JULY 2014

Transactions

Syntaxis backs Expert Petroleum MBO

Syntaxis Capital (“Syntaxis”), a leading provider of mezzanine finance in Central Europe, is pleased to announce that it has provided financing in support of the founders’ buyout and strategic development of Expert Petroleum, through its second mezzanine fund.

Expert Petroleum, primarily based in Romania, is an oil & gas services business that partners with some of the largest owners and operators in the oil & gas industries through long term contracts in order to increase production on their marginal and mature fields. It achieves this by introducing new technologies and lean operating practices, as well as in comprehensive human resources management, all aimed at improving efficiency while ensuring the Company meets industry-leading health, safety and environmental standards.

Coupled with the founders’ buyout, funds provided by Syntaxis will support the development of the Company’s production-enhancement activities across Romania and internationally.

Aleksander Majewski, the Syntaxis Director responsible for the investment, commented:

“We are delighted to be supporting such an experienced management team, with such ambitious plans. They combine a wealth of technological know-how with a long-standing pedigree in international and local markets. As an investment thesis we liked the business development potential, coupled with stable cash flows associated with long-term contracts.” LM

Legal advisors to Syntaxis:

79 Syntaxis backs

Expert Petroleum MBO Legal advisors to Expert Petroleum:

This announcement appears as a matter of record only

FWU Group Second Tranche of US$100M Islamic Bond

Global law firm Morgan Lewis has announced that it has advised European-based multinational insurance group, FWU Group (“FWU”) on a US$40 million issuance, representing the second tranche of their US$100 million Sukuk Al-Wakala program.

The transaction was structured to fund the operations of one of FWU’s five main subsidiaries, Atlanticlux Lebensversicherung S.A. (“ATL”), Luxembourg – a ‘BBB’-rated multinational insurance provider. The Sukuk has been assigned an investment grade credit rating of BBB- by Fitch and is being issued in amortizing tranches, each with a term of five years, and an average life of approximately 2.5 years. Distributions will be made quarterly to investors on a fully amortizing basis, with a profit rate of 7.00% per annum. The first tranche of the program, for US$20 million closed in October 2013, and was oversubscribed.

This transaction is a securitization of Shari’a-compliant life insurance policies, where the Sukuk is asset-backed, representing a true ring- fencing of assets. The specific nature of the underlying assets justified the use of a covered Sukuk Al-Wakala structure. The structure has the additional benefit of allowing for tradability of the Sukuk. A large portion of the assets securitized for the second tranche were made up of the asset management fees of the investment portfolios associated with the insurance policies from France, Germany and Italy, hence attracting a diversified set of institutional investors from the Middle East and Europe, while also providing the opportunity for investors to participate in European rated credit.

Dubai-based partner Ayman A. Khaleq, and associate Amanjit K. Fagura in Morgan Lewis’s Business & Finance practice, acted as FWU’s lead counsel on the transaction. London-based partner Bruce Johnston in Morgan Lewis’s Business and Finance practice assisted in the provision of an English law opinion. LM

This announcement appears as a matter of record only www.lawyer-monthly.com

FWU Group Second Tranche of US$100M Islamic Bond

Legal advisor to FWU Group:

Guernsey counsel to the Issue and Issuer:

Expert Petroleum

FWU Group