company relating to the agencies. M3/day. This is the first plant in Saudi Copyright law Renewables undue encashment of a bank letter of guarantees. Arabia to be procured in the Kingdom under a Public-private partnership (PPP) Selected clients Riyadh Metro contractual dispute model. Al Rajhi Bank Riyad Bank Saudi International Petrochemical We are advising a civil works joint Banque Saudi Fransi Samba Financial Group Company (Sipchem) venture (CWJV) on its dispute with an infrastructure consulting firm concerning a project of the Riyadh Metro network in the Kingdom of Saudi Arabia. Global coverage – Africa October 2021 147

Client work in Africa

Africa overview Total South Africa wins major Development Canada, Nedbank KfW and X-Elio Energy S.L in Spain. We conducted judgment against state owned SEK as lenders on the US$1bn financing due diligence on both project companies entity Transnet of Ivanhoe’s greenfield Platreef platinum prior to the acquisition and advised on mine in South Africa. The project company drafting, negotiating and settling the Total SA (Pty) Ltd, represented by a team is jointly owned by an Ivanhoe subsidiary equity purchase agreement, in which of lawyers in our South African corporate and a Japanese consortium, led by Itochu. Revego holds 60 percent of each of the and commercial litigation team, has On completion, the project is expected to project companies. The transaction We offer a leading commercial legal practice throughout Africa, one of secured a significant judgement against be the world’s largest producer of involved complex tax, project finance and Transnet (a major state-owned entity) over platinum-group metals, with an company law considerations including the the fastest growing economic regions in the world. We are active across a contract regulating tariffs set by Transnet anticipated production of more than 1.2 liability of resigning directors. We also key industry sectors, including power, oil and gas, renewable energy, to transport crude oil from the South million ounces of platinum-group metals provided tax and competition and African coastal ports to the inland Natref per year. The mine operator will use an company law advice. infrastructure, mining, transportation, food and agribusiness, technology crude oil refinery, owned by Total and underground mining technique commonly and healthcare. Sasol Oil. Transnet, the South African rail used in Australia and Canada. Once Tullow Oil sells US$180m of assets port and pipeline company, breached the operational, the mine is expected to be in West Africa contract by failing to set the tariff in capable of hoisting a total of six million A team of our lawyers in London and Paris Our Africa group is made up of more than 140 lawyers across our offices and alliances, as well as around 100 accordance with the prescribed formula in tonnes of ore per year, more than any advised long-standing client Tullow Oil plc lawyers advising from our international offices. Our lawyers have experience of working in more than 45 the contract. Total and Sasol Oil (which is mine in Africa now. on a US$180m sale of assets in West represented by other counsel) each claim common law– and civil law-based African jurisdictions, and advise on groundbreaking projects and transactions, Africa to Panoro Energy ASA. Tullow damages in excess of ZAR1bn (US$60m) Emerging Africa Infrastructure as well as assisting our clients with their ongoing commercial operations across Africa signed two separate sale and purchase after the South African High Court found and internationally. Fund raises finance to mobilise agreements with Panoro for the sale of its that Transnet breached the contract and capital investment assets in Equatorial Guinea and its that its attempt to cancel the contract is Our London lawyers advised a consortium Dussafu asset in Gabon for up to invalid. The court directed Transnet to set Contact Offices of lenders on debt funding to be used by US$105m, and US$70m, respectively. A the tariff in accordance with the Bujumbura** Johannesburg the Emerging Africa Infrastructure Fund further US$5m is to be paid after both Gregory Nott prescribed formula going forward. Leaving (EAIF) over the next five years in transactions have completed. The sale in +27 11 685 8573 Cape Town Kampala** aside any appeals, what remains to be infrastructure projects across Africa. The Equatorial Guinea constitutes a Class 1 [email protected] Casablanca Nairobi** determined is the quantification of Total's funds enable EAIF to mobilize private transaction for Tullow under the UK Durban (and Sasol Oil's) damages claim. The **Alliances sector capital for investment in African Listing Rules and will require the Harare** matter has been up to the Constitutional infrastructure. The consortium of lenders publication of an FCA-approved circular Court (the highest Court in South Africa) includes a mix of development finance and the approval of Tullow's shareholders. and the latest judgment is the culmination Services institutions and commercial lenders Panoro is listed on the Norwegian Børs of three and a half years of work by the (banks and non-bank financial institutions) and is financing the acquisitions through a Antitrust and competition Food and agribusiness Renewables team. Aviation Infrastructure Risk advisory and comprises KFW, FMO, Standard combination of debt and a US$70m equity fundraising. Completion of both Banking and finance Insurance Securities litigation, regulation and US$2.3bn sale of UD Trucks to Chartered Bank, Standard Bank, African Development Bank and Allianz. EAIF is transactions and receipt of funds is Construction and engineering Intellectual property enforcement Isuzu Motors part of the Private Infrastructure expected in the first half of 2021, subject to Structured finance and commodity finance Corporate, M&A and securities Litigation and disputes Our South African business law team is Development Group, a donor-backed satisfaction of certain transaction Crisis management Mining Tax advising Volvo Group on the sale of its organization that encourages private conditions, including Tullow and Panoro Employment and labor Projects Technology Japan-based UD Trucks business to Isuzu sector infrastructure investment in the shareholder approvals. Motors Ltd in a transaction estimated to Financial restructuring and insolvency Real estate Transport world’s lowest-income countries, blending be worth US$2.3bn. UD Trucks, formerly First solar and wind IPPs in FinTech Regulation and investigations public and private finance to reduce known as Nissan Diesel, makes medium investment risk, promote economic Tunisia and heavy duty trucks. It is expected to development and combat poverty. Half the We are advising the Tunisian Government Selected clients increase Volvo's net cash position by fundraising is set to be allocated to and GIZ on the first solar and wind IPPs in about US$212m. Volvo said this move will ABSA Bank Ltd Investec Bank Ltd The Financial Services Board renewable energy projects and cleaner Tunisia, in particular advising on “accelerate growth by leveraging volumes Anglo American McKinsey Transnet National Port Authority technologies. bankability risk allocation issues. We are and complimentary capabilities” between Exxaro Resources Standard Chartered also assisting with the tender relating to the companies. The acquisition is poised Revego Africa Energy Fund buys the award under the concessions regime to strengthen Isuzu’s heavy vehicle control of X-Elio Energy solar PV of five PV power plants for an aggregate Market recognition presence in Japan and other international projects capacity of 500 MW, and on the Mining law firm of the year markets. Our South Africa team acted for newly concession agreement, the power South Africa Platreef platinum mine in South created fund Revego Africa Energy Fund purchase agreement, the direct Best Lawyers 2020 Africa secures US$1bn financing Partnership (Revego) in a matter involving agreements and land agreement for these. the acquisition of shares in two solar Our South Africa, UK and Canada offices photovoltaic project companies from are advising Société Générale, Export 148 Norton Rose Fulbright – Law around the world Global coverage – Africa October 2021 149

Client work in Morocco

Banque Centrale Populaire Africa Public Portfolio HPS acquires African payments finances part of container terminal Management and Privatization provider ICPS outright Morocco | Casablanca at Tanger Med 2 port Program Our lawyers represented HPS, a leading Our Casablanca team advised Banque We are advising the Kingdom of Morocco provider of payment solutions and Central Populaire (BCP) group on a through the Ministry of Finance on services listed on the Casablanca Stock €133m financing for the construction of the improvement of its Public Portfolio Exchange, on the acquisition of all the We have been active in North Africa for more than 15 years, advising Container Terminal 3 at the Tanger Med Management and Privatization Program. shares of ICPS, a provider of payment corporates, financial institutions and state entities. In 2011, we opened our 2 port in Morocco, operated by Tanger The Kingdom has committed to a policy transaction processing services, held by Alliance. The long-term credit was granted that seeks to make domestic and foreign the Mauritius Commercial Bank Group office in Casablanca. in the form of project finance by BCP, investments a strategic support for (MCB), the leading Mauritian bank. acting as principal arranger at the head economic and social growth through the Created in 2008, ICPS is a subsidiary of Our presence, combined with the support of our lawyers across our offices worldwide, allows us to provide of a banking consortium consisting of the implementation of institutional, economic, the MCB Group (80 percent owner) in broad corporate and commercial advice to regional organizations and to foreign investors in North Africa and Attijariwafa bank group, co-arranger; Bank legislative and regulatory measures. partnership with HPS, which owns 20 per cent of the shares. It operates across 22 francophone sub-Saharan Africa. We are particularly strong in energy, infrastructure, telecommunications, of Africa; and CIH Bank. The new terminal, which includes eight quayside gantries Akwa and Chevron partnership countries in Africa and Asia, processing financial institutions and real estate, advising on local and international law. assigned to the loading and unloading of expands into Africa approximately 10 million transactions per containers, and twenty-two park gantries A cross-border team of our lawyers month via more than six million cards, intended for their storage, opened in more than 600 ATMs and more than People Contacts advised Akwa Group through its January 2021. The overall investment in subsidiary Afriquia Lubrifiants on the 11,000 points of sale. Container Terminal 3 is €175m. Alain Malek Anne Lapierre renegotiation of a joint venture agreement Bombardier participates in public +212 529 09 00 60 +212 529 09 00 60 with Chevron Global Energy for the 10 2 MASEN proceeds with solar hybrid procurement bids in Morocco Lawyers in Casablanca Partners in Casablanca [email protected] [email protected] marketing and distribution of Group II project base oil. Originally Afriquia Lubrifiants Our lawyers advised Canadian transport Services We are advising Masen on financing the held a 75 percent shareholding in the company Bombardier in the context of 800 MW Noor Midelt solar hybrid joint venture company. The renegotiation public procurement bids in Morocco for Antitrust and competition Islamic finance Risk advisory CSP (concentrated solar power) and PV led to a 50/50 partnership, Chevron the acquisition and supply of materials – Banking and finance Projects Securities litigation, regulation and (photovoltaic) technologies project. This is having granted Afriquia Lubrifiants a in particular rolling stock – to Moroccan Capital markets Real estate enforcement the first complex that specifies hybrid license to distribute base oils in more public companies. We have been advising Corporate, M&A and securities Regulation and investigations plants, including both CSP and PV energy, than 10 sub-Saharan African countries. Bombardier in Morocco since 2012 Insurance Renewables with a minimum of five hours’ storage. In Base oils are used to manufacture and have assisted the company with phase I, two hybrid plants – one of them automotive and industrial products, a almost all its deals in the Kingdom located on approximately 900 ha – will flourishing market in Africa. since then. Selected clients create gross CSP capacity of between AIG CDC Group LafargeHolcim 150 MW and 190 MW, and PV capacity Akwa Chevron Maersk that will be optimized by the bidder based Alliances Développement Immobilier Cooper Pharma Maghreb Steel on its design. The project is part of the Allianz ENGIE Mandarin Oriental Hotel Noor Solar Plan, which aims to produce Attijariwafa Bank GRIT Real Estate Moroccan Agency for Sustainable Energy a total capacity of 6,000 MW by 2030. Some 680 MW of this has already been Avril Group HPS ONCF successfully launched in Ouarzazate, Bombardier Intelcia PSA Peugeot Laayoune and Boujdour. Caisse de dépôt et de gestion Label Vie Tanger Alliance

Market recognition Tier 1 Real estate and construction Banking and finance Chambers Global – Morocco 2019-2021 Capital markets Corporate, commercial Banking, finance and capital markets M&A Commercial, corporate and M&A Projects Projects and public law Public law Tourism and real estate Tourism The Legal 500 EMEA – Morocco 2020 Real estate Chambers Global – Africa-wide 2017-2020 150 Norton Rose Fulbright – Law around the world Global coverage – Africa October 2021 151

Client work in South Africa South Africa | Cape Town, Durban and Johannesburg Karooooo makes cash offer to which was founded by entrepreneur and legal and factual disputes. Vedanta, on acquire Cartrack Holdings Ltd philanthropist Pierre Omidyar, best known an urgent basis, successfully applied as the founder of eBay. The founder of for and obtained an interim injunction As a commercial and financial hub, South Africa is a gateway to Africa’s Our Johannesburg lawyers acted for the The Omidyar Group is entrepreneur and against Zambian government minority emergent economic growth. We have offices in Cape Town, Durban and independent board of Cartrack Holdings philanthropist Pierre Omidyar who is best shareholder, Zambia Consolidated Copper Ltd on the cash offer made by Karooooo known as the founder of eBay. eAdvance Mines (ZCCM) in respect of the Konkola Johannesburg, providing counsel across the full spectrum of corporate law. Pte. Ltd in Singapore to acquire all the Proprietary is one of the shareholders copper mine in Zambia. Vedanta is the issued shares in Cartrack by way of a of SPARK Schools, a network of private majority shareholder in the mine, having We have particular strength in the financial institutions, energy and infrastructure, and mining and scheme of arrangement. Cartrack supplies schools offering affordable, globally acquired its stake in 2004. The injunction commodities industries. We have an in-depth understanding of the legal and regulatory landscape governing telematics data services to car fleet competitive education. directed ZCCM to withdraw a winding operators. The transaction is subject to business in the country, including an established Black Economic Empowerment practice. up petition before the Zambian courts in conditions. If approved, the Karooooo Deloitte Netherlands faces South order for the underlying dispute first to be shares will be listed on NASDAQ, with an African law issue from Steinhoff determined by international arbitration. inward listing on the Johannesburg Stock People Contact collapse The matter is of significance as it resulted Exchange. We are advising Deloitte Netherlands in the first judgment by the South African Marelise van der Westhuizen on an ongoing basis in relation to a court on interim measures, granted at +27 11 685 8863 Parakou Shipping Group in 142 61 South African law issue arising out of a stage before the Arbitral Tribunal had Lawyers in South Africa Directors in South Africa marelise.vanderwesthuizen@ charter hire claim the Steinhoff alleged accounting fraud been constituted. At stake for our client nortonrosefulbright.com We are representing members of Parakou and collapse. We advised our client on is a multi-billion dollar investment in the Shipping Group in response to a claim jurisdictional issues, choice of law, the Konkola copper mine. Damages will be for charter hire following the collapse of Services South African law of delict and contract, quantified in due course in the follow-on shipping markets in 2008. This resulted Antitrust and competition Environmental and social governance Power and utilities class actions which have been instituted arbitration. Arbitration proceedings have in the arrest of three of our client’s ships in the Netherlands and South Africa, and been brought by Vedanta against ZCCM Aviation FinTech Professional negligence in South Africa, the arrest of one of the further possible claims which may be and the arbitration tribunal has now been Banking and finance Information governance, privacy and Projects claimant’s clients in South Africa, two made against the Dutch firm after a civil constituted. Vedanta Resources Limited Bankruptcy, financial restructuring and cybersecurity Real estate London arbitration awards, liquidation action was launched against our client is also a party to the arbitration. This is insolvency Infrastructure proceedings in Singapore and a Mareva Regulation and investigations by the South African Public Investment a cross-border matter, including South injunction in Hong Kong. Broad-based Black Economic Insurance Risk advisory Corporation. The litigation and regulatory Africa, Zambia and the UK (the Vedanta Empowerment Intellectual property Securities litigation, regulation and inquiries and prosecutions are expected to entities are incorporated in the UK) and Capital markets International arbitration enforcement be ongoing for many years. the arbitration is being conducted in Imaginable Futures Fund LLC’s London, albeit Johannesburg seated. Corporate, M&A and securities Investigations Structured trade and commodity finance acquisition of shares in eAdvance Vedanta Resources makes Crisis communications Litigation and disputes Tax Proprietary Ltd Employment and labor Mining Technology first-of-a-kind court application Our South African team acted for Energy in South Africa Oil and gas Transport Imaginable Futures Fund LLC, a global A multi-national team of our lawyers philanthropic investment firm and venture advised Vedanta Resources Holdings Ltd Selected clients of The Omidyar Group, on the acquisition on obtaining an interim injunction against of shares in eAdvance Proprietary Ltd, ABSA Bank Ltd FirstRand Ltd Passenger Rail Agency of South Africa a foreign entity domiciled in South Africa, as well as the conversion of debt to Airports Company South Africa Ltd Glencore plc Rabie Property Group (Pty) Ltd in a first-of-its-kind court application equity. Imaginable Futures Fund LLC is in South Africa. The court proceedings Anglo American South Africa Ltd Investec Bank Standard Bank of South Africa Ltd part of a global philanthropic investment involved two urgent applications and Exxaro Resources Ltd Minerals Council South Africa firm and venture of The Omidyar Group, novel concepts of law and complex

Market recognition Tier 1 Infrastructure Dispute resolution Mining Projects and infrastructure Oil and gas The Legal 500 EMEA Power – South Africa 2020 Project finance IFLR 1000 – South Africa 2020 152 Norton Rose Fulbright – Law around the world Global coverage – Regional practices October 2021 153

India

While we cannot advise on Indian law due to the Bar Council of India’s Client work in India restrictions on foreign law firms, we have a strong record of advising clients Kia Motors India wins financing Asian Development Bank funds US$140m to finance solar with interests in India, as well as acting for Indian corporations and financial We are advising a syndicate of banks on Mytrah wind and solar power projects in India institutions on their global activities. a cross-border non-recourse financing project We advised a consortium of lenders on to Kia Motors India Private Ltd, a We are acting for Asian Development the INR 10.2bn (US$140m) financing to wholly-owned subsidiary of Kia Motors Bank on loans to five separate borrowers SB Energy Solar Private Ltd for a 250MW The number, size and complexity of India-related transactions on which we advise continues to rise, Corporation, to build a US$1.1bn to develop India’s Mytrah wind and solar solar PV project in Andhra Pradesh, particularly in dispute resolution, banking and finance, projects, energy, corporate, M&A and joint ventures. manufacturing facility in Andhra Pradesh, power project. The loans will provide India; and on the INR 8.5bn financing India. Production was due to start in for SB Energy Projectco Five Private Our in-depth knowledge of the Indian market and local business practices, and our experienced lawyers and partial funding for everything from the second half of 2019 for some 300,000 planning to procurement, construction, Ltd for a 200MW solar PV project in substantial connections enable us to provide clients with a quality of service commensurate with the highest units each year, for sale in India’s rapidly commissioning, operation and Karnataka, India. These are market leading international standards. We coordinate our India practice through a global group across Asia Pacific, Canada, growing car market and for export. This maintenance of certain wind and solar renewables transactions, an area of Europe and the Middle East, sharing know-how, market intelligence and resources for clients undertaking deal was awarded Asia-Pacific ECA power plants, including evacuation and growth in India. transactions in or involving India. finance deal of 2017 by TXF magazine. transmission facilities to the point of GuarantCo issues first green bond XL Catlin buys stake in Mahindra delivery for sale of power. We have one of the leading and best-resourced legal practices in the region, maintaining strong ties and We advised GuarantCo, the international working closely with top Indian law firms in order to offer effective representation to our clients. Insurance Consortium of lenders finance oil development finance institution, on a We advised XL Catlin on buying a 20 storage landmark INR 2.5bn (US$34m) dual percent stake in Mahindra Insurance We advised a consortium of lenders tranche unsecured wrapped and rated Contact Brokers Ltd as part of its strategy to build comprising DBS Bank Ltd, MUFG Bank, bond issuance by Sindicatum Renewable a presence in emerging markets. Energy Company Pte Ltd. This is the first Sherina Petit Ltd, First Abu Dhabi Bank PJSC and The stake will provide XL Catlin with Sumitomo Mitsui Banking Corporation green bond issued in Indian rupees by +44 20 7283 6000 an insight into the retail insurance a Singaporean corporate. The proceeds [email protected] on a US$262.5m term facility for a crude and distribution market in the rapidly oil terminal operator and storage and will be used to build and acquire solar developing Indian market. terminal services provider in India. The and wind power projects in India. The Services loan will be used by the borrower to bond issuance was recognized by India Acquisition finance and corporate lending Financial institutions Securities litigation, regulation and refinance existing debt incurred with the Business Law Journal as a market – Asset finance International arbitration enforcement construction of a crude oil pipeline and leading transaction. Aviation Litigation and disputes Shipping the related receiving terminal and Banking and finance Projects Transport storage facilities. Corporate, M&A and securities Regulation and investigations Energy Risk advisory Market recognition

Selected clients Top 12 international law firms for Deal of the year India-related matters (DVB Group Merchant Bank Asia v GOL Aditya Birla Group GMR Holdings Pte Ltd Société Générale India Business Law Journal: Offshore) Asian Development Bank Hinduja Group Standard Chartered Bank International A-Listers 2020 India Business Law Journal: Axis Bank ICICI Bank Sumitomo Mitsui Banking Corporation Deals of the Year report 2020 Citibank IDBI Bank Ltd Teekay Corporation Crompton Greaves Infrastructure Leasing and Financial DBS Bank Services Ltd 154 Norton Rose Fulbright – Law around the world Global coverage – Regional practices October 2021 155

Israel

We have a long history of representing Israeli and Israeli-related entities Client work in Israel and have well-established Israel desks in the US, Canada, the UK and in the Israel Discount Bank finances Delek US Holdings acquires AudioCodes self-tenders for its European Union. office building purchase in controlling interest in Lion Oil ordinary shares Rotterdam We assisted Delek US Holdings with the We represented AudioCodes Ltd, an We have particular experience in advising Israeli companies on compliance, global investigations and defense Our Amsterdam office advised Israel acquisition of a controlling interest in Israeli company listed on Nasdaq, on a matters, corporate, securities and financing transactions in the energy, technology, communications, real Discount Bank on financing for a Lion Oil Company, which owns a refinery self-tender for three million of its ordinary estate, chemicals and infrastructure sectors worldwide. For instance, we have been acting for a real estate borrower to acquire an office building in in Arkansas, and related terminals and shares. pipelines. We also advised on three development company belonging to a publicly traded Israeli conglomerate on an ongoing financial crime Rotterdam, the Netherlands. This building is currently used as a police office and will separate sales of oil and gas properties investigation in Europe. We have also advised a global chemical company of a leading Israeli manufacturer be converted by the borrower to a hotel in the west of the US. in the chemicals industry on a fraud scheme in Africa. Our team firm acted as US counsel in the first public business. As part of our due diligence offering of an Israeli technology company in the US and has represented numerous clients on public and investigation, we advised our client on the Delek acquires significant interest private financings, acquisitions, litigation, antitrust issues, venture capital and restructuring matters relating property and permitting related issues. in Alon USA to Israeli companies. We assisted Delek US Holdings with Shell Ventures makes debut the acquisition of a 47 percent interest Leveraging on our local team in Dubai, our firm is uniquely positioned to assist Israeli companies seeking to investment in Israeli artificial in Alon USA, an independent owner promote their business cooperation with UAE businesses following the 2020 peace agreement between the intelligence (AI) start up of oil refineries in Texas, California and two countries. Our London, New York and San Francisco Louisiana, and terminals, pipelines and teams advised Shell Ventures on its first retail stores. Globally, we have helped structure and negotiate M&A transactions, debt transactions, joint ventures and investment in Israeli AI vehicle inspection Bank Hapoalim in Liberia loan licensing arrangements for Israeli companies, and have advised on the US, UK and Canadian implications start-up Ravin AI, a Shell Ventures spin- of international corporate, merger and acquisition transactions. We have also been involved in a number of off headquartered in London and led We are advising Bank Hapoalim, as significant project financings in Israel and have a deep understanding of the specific circumstances of project by a former Shell and Shell Ventures Liberian counsel and rendering a legal opinion in respect of a loan to a Liberian finance transactions there, including conducting and participating in Israeli public tenders. executive. With R&D facilities in Israel, the start-up received venture funding from corporation. We are also working for Shell Ventures, Pico Ventures various European banks on matters of Liberian law and on amendments and Contacts Services (Jerusalem, Israel) and a US angel investor from the automotive industry. Ravin releases of preferred ship mortgages for Antitrust and competition Real estate Benjamin Koenigsberg AI is developing a vehicle inspection ZIM Lines. +1 212 408 8021 Banking and finance Regulation and investigations system which uses cameras and artificial [email protected] Corporate, M&A and securities Risk advisory intelligence to automate the assessment Energy Securities litigation, regulation and Lior Nuchi and data processing of cars whenever enforcement +1 628 231 6817 Infrastructure they change hands, for example when an [email protected] Litigation and disputes Technology and innovation individual returns a rental car. Private equity and venture capital Transport Sharon Oded (qualified lawyer in Israel) White-collar crime +31 20 462 9390 Projects [email protected] David Sinclair Selected clients +44 20 7283 6000 AudioCodes Ltd Israel Electric [email protected] Delek US Holdings PPHE Hotel Group Ned Steinman +1 416 216 4000 +1 613 780 8692 [email protected] 156 Norton Rose Fulbright – Law around the world Global coverage – Regional practices October 2021 157

Nordic region | Denmark, Finland, Iceland, Norway and Sweden

The Nordic business environment is driven by innovation and an Client work in the Nordic region entrepreneurial spirit. It has a legacy of strong financial institutions, energy KFW IPEX and Skandinaviska Finland-Estonia gas Nordea consolidates London and natural resources in abundance, and a large number of global corporates. finance Hedet wind farm in interconnection business Finland We are advising Baltic Connector Oy on We advised Nordea on the transfer of its We advise corporates and financial institutions from the Nordic region across a range of sectors, including Our London team assisted KFW IPEX the gas interconnector between Finland entire UK banking business, including a renewable energy, nuclear energy, mining and shipping. We are strong in banking and finance, corporate Bank GmbH and Skandinaviska Enskilda and Estonia, an EU ‘Project of £3.8bn international loan portfolio, from M&A securities, litigation and disputes, projects, and regulation and investigations. Banken AB (PUBL) with the financing of Common Interest.’ the existing London branch of Nordea the Hedet wind power project, which has Bank Finland plc to a new London been developed by Neoen and Prokon Marguerite Fund buys stake in AS branch of Nordea Bank AB. Contact Finland. Hedet wind farm is based in Latvijas Finland, and the output of the farm will We advised Marguerite Fund on the Tomas Gärdfors be sold to Google under a corporate €110m acquisition of a minority stake in AS +44 20 7283 6000 power purchase agreement. The wind Latvijas Gāze, a vertically integrated gas [email protected] farm will generate 81 MW of electricity, company in charge of the transmission, with Nordex acting as turbine supplier distribution, storage and supply of natural Services and EPC contractor. Our lawyers advised gas in Latvia. Banking and finance Infrastructure, mining and commodities Renewables the lenders on the project financing arrangements, including due diligence on Lantmännen buys Vaasan Group Bankruptcy, financial restructuring and Litigation and disputes Risk advisory the PPA, construction arrangements and We advised Lantmännen, one of the insolvency Projects Securities litigation, regulation and operation and maintenance arrangements. largest food groups in the Nordic region Corporate, M&A and securities enforcement Regulation and investigations on the SEK2.5bn (US$280m) financing of Energy Shipping Canadian Tire buys Helly Hansen its acquisition of Finnish bakery company We advised the Canadian Tire Corporation Vaasan Group. Lantmännen is an Selected clients on its C$985m acquisition of the Helly agricultural cooperative owned by 32,000 Arla Foods Ørsted SSAB Hansen Group, a leading global brand Swedish farmers, with more than 8,000 in sportswear and workwear based employees, operating in more than 20 Balticconnector Royal Greenland Seafood Statoil in Norway. countries, with revenues of SEK33bn. Danske Bank Saab TeliaSonera DnB NOR Sandvik The Swedish Club Lantmännen SAS Vattenfall Nordea Saxo Bank Norsk Hydro SEB 158 Norton Rose Fulbright – Law around the world Global coverage – Regional practices October 2021 159

Korea Client work in Korea Ventura battery storage project is High voltage sub-sea transmission John Agyekum Kufuor FPSO financed for California power grid project in the Middle East refinanced South Korea, a G20 country, is one of the world’s top ten exporters Our lawyers advised Korean client Hana We advised the consortium led by Korea We advised The Korea Development Financial Investment Co. Ltd on providing Electric Power Corporation on it's bid to Bank, together with SCB and a syndicate and importers. debt financing for a 100 MW/400 MWh Abu Dhabi National Oil Company and Abu of 13 international banks, on the English battery energy storage system under Dhabi Power Corporation for two high and Singapore law aspects of a US$800m We have an established track record in advising clients with interests in Korea, as well as Korean companies development in Oxnard, California. voltage sub-sea transmission systems refinancing for Yinson Holdings Berhad and financial institutions on their business activities outside Korea. Our advice is wide-ranging, and we are Developed by Strata Solar and with Tesla with an installed capacity of 3,200MW for of the John Agyekum Kufuor floating particularly strong in the areas of financial services; FinTech; energy; infrastructure, mining and commodities; as construction lead, using its state-of- connecting ADNOC’s offshore oil and gas production storage and offloading vessel. the-art Megapack battery system, the production facilities to ADPower’s onshore real estate; transport; and technology. Much of our work in Korea, one of the world’s top ten exporters and Surgil petrochemicals project, importers, has involved M&A and financing-related mandates. project will provide critically-needed help electricity grid. to the California power grid which suffered Uzbekistan Vinh Tan 4 Power project in rolling blackouts in 2020. The project also We advised the Export-Import Bank Contact invested in modernizing a local water Vietnam of Korea, the Korea Trade Insurance utility to support area fire suppression. We advised The Bank of Tokyo-Mitsubishi Corporation, Asian Development Bank, George Gibson Nick Merritt Charles Whitney UFJ, Ltd, The Hong Kong and Shanghai China Development Bank, other assorted Tina River hydropower +81 3 5218 6823 +65 6309 5318 +44 20 7444 3171 Banking Corporation Ltd and Sumitomo European export credit agencies and a [email protected] [email protected] [email protected] development Mitsui Banking Corporation as mandated syndicate of international commercial We advised Korea Water Resources lead arrangers for an export credit lenders on a US$4bn project financing Services Corporation and Hyundai Engineering financing supported by Korea Trade for the Surgil petrochemicals project in Antitrust and competition cybersecurity Real estate as sponsors on the development and Insurance Corporation (K-Sure), and Uzbekistan. concessional financing for the Tina River guaranteed by the Vietnam Ministry Asset finance Infrastructure, mining and commodities Risk advisory hydropower development project in of Finance for Vietnam Electricity, to POSCO acquires Argentinian Banking and finance International arbitration Securities litigation, regulation the Solomon Islands, supported by the finance the extension of the Vinh Tan lithium tenements Corporate, M&A and securities Life sciences and pharmaceuticals and enforcement World Bank, Asian Development Bank, 4 power project in Vietnam. Our role We advised Korean listed steel producer Shipping Energy Litigation and disputes Green Climate Fund, Abu Dhabi Fund for included advising the lenders by drafting, POSCO on its US$280m acquisition Financial institutions Oil and gas Technology and innovation Development and KEXIM-EDCF. negotiating and finalizing the facility of a package of Argentinean lithium FinTech Power and utilities Transport agreement. We also worked closely with tenements from Australian lithium miner NuriFlex and NZIA Blockchain Information governance, privacy and Projects K-Sure to ensure that its policies were Galaxy Resources Ltd. Our Australian powered payments and network properly reflected in the documentation. and Canadian teams joined forces, and systems worked with local Argentinian counsel to Selected clients Newbuild VLOCs chartered to SK We advised two of Korea’s most advise on all aspects of the transaction, Citibank Korea Korea Development Bank POSCO Shipping innovative companies to architect including drafting and negotiating all Daelim Energy Korea Electric Power Corporation Samsung and deploy their unique Blockchain We advised The Korea Development transaction documents, and providing Dong-A Socio Holdings Korea Exchange Bank Shinhan Bank and network solutions internationally, Bank as acceding lender to a US$111m ongoing assistance with post-completion Doosan Heavy Industries & Construction Korea Gas Corporation SM Line Corp leveraging our global, cross-platform senior secured financing to DSIC obligations. This includes registration of Export-Import Bank of Korea Korea Shipping and Maritime capability on Blockchain and distributed VLOC1 Shipholding S.A. and DSIC tenements and payment of funds and VLOC2 Shipholding S.A. 2 in respect of execution of local law documents. Hyundai Engineering Transportation ledger technology to help our clients meet regulatory and business requirements in two newbuild VLOCs chartered to SK The lithium battery industry is expanding Hyundai Rotem Korea Water Resources Corporation jurisdictions around the world. Shipping Co. Ltd. rapidly as world demand for hybrid and Korea Asset Management Corp KTB Investment & Securities Co Ltd electric vehicles, energy storage systems, and high-drain portable electronics continues to grow. Our strong mining sector knowledge and seamless global advice was pivotal to completing this transaction. 160 Norton Rose Fulbright – Law around the world Global coverage – Regional practices October 2021 161

The Marshall Islands

We have one of the world’s largest Marshall Islands (RMI) practices and are able to serve clients operating across all time zones, particularly from our offices in New York, Hong Kong and Singapore.

We provide advice to clients incorporated in the RMI, as well as entities with RMI interests operating in the US, Europe, Canada, Latin America, Asia, Australia, Africa and the Middle East, particularly in relation to shipping transactions and disputes involving RMI-flagged vessels and entities. The RMI is one of the largest ship registries in the world and a growing number of business entities formed here are routinely used as corporate vehicles for shipping and non-shipping corporate activities. Our lawyers have advised on some of the most complex and sophisticated RMI transactions in the market, including acquisitions, financings, registrations, enforcement, joint ventures and offerings, as well as on the formation, restructuring and mergers of offshore and domestic entities across various business sectors. Our RMI-qualified lawyers represent international financial institutions, funds-listed companies and vessel owners.

Contact Services Banking and finance Joint ventures Brian Devine +1 212 318 3137 Bankruptcy, financial restructuring Projects [email protected] and insolvency Shipping Corporate governance Transport Corporate, M&A and securities

Client work in the Marshall Islands

Eagle Bulk Shipping fleet BNPP finances ICBC Financial Lenders finance 18 liquefied refinanced by ABN AMRO Leasing of four newbuilds in petroleum gas carriers We advised the lenders, including ABN China We advised the lenders, including ABN AMRO, on the US$280m refinancing of Our lawyers advised BNPP and the AMRO, on the New York and Marshall Eagle Bulk Shipping’s fleet of vessels. lenders on the English- and Hong Kong Islands law aspects of a US$760m facility The deal consisted of a US$65m credit law aspects of the pre- and post-delivery to finance a fleet of 18 liquefied petroleum agreement, a US$200m Norwegian bond financing to ICBC Financial Leasing gas (LPG) carriers, newly constructed and and a US$15m revolving credit facility. of four Kamsarmax newbuilds under under construction in Korea, respectively. construction in a Chinese shipyard. The vessels have been ordered by New The vessels will be subject to a sale York Stock Exchange-listed Dorian LPG, a and leaseback arrangement between pure-play LPG shipping company which a joint venture partnership, including operates modern, very large gas carriers. ICBC Financial Leasing and Shandong Parts of the loan are guaranteed by Shipping Corporation. The transaction Export-Import Bank of Korea and Korea Trade Insurance Corporation. We have one of the involved a complex arrangement whereby world’s largest Marshall the credit risk was mitigated through a Islands practices. unique combination of remarketing and standby chartering arrangements between Shandong Shipping Corporation and ICBC Financial Leasing. Global practice groups

Antitrust and competition Banking and finance Bankruptcy, financial restructuring and insolvency Corporate, M&A and securities Employment and labor Intellectual property Litigation and disputes Real estate Risk advisory Tax 164 Norton Rose Fulbright – Law around the world Global practice groups October 2021 165

Antitrust and competition Banking and finance

Antitrust and competition laws around the world are rapidly evolving and Our global banking and finance team has one of the longest histories of any companies face new risks and challenges in keeping abreast of complex and law firm in the field, advising major banks, finance providers, export credit changing rules. Failure to comply can result in severe penalties. agencies, corporate and sovereign entities and other participants in the global banking and finance arena. With a team of over 120 antitrust and competition lawyers in 20 countries, we have the requisite global platform to manage antitrust and competition law risks across all aspects of antitrust law, providing We advise clients ranging from multinational lenders to growth corporations across the full spectrum of commercial solutions that will withstand scrutiny in all competition law jurisdictions. This includes legal banking and finance matters. Clients depend on us for legal advice on day-to-day banking and finance multinational mergers and clearances, cartels, abuse of dominance, international investigations, compliance issues for issuers, underwriters, borrowers and lenders, as well as for our leadership in complex, cross- and the important area of antitrust litigation. Our lawyers are qualified in many jurisdictions and practice border banking and finance transactions for some of the world’s most prominent financial institutions and before courts and competition authorities around the world. corporations. A core part of our global antitrust and competition practice is our antitrust litigation team, which includes Our lawyers are also experienced in the full range of debt and equity transactions in the global capital more than 40 dedicated lawyers with experience across well-established and emerging centers for antitrust markets, including standalone debt issuances, Sukuk, securitizations, covered, convertible, exchangeable, litigation. Our antitrust litigation team has deep experience in antitrust and competition law, combined with taxable and tax-exempt bonds, medium term notes/commercial paper (MTN/CP) programs, structured robust and commercially-focused litigation skills. products, equity-linked issuances and Public-private partnerships.

People Contact People Contact

Robin Adelstein Nick Grandage 184 +1 212 318 3108 800 +44 20 7444 3011 | +1 414 208 4078 Lawyers [email protected] Lawyers [email protected]

Our practice covers the following: Our practice covers Antitrust and competition dispute Economic regulation, including Merger control Acquisition finance and corporate lending Capital markets Structured finance resolution and litigation liberalization, licensing, network access Pricing strategies Agency finance Islamic finance Structured trade and commodity finance Cartel investigations and price control Public procurement Asset-based lending Litigation and disputes Transport finance, including aviation, Compliance and risk management Intellectual property and technology State aid Asset finance Projects and project finance shipping and rail Criminal investigations/anti-competitive licensing Bankruptcy, restructuring and insolvency Public and government finance conduct International trade law Blockchain and distributed ledger Real estate Distribution and agency Market investigations and studies technologies (DLT)

Market recognition Market recognition “The team regularly provides strategic advice to clients responding to regulatory investigations and litigation regarding alleged “The firm offers teams well versed in handling complex, high-value financing transactions for both borrowers and lenders.” cartel behavior.” Chambers Global 2021 The Legal 500 Asia-Pacific 2021 166 Norton Rose Fulbright – Law around the world Global practice groups October 2021 167

Bankruptcy, financial restructuring and insolvency Corporate, M&A and securities

The strength of our global bankruptcy, financial restructuring and insolvency Our global corporate, M&A and securities lawyers advise corporations practice lies in our multidisciplinary experience and international reach. and financial institutions across the full spectrum of industry matters, including public takeovers, private M&A, joint ventures, disposals, debt Our bankruptcy lawyers handle some of the most complex and sensitive domestic and cross-border assignments across the globe, including major interests in some of the world’s most high-profile bankruptcy and equity capital markets, governance, general commercial and corporate and workout cases, including the US trustee of Lehman Brothers Inc, JPMorgan Chase, Bank of America, advisory matters. Citibank, the Commonwealth Bank of Australia, the Royal Bank of Canada, NextEra Energy, Japan Airlines, Nortel Networks and Export Import Bank of China. With significant experience in regional, national and international corporate, M&A and securities matters, we provide strategic, business-oriented legal advice on complex domestic, cross-border and multijurisdictional Our lawyers have an impressive record of achieving successful outcomes in bankruptcy proceedings transactions in both emerging and developed markets. We have broad experience of representing all parties throughout the world, and are active in all areas of financial restructurings and insolvencies in matters ranging in capital markets transactions, including issuers, underwriters, placement agents and selling shareholders. from the largest multinational mega-cases to significant regional businesses. Similarly, in the M&A space, we regularly represent buyers, sellers, financial advisors, funds and shareholders.

People Contact People Contact Howard Seife Ayşe Yüksel Mahfoud +1 212 408 5361 240 +44 20 7444 3573 Lawyers [email protected] 1400 Lawyers [email protected]

Our practice covers Our practice covers Bankruptcy investigations and examiner Executory contracts, leases, intellectual Official creditors’ committee representation Asset and wealth management FinTech Private equity and venture capital representation property licenses and forward, swap and Pre-packaged, pre-negotiated and Commercial contracts Information governance, privacy and Proxy battles Chapter 11 debtor and trustee trading contracts traditional plans Corporate governance and compliance cybersecurity Securities regulation and enforcement representation Financial institutions, funds and creditor Sale and purchase of distressed assets, Investment funds Complex loan restructurings representation debt and portfolios Debt and equity capital markets Statutory arrangements Mergers and acquisitions Cross-border insolvency representation Lender liability Valuation and solvency proceedings Derivatives Takeover bids and tender offers Outsourcing and technology Debtor-in-possession and exit financings Litigation and disputes Financial services and regulation Energy sector restructurings Municipal restructuring and bankruptcy Market recognition

Market recognition “Offers strong experience of cross-border corporate M&A and capital markets, as well as private transactions.” “Excellent bankruptcy and restructuring team that provides clients with high-quality counsel on a broad range of matters, Chambers Canada 2021 including committee representations as well as valuation and solvency proceedings.” Chambers USA 2020 168 Norton Rose Fulbright – Law around the world Global practice groups October 2021 169

Employment and labor Intellectual property We have wide-ranging experience in all areas of contentious and non- contentious employment and labor law, including employee benefits, large Our global intellectual property team has extensive experience of providing global share plans and tax-efficient schemes, and pensions. comprehensive, multidisciplinary IP law services to clients worldwide, spanning all aspects of IP law. We have an excellent record of handling high-profile disputes, regularly engaging in employment and labor civil court cases and tribunal advocacy, as well as advising on sensitive severance issues and boardroom With the assistance of our vast network of associates, our lawyers have the ability to prosecute patents, disputes, class and collective actions, corporate governance and whistleblower claims and more standard trademarks and designs internationally, and we have substantial experience litigating all classes of IP in many disciplinary and grievance issues. We regularly advise on the employment and labor law aspects of different courts and tribunals worldwide. multijurisdictional corporate reorganizations. Our services also include international IP protection and portfolio management and advising on the commercialization of IP assets, including commercial transactions relating to the acquisition and development People Contact of innovative products and services, as well as enforcement.

Maartje Govaert 320 +31 20 462 9329 People Contact Lawyers [email protected] Frances Drummond Our practice covers 250 +61 2 9330 8007 Lawyers [email protected] Boardroom disputes and severance claims Employment policies, including IT Pay and employment equity Business immigration and international Equal opportunity, discrimination and Privacy law and access to information Our practice covers mobility harassment Redundancies and dismissals Antitrust and competition IP litigation and enforcement of patents, Strategic portfolio development and Collective bargaining issues, including International employment issues, including Securities Commercialization strategies trademarks, copyright, trade secrets and management trade union recognition and negotiations dual contracts Service agreements, contracts of domain names Tax Employment and labor law aspects of all Judicial review advocacy employment and handbooks Entertainment law License, supply, distribution and related corporate finance transactions Occupational health and safety Financial services and regulation Trademarks and branding Transfer of undertakings commercial IP agreements Employment and labor litigation Franchising Transfer of technology Packaging and labeling strategies Information governance, privacy and Patents Employee benefits cybersecurity IP audits Preparation and prosecution of applications Communication and disclosure of Deferred compensation and claw back Share plans and bonus implementation for patents, trademarks, copyright and IP due diligence and support for financing information Employment incentives Tax advice and tax approvals industrial designs and corporate transactions (including Corporate governance and executive Securities law issues and exchange control Securities remuneration M&A, restructurings and IPOs)

Pensions Market recognition Acquisitions and disposals Pension and product documentation Risk advisory Gold firm ranking Corporate restructuring transactions Pension investment, derivatives and Securities Texas, US Establishing new pensions plans custody Tax treatment of pensions Canada Governance and administration of pension Pension plan mergers Terminations and wind-ups IAM Patent 1000 2020 plans and retirement savings arrangements Pension regulation Treatment of pension surplus and deficits International pensions Product documents

Market recognition

“The firm offers extensive experience of labour, employment and human rights litigation and arbitration, appearing before labor relations boards and courts.” Chambers Canada 2021 170 Norton Rose Fulbright – Law around the world Global practice groups October 2021 171

Litigation and disputes Real estate We have one of largest disputes legal practices in the world, with significant experience of resolving domestic and cross-border mandates, international We are one of the few global law firms with the experience, skill and depth arbitrations and investigations and enforcement for clients across all key of resources necessary to deliver a high level of service to real estate sector industry sectors. participants, anywhere in the world.

We advise many of the world’s largest corporations and financial institutions on complex, high-value and Our real estate lawyers act for clients across the full range of real estate matters including urban regeneration sensitive multijurisdictional disputes, providing practical, creative legal advice that focuses on their strategic projects, direct and indirect investment transactions, real estate financing, equity investment structuring, and commercial objectives. portfolio deals, corporate occupier matters, dispute resolution and development projects. As a market leader in Islamic finance, we also have extensive experience in Islamic financing techniques for real estate Our experience includes the full spectrum of litigation and disputes mechanisms ranging from negotiation, investment. For example, we are advisors to the UK government on Islamic financing. mediation, conciliation and conflict resolution to vigorous courtroom strategy, multi-party and class action lawsuits and appellate proceedings. We have acted on some of the world’s highest profile domestic and multijurisdictional investigations across emerging markets including Africa, the Middle East, Asia and Latin People Contact America, and the mature markets of North America, Europe and Australia, including high-profile regulatory Dan Wagerfield inquiries, regulatory enforcement, criminal investigations and prosecutions, and related civil disputes and 200 +44 20 7444 2764 litigation. Fluent in more than 20 languages across the globe, our team assists with developing case strategies Lawyers [email protected] and priorities while managing and reducing costs for clients.

People Contact Our practice covers Richard Krumholz Commercial leasing PFI and PPP Real estate litigation 1200 +1 214 855 8022 Lawyers [email protected] Construction and engineering Planning and zoning Securities Development/regeneration Projects Tax Our practice covers Environmental law Projects, corporate and banking Title examination Alternative dispute resolution Environmental law Public and administrative law Expropriation investment Real estate assessment and taxation, conveyancing and finance Antitrust and competition Fraud and asset recovery Regulation and investigations, including Islamic finance Appellate Information governance, privacy and compliance, regulatory and enforcement Market recognition Banking and finance disputes cybersecurity Securities litigation, regulation and Bankruptcy, financial restructuring and Insurance enforcement “Offers considerable strength assisting private and public entities with sustainable energy projects, land purchases and draft insolvency Intellectual property Shareholder disputes and activism legal agreements.” Class actions International arbitration Tax Chambers Global 2021 Construction and engineering Mining Transport, including aviation, rail, admiralty eDiscovery Product liability, including automotive, and shipping Employment and labor pharmaceuticals and medical devices White-collar crime Energy Professional negligence

Market recognition

“Accomplished team with the ability to represent clients nationally and across multiple districts, as well as in every stage of the litigation life cycle, from discovery to appeal.” Chambers USA 2020 172 Norton Rose Fulbright – Law around the world Global practice groups October 2021 173

Risk advisory Tax

Businesses face increasingly complex challenges associated with the Our global tax lawyers provide comprehensive legal advice covering all areas management of risk worldwide. The rise in cross-border collaboration between of tax law, including planning, investigations and litigation services, anywhere regulators means that incidents occurring in one jurisdiction can have in the world. Our clients include domestic and international companies of all consequences for your business in other regions. The speed with which legal sizes, and we are able to advise on tax matters across multiple key industries and regulatory risks can materialize and spread requires companies to have a and jurisdictions. firm understanding of their risk exposure and ensure that robust governance, Our global platform gives us significant international reach to provide comprehensive tax legal services for risk and compliance strategies are in place to manage and minimize risk. all corporate, finance and real estate transactions, and our deep knowledge of tax laws around the world is reinforced by our strong industry sector focus. Our extensive tax experience includes advising on international Our global risk advisory group leverages our extensive industry experience, drawing on the risk, governance tax and transfer pricing, tax audits and disputes, employee benefits, Employee Retirement Income Security and compliance know-how from each of our global practice groups to provide in-depth knowledge of the Act (ERISA) litigation and wealth and private client work. legal and regulatory challenges facing your business. Clients benefit from our preventative risk management and compliance advice, tailored risk management strategies and in-depth guidance on emergency response preparation and crisis management solutions. People Contact Our lawyers and the experienced risk consultants, advisors and professionals who make up our risk advisory Andrius Kontrimas team understand that effective risk management requires a holistic approach that spans across business 150 +1 713 651 5482 [email protected] units, areas of the law and transcends jurisdictional boundaries to ensure that processes to manage and Lawyers mitigate risk are embedded in the business, its culture and working practices. With offices in more than 50 Our practice covers cities worldwide, we are well positioned to help clients wherever they conduct business, offering extensive Asset finance Executive compensation and benefit plans Risk advisory experience and knowledge of regional and international regulations and laws. Capital markets and financial instruments Investment funds Securities Corporate and partnership tax Litigation and disputes Tax-exempt finance Contact Corporate tax planning M&A Transfer pricing Energy taxation Real estate Trusts and estates/private wealth Jane Caskey +1 416 216 1899 [email protected] Market recognition “Known for its global tax team with significant strengths.” Our areas of work include Chambers Global 2019 Business transformation, including artificial Information governance, privacy and intelligence, blockchain, cryptocurrency, the cybersecurity internet of things and protecting data and Regulatory intellectual property assets Risk consulting Climate change and sustainability, White-collar crime and government including ESG enforcement Crisis management Management team and chairs

MANAGEMENT TEAM Gerry Pecht Global chief executive Jane Caskey Global head of clients Rob Otty Global chief operating officer Wayne Spanner Global chief strategic alignment, innovation and people officer

MANAGING PARTNERS Jeff Cody Managing partner, US Alison Deitz Managing partner, Australia Charles Hurdon Managing partner, Canada Peter Scott Managing partner, EMEA Marelise van Westhuizen Chief executive officer, South Africa

CHAIRS Shauna Johnson Clark Global Chair, Chair, US Scott Atkins Chair, Australia Farmida Bi Chair, EMEA Andrew Robinson Chair, South Africa Walied Soliman Chair, Canada 176 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 177

Management team Management team

Gerry Pecht Jane Caskey Global chief executive Global head of clients

Gerry Pecht is global chief executive of Norton Rose Gerry is responsible for the strategic direction and Jane Caskey is global head of clients and the global of remedies, including complex transfer pricing and Fulbright. He is based in Houston. Recognized by development of the global firm and is committed to head of our risk advisory practice. She currently sits damages issues and recovery. She is also involved in Chambers USA, The Legal 500 United States and a providing clients with the highest standard of legal as a member of our global executive committee. advising clients on strategy for protecting IP rights, range of other publications, Gerry focuses his practice service across the firm’s global platform, combining including, trade secrets and data in relation to digital on complex business and commercial litigation, innovation and efficiency in its world-class offering. Jane's risk advisory practice involves working with and cyber risks. including securities litigation and enforcement, global clients to identify, mitigate, and manage energy litigation, internal corporate investigations and The firm is also committed to championing the key risks across their businesses in a holistic Jane has extensive experience as an advocate at both international litigation and arbitration. fight against racism, sexism and social injustice and strategic manner, across business units and the trial and appellate levels and appears regularly and promoting sustainable best practice through geographies, which includes analyzing the current before the Federal Court of Canada and the Superior He regularly represents Fortune 500 companies and its internal policies as well as through its pro bono, and emerging risks within the context of the Court of Justice of Ontario. She also participates in their officers and directors. Gerry was admitted to the volunteering and charitable giving programs. In commercial goals of our clients and their risk culture resolving client issues through negotiation/alternative Ohio State Bar in 1978 and the State Bar of Texas in 2020, Gerry joined the Catalyst CEO Champions For and appetite. Jane's background is intellectual dispute resolution and has broad experience as an 1980. He has since been admitted to practice in the Change, making a personal pledge to accelerate property law, including all aspects of trademarks advocate on arbitrations and mediations. Supreme Court of the United States, the US District gender equality and inclusion within the firm. and patent litigation. She has specialized knowledge Courts for the Northern, Southern and Eastern District of Texas, the District of Arizona, the District of Prior to being elected global chief executive, Gerry Colorado and the Southern District of Ohio, as well served as the firm’s global head of litigation and as the US Courts of Appeals for the Second, Third, disputes. Fifth, Sixth, Ninth, Tenth and Eleventh Circuits and the Federal Circuit.

Awards Lawdragon 500 Leading Lawyers in America The Best Lawyers in America Lawdragon, Inc 2019-2020 Best Lawyers 2008-2021 178 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 179

Management team Management team

Rob Otty Wayne Spanner Global chief operating officer, Norton Rose Fulbright Global chief strategic alignment, innovation and people officer

Rob Otty is global chief operating officer and is In the course of his career, he was involved in a Wayne Spanner is the firm's global chief strategic During his time as managing partner, the Australian based in London. Prior to his current role, Rob number of large audit-related professional indemnity alignment, innovation and people officer and a practice has continued its growth to be one of was responsible for Norton Rose Fulbright’s global matters, including claims arising out of the collapse member of the Global Executive Committee based in Australia’s major legal teams, advising almost half of business integration after acting as managing director of the LeisureNet group. He also assisted insurers in Sydney. He was previously the managing partner of ASX top 100 companies and over 200 of Australia’s of our South African practice from 2011 to 2016. a number of large commercial fire claims, including our Australian practice from 2012-2020. top 1000 companies. As a member of the global a claim in excess of US$56m arising from the group, the practice is one of the largest global legal By background, Rob is a litigation lawyer specializing destruction of an industrial building. He is an experienced litigator with a background providers in Australia. Our regional capabilities, in insurance law, professional indemnity insurance in employment and labour law, having spent over including strong presence in the Indonesian market, litigation, as well as in engineering and all Rob was awarded his LLB degree by Wits University 25 years in South Africa, the United Kingdom and continue to grow. construction-related litigation. in 1990. Australia. Prior to being elected Australian managing partner, he was part of the Australian executive for a In addition to his work with the firm, Wayne is a number of years, serving as head of our Australian member of the Business Council of Australia and disputes team and global head of the employment sits on their Labour Market, Skills and Education and labour team. Committee and their Infrastructure and Sustainable Growth Committee. Wayne’s leadership of the Australian practice was recognised when he was named Lawyers Weekly He holds a Bachelor of Commerce and a Bachelor of Managing Partner of the Year in 2014. He has also Laws from the University of Cape Town, a Master of been recognised by Best Lawyers in 2012, 2013 and Science in Management from Oxford, and is admitted 2014 in employee benefits law. to practice in New South Wales. 180 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 181

Managing partners Managing partners

Jeff Cody Alison Deitz Managing partner, US Managing partner, Australia

Jeff Cody is managing partner of our US practice, Jeff has appeared in numerous commercial arbitrations Alison Deitz is managing partner of our Australian Alison's legal practice focused on banking regulatory the chair of the US management committee and is a before the American Arbitration Association and practice and a member of the global executive compliance, including anti money laundering and member of the global executive committee. He Financial Industry Regulatory Authority (FINRA). He has committee. She is an experienced banking and consumer credit compliance, acting for major previously served as US chief administrative partner, also appeared in federal and state courts in more than finance lawyer with a background in regulatory and international and domestic financial institutions. She responsible for the firm’s US operations and strategy. 17 jurisdictions, including Arizona, California, Colorado, compliance advice, having been a partner at the firm also has experience in liaising with regulators and Jeff represents clients in complex commercial disputes Florida, Illinois, Massachusetts, Oklahoma and Texas. since 1998. Prior to being elected Australian Managing conducting regulatory enforcement litigation. in the healthcare, financial and information Partner, Alison was part of the Australian executive technology industries. Licensed to practice in Texas and Oklahoma, he earned for seven years, serving as leader of the business Alison is co-author of the Anti-Money Laundering his JD from the University of Houston Law Center in law practice group, which encompasses the banking Handbook published by Thomson Publishing, and Based in Dallas, he has substantial experience 1990 and his BA from the University of Oklahoma. and finance, corporate/M&A, real estate, financial received accreditation as an anti-money laundering in disputes involving healthcare reimbursement restructuring and insolvency, financial services, tax and specialist from the Association of Certified Anti-Money matters, complex stock and asset purchase and sale technology teams in Australia. Laundering Specialists (ACAMS®). agreements, limited partnership agreements and information systems development projects. She also holds a Bachelor of Arts and Master of Laws from the University of New South Wales, and qualified as a lawyer in 1984. 182 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 183

Managing partners Managing partners

Charles Hurdon Peter Scott Managing partner, Canada Managing partner, EMEA

Charles Hurdon is managing partner of our Canadian Other areas of practice include occupational health Peter Scott is managing partner of our Europe, He has advised on procurement cases, including practice and sits on our global executive committee. and safety, where he assists employers in developing Middle East and Asia practice. He is a member representing companies on damages claims brought He is chair of our Canadian management committee. health and safety programs and provides advice and of the global executive committee and the EMEA in the High Court arising from the smart chip, candle representation in prosecutions under the Canada management committee. waxes and gas insulated switchgear cartels, following Charles practices employment and labor law Labour Code and the Ontario Occupational Health infringement decisions by the European Commission. exclusively, advising and representing employers and Safety Act. Peter trained with the firm, qualifying into the in both federal and provincial jurisdictions. He commercial litigation team for five years before Peter is recognized as a tier 1 contentious competition has extensive experience in representing and Charles was formerly national practice head of moving into our antitrust and competition group in lawyer in legal directories, including in Chambers & advising employers in matters relating to executive employment and labor law in Canada, as well as 2005. He became a partner in 2007 and was head Partners. employment agreements, executive compensation managing partner of the Ottawa office. He qualified of antitrust and competition and head of litigation and executive terminations. as a lawyer in 1988. and disputes, EMEA before his current role. He is a Peter qualified as a solicitor advocate and obtained representative on the firm’s diversity and inclusion his higher rights of audience in 2002. He is the Charles regularly appears before grievance committee in EMEA. co-author of the England and Wales chapter of the arbitrators, labor boards, other administrative Private Competition Enforcement Review. tribunals and the courts. Peter focuses on all areas of contentious antitrust and competition law, including High Court and Competition Appeal Tribunal litigation, European Court proceedings, arbitration cases and investigations by competition authorities. He has acted on big-ticket competition litigation cases and investigations, for clients including HSBC, Vodafone, PwC, Mercer (part of MMC) and Santander. 184 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 185

Managing partners Chairs

Marelise van der Westhuizen Shauna Johnson Clark Chief executive officer, South Africa Global Chair, Chair, US

Marelise van der Westhuizen is chief executive officer Marelise also advises global corporates, parastatals Shauna Johnson Clark is global chair and US consecutive year, Shauna has also been honored by of Norton Rose Fulbright South Africa Inc. She is a and development finance institutions on their chair of Norton Rose Fulbright, as well as head of several leading publications, including Texas Lawyer, director in the commercial litigation team and was preferential procurement frameworks and related employment and labor in the US. As global and US which named her a 2020 ‘Texas Trailblazer’, as well our head of the risk advisory practice in South Africa litigious disputes. She qualified as a lawyer in 1995. chair, she focuses on a range of strategic priorities, as Savoy Magazine and Profiles in Diversity Journal. before becoming CEO of our South African practice. including the development of client relationships; Additionally, global legal research firm Acritas has Marelise focuses on regulatory law, investigations, diversity and inclusion; and community engagement. included her among its Acritas Stars for each of the risk advisory, compliance, money laundering and past four years. procurement. Shauna also serves on the firm’s global executive committee and US management committee. She Shauna earned her JD at Tulane Law School and She advises the financial sector extensively on is an active member of the firm's US diversity and her BA in political science from Louisiana State various aspects of regulatory law and, in particular, inclusion committee and US racial equality council, University. She was certified by the Texas Board the implementation of, and their continued and previously served as partner-in-charge of our of Legal Specialization for Labor and Employment compliance with, the Financial Intelligence Centre Houston office. Law in 2003. Shauna qualified in 1994. Act and the Prevention and Combating of Corrupt Activities Act. Shauna is a trusted advisor to clients in a wide variety of industries, from energy and utility entities to healthcare and consumer products providers to banking and finance. She is committed to providing the highest quality service in a timely and cost- efficient manner to each client she represents.

Recognized by Chambers USA for the 14th 186 Norton Rose Fulbright – Law around the world Global management team and chairs October 2021 187

Chairs Chairs

Farmida Bi Scott Atkins Chair, EMEA Chair, Australia

Farmida Bi is chair of our Europe, Middle East and She is named as a ‘leading individual’ for Islamic Scott Atkins is chair of our Australian practice. He is Recently, Scott co-led a team over a three-year period, Asia practice, and is based in London. She has more finance and debt capital markets in the Legal 500 also head of our Australian risk advisory team and a working with the Asian Development Bank and the than 20 years of experience in capital markets and UK, 2019. She is listed in The Lawyer’s Hot 100 prominent member of our global financial restructuring Union Supreme Court of Myanmar, to draft a new Islamic finance transactions, advising on English and for 2019; has been awarded ‘Best in Banking and and insolvency team. Scott served as deputy chair in insolvency and restructuring framework for Myanmar, New York law. Finance’ twice at the European Women in Business Australia from December 2017. He sits on our global which culminated in the passage of the country’s Law Awards, and was named one of the five most supervisory board and is deputy co-chair of the global Insolvency Law in February 2020. This is a critical Farmida is also our European head of Islamic finance. powerful Muslim women in the UK in The Times’ audit committee. pillar in Myanmar's law modernization process and In addition to her role as chair, she continues her inaugural Muslim Women Power List. In addition, she its broader economic development, but the tailored client work, acting on high-profile and award-winning featured in the 2019 Women to Watch, a supplement Scott is a highly experienced, cross-border insolvency insolvency measures for SMEs developed as part of transactions, such as: advising the International established by Cranfield University’s Gender, practitioner, recognized as Australia's only 'Eminent this work are also helping to shape the law reform Committee of the Red Cross on the world’s first Leadership and Inclusion Centre. Practitioner' for restructuring and insolvency in the and post-COVID-19 economic recovery process for humanitarian impact bond, an initiative that attracted Chambers and Partners 2021 regional legal rankings. developing and developed nations alike across the investment from the private sector to design, build Farmida is a graduate of Downing College, With more than 25 years of industry experience, he world, including in Australia. and operate rehabilitation centers in Africa; advising Cambridge and qualified as a solicitor in 1992, also serves as president of the Australian Restructuring Lloyds Bank in a Supreme Court case confirming it and as a New York attorney in 1999. Insolvency and Turnaround Association (ARITA), Scott also led the team assisting with the 18-month had the right to redeem £3.3bn of enhanced capital Australia's peak insolvency and restructuring Inquiry Under the Casino Control Act, established by notes, issued at the height of the banking crisis; and professional association; vice-president (and president- Australia’s Independent Liquor and Gaming Authority, the government of Pakistan on its issuance of more elect to commence later in 2021) and an inaugural into the sale of shares in Crown Resorts Ltd, an inquiry than US$7bn of bonds and Sukuk in the past fellow of INSOL International; and chair of INSOL's that is emerging as a powerful and positive force for four years. Asian Advisory Council and chair of its Asian change in gambling regulation and the defense against Advisory Council. organised crime. Farmida joined the firm as a partner in 2008. She was previously a partner at another large international Scott holds a Master of Laws from the University of firm and has worked in the London offices of other Sydney and a Bachelor of Laws and Economics from leading international US and UK-based firms. Macquarie University. He also holds a qualification in leadership of professional firms from Harvard University. He qualified in 1994. 188 Norton Rose Fulbright – Law around the world Business principles October 2021 189

Chairs Chairs

Andrew Robinson Walied Soliman Chair, South Africa Chair, Canada

Andrew Robinson is global chair of Norton Rose Andrew also specializes in contract drafting and Walied is chair of our Canadian practice and a Canada by Canadian Lawyer in 2014; ranked by Best Fulbright and chair of our South African practice, as contract review work, providing risk management member of the global supervisory board. He is Lawyers in Canada since 2013; and ranked as one of well as its practice group leader for disputes. He is a and contract advice to clients, particularly those co-chair of our Canadian special situations team, the Top 40 Lawyers under 40 in Canada by Lexpert member of the firm’s management committee. in the port services, commodities, aviation, road, which encompasses Canada’s leading hostile M&A, magazine in 2009. logistics, rail and energy sectors. He has drafted, shareholder activism and complex reorganization Andrew has a diverse practice, which encompasses negotiated and advised on sale and purchase transactions. Among other philanthropic endeavors, Walied is both commercial and the litigation aspects of agreements, master agreements and trading a board member of the Toronto SickKids Hospital logistics, including: shipping, rail, claims recovery, documentation for most metals and agricultural Over the past several years, Walied has been involved Foundation. He is also actively involved in provincial admiralty, marine insurance, charterparty, oil and and energy-related commodities. in almost every major proxy battle in Canada, acting and federal politics in Canada. gas, international trade, maritime casualty response, for both issuers and activists. He is widely regarded subrogated recoveries and marine environmental law. Andrew has mediated, litigated or arbitrated as one of the leading special situations practitioners He has been practicing transport law for over matters in the Belgium, England, France, Germany, in Canada. In addition, his practice focuses on M&A, 30 years. India, Italy, Mozambique, the US and Zambia. restructurings, financings, corporate governance and He has advised port authorities, port terminals, structured products. He is regularly instructed by the London and SA warehousemen, stevedores, commodity traders, insurance market on technical marine insurance P&I clubs, shipowners and underwriters in Belgium, Walied has been: designated as a ‘Star Lawyer’ matters and has been asked to draft or revise China, England, France, Germany, Kenya, Namibia, by Acritas in 2017 for ranking in the top 28 lawyers numerous insurance agreements. He acts for a Scandinavia, Singapore, South Africa, the US, globally (from over 5000 lawyer selected by a panel number of clients in the commodity and retail space Zambia and Zimbabwe. of more than 3000 senior in-house counsel); ranked and drafts their international sale and logistics as a leading Canadian corporate lawyer by both agreements. Andrew is listed, ranked and recognized as a Chambers Canada and Lexpert Canada since 2016; recommended transport lawyer in various significant named one of the 25 most influential lawyers in directories, most recently in Chambers Global South Africa for shipping. 190 Norton Rose Fulbright – Law around the world Business principles October 2021 191

Business principles Business ethics

Norton Rose Fulbright has a global set of business principles, which guide behavior and help to ensure We are committed to maintaining the highest possible ethical standards that the business operates to the highest standards. Our business principles are based on quality, unity and in all areas of our firm. We have in place robust policies and processes to integrity and apply to all our activities and staff worldwide. They describe our culture and personality both ensure that we follow and comply with all laws and professional codes internally and externally, the way we work and what we stand for. of conduct applicable to us worldwide, and we work hard to embed an ethical culture within and among our people.

Quality Unity Integrity Our ethical principles are enshrined in We take our reputation seriously. Clients come first. We work on the basis We operate in a team culture, We value our people – they are our most our employment contracts and reinforced Our processes are overseen by our that if we help our clients to be successful, collaborating and sharing information and important asset – and we promote a through regular training. We are exacting compliance teams, who promulgate we will be successful. knowledge across disciplines and markets culture of respect for the individual. in our requirements of third parties with policies and conduct the necessary to achieve the best results for our clients. whom we do business. Our policies apply checks when new business is accepted, Our focus is on providing consistently We expect to deliver work that meets the to all our people, regardless of role, in and monitor our subsequent handling of it. high-quality legal services to clients We have a united, global perspective, highest professional, ethical and business all our offices. We train our managers to across the business. servicing industries and clients on a global standards. ensure that they understand our business To maintain the highest ethical standards basis. ethics and can communicate them worldwide, we have created effective We are industry experts. We understand We build long-term relationships with effectively to their team members. procedures to detect any instance of our clients’ businesses, industries and We value our culture and work hard to our clients and colleagues by being misconduct or wrong-doing and to markets. Our strong industry focus helps preserve it. trustworthy, open and fair. Our business principles of Quality, protect those who report them. We have us to forge our market reputation and Unity and Integrity guide our behavior implemented policies which encourage distinguishes us from our peers. worldwide; they describe the way we our people to report suspected wrong- work and what we stand for. We adhere doing as soon as possible, to provide a We have a commercial and pragmatic to the highest professional standards means whereby concerns can be raised, approach to advising clients on their in our dealings with clients. We uphold and to ensure that all employees can business dealings. rigorously our professional obligation as be confident that their concerns will be lawyers to keep all our clients’ information treated seriously, and in confidence. We develop innovative solutions for our and dealings confidential. We are mindful clients’ legal and business issues. of our clients’ expectations and we are careful to ensure that mandates which we We seek to recruit only the best people accept pose no risk of improper behavior and we aim to develop them to perform to or any breach of relevant laws. the highest level. 192 Norton Rose Fulbright – Law around the world Business principles October 2021 193

Risk management Using the right combination of people Most innovative use of technology The Lawyer 2020 Like our clients across all sectors, we face increasingly complex challenges in navigating an array of risks. We and technology for each task have a long-standing global program in place to promote the procedures for managing risk on a consistent basis across our offices worldwide and to ensure that our behavior conforms at all times with our business principles of Quality, Unity and Integrity. Called GPS (Global Practice Standards), our risk management Through our award-winning global change and innovation program, we deliver optimal value to our clients procedures help safeguard our business against a range of risks and our personnel are made aware of them globally by deploying the right combination of people, processes and technology to meet each client’s through compulsory training. Compliance is monitored by our global head of compliance and global audit individual needs. committee, and it is enforced by our global executive committee. Resource management The Hubs’ output is designed from first Data analytics principles around the required outputs. Insider dealing/share dealing Bribery and corrupt activity Money laundering We structure our services to provide the The Hubs are staffed principally by Legal This process-based and technology- Process Assistants who are typically enabled approach to work creates data The professional obligations we uphold as We do not countenance corrupt activity We maintain, on an ongoing basis, greatest possible value to our clients, recruited as graduates, and supervised that is often structured, which enables us a global law firm in protecting our clients’ in any form, whether it stems from effective anti-money laundering policies whether they require ‘lean’ delivery of closely by onsite Associates, and the to identify specific pieces of information, confidential information, and ensuring that our personnel or third party providers which fully comply with the due diligence commodities and tasks, or world-class teams they work with in other offices. or general patterns, that would otherwise it is not used for personal gain, apply to all and clients, and regardless of whether requirements in each jurisdiction in which expertise to deliver the best possible Together, they create legal project not otherwise be evident. We use a range personnel globally. Anyone wishing to buy, someone is being bribed, or offering we practice. These policies are used to outcome. Through our Exchange internal management teams to support our of tools to share this information with sell, authorize, advise or persuade others a bribe. We have drawn up regional screen clients, to identify for whom we are resourcing system, our lawyers, wherever lawyers in planning, structuring and clients in an intuitive way. We are also to buy or sell shares or other securities policies to protect anyone who reports an acting, who ultimately benefits from our they are based in the world, can access reporting on complex legal matters and able to structure data that clients already issued by a stock exchange-listed actual or suspected instance of bribery advice, and who is paying us. Records are support and spare capacity in other offices large client portfolios. They work directly hold for similar benefits. company, must first seek approval from or corruption from discrimination or kept of all transaction data obtained for on a dynamic basis. Exchange enables us with clients and matter teams to ensure our global compliance team. retaliation. the purpose of identification for at least to pinpoint lower cost capacity to support that work is completed efficiently, on five years. lead lawyers working on cost-sensitive AI matters, and to rapidly identify and deploy time, on budget, and to the right quality. External appointments Discrimination appropriate staff. Because the Hubs work to defined Cybersecurity We are also piloting a number of AI tools We are expanding the range of expertise processes, they are able to integrate for document review and analysis, which External appointments for everything We have established systems for reporting within our firm, and the ways in which technology in a repeatable and we may deploy as part of a wider legal from company board members to school complaints about discrimination which Our cybersecurity policy applies we access it. We draw on flexible fee- demonstratively effective way. The design process – for example, to review market governorships must be approved through provide protections for both complainants worldwide to protect the confidentiality of earners who work on-demand, and often of these processes, and integration of precedents ahead of a negotiation, or relevant internal channels in each of our and victims of false accusation. the data we hold, both our own and that remotely, to augment our conventional technology, is overseen by dedicated to scan and sort correspondence for offices, in order to avoid problems such of our clients. Like any global business teams with additional resources. We also specialists located in the Hubs. bulk claims work. Alternatively, this may as conflicts of interest and loss of legal we are constantly at threat from hackers, Economic sanctions retain specialist individuals whose talents be part of a substantive stand-alone privilege. social engineering and data leakage. are required infrequently, but are crucial Technology review process, allowing reviewers to We ensure that our people do not accept when needed. Our flexible fee earners more reliably sand rapidly locate relevant any instruction which would result in our are, typically, individuals who trained at sections of documents. We continue to invest in staying at the business breaching sanctions, or any Norton Rose Fulbright or at other leading forefront of legal technology so that instruction that may result in our being firms, and who are now seeking greater Connecting technology we can coordinate teams in a more liable because we encouraged or assisted flexibility in their working arrangements. transparent and efficient way. We use a client to breach sanctions. automated document production and The impact of technology is significantly Process improvement and legal project workflow management tools to produce increased when tools are integrated management draft contracts or letters rapidly, with through application programming a high degree of quality control, and, if interfaces. If a workflow tool tracks needed, in bulk. This ensures efficient progress of activities against a number Our Hubs in the UK (Newcastle) and the administration of matters requiring of milestones, a visualization tool can be US (Houston), provide reliable and rapidly ongoing or large-scale document used to provide a holistic overview of scalable delivery of non-legal or non- production. project progress. We continue to invest in specialist work, some bespoke to clients’ providing ‘lean’ end-to-end legal services individual requirements, some re-used on for the benefit of our customers. frequently repeating types of work. 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