M&A and Competition Team
The team consists of experienced lawyers (senior associates and associates). In addition to an internationally recognized Of-Counsel with world-wide impressive experience in business law practices
Headed by Dr. Ashraf ABOU ELKHEIR – Managing Partner
Dr. Abou Elkheir has over 15 years of hands-on experience in the areas of corporate, securities, complex M&As, joint ventures and competition law. In addition to the Egyptian market, his expertise spans in different regions including the Middle East, Africa, Europe and Latin America. He held post of Senior Vice President & Regional General Counsel of Lafarge SA. He was highly involved in management, business strategy and business development and was a member of the executive committee at Lafarge Middle East and Africa. Dr. Abou Elkheir was the Chairman of an Egyptian company with a capital of EGP 16 billion and was a member of the board of directors of many companies established in different jurisdictions. Dr. Abou Elkheir previously practiced in a reputable international law firm in France and started his career as an Assistant District Attorney at the Egyptian Public Prosecutor Office.
Dr. Abou Elkheir has a recognized track record of closing deals with a number of the major market players in Egypt and across Europe and the Middle East. He managed, supervised, negotiated, drafted, conducted, advised and structured complex transactions. Examples include the following:
- Lafarge-Orascom Cement EGP 71 billion acquisition in the stock market (biggest transaction in Egypt’s history).
- JVs, SPAs and SHAs in Egypt and many countries in Europe & the Middle East.
- Privatizations of cement companies in Egypt and the Middle East.
- Restructuring of different groups of companies including listed and holding companies (e.g. mergers, spin-offs, capital increases and decreases) for tax optimization, structure simplification, cash stream efficiency (e.g. EGP 15 billion restructuring).
- Capital market topics, tender offers, IPOs, minorities’ rights in Egypt and other countries.
- Settlement agreements with different parties (e.g. EGP 4 billion with the Tax Authority).
- Material contracts: lease and greenfield projects, energy contracts, technical assistance and management, gas supply and EGP 3 billion transponders lease;
- Elaboration and implementation of corporate governance rules.
- Headed competition law teams involved in various compliance programs, notifications, investigations, leniency programs and litigation’s mainly in Europe, in addition to the Middle East and Latin America.
- PhD in Business Law (with honors), Faculty of Law and Economic Sciences, University of Montpellier I, France. Dr. Abou Elkeir was granted the Didier Rocher Award of the Best PhD in Business Law in France in 2003.
- LLM in International Business Law – The Institute of International Business Law (IDAI), Cairo – Paris I University Panthéon Sorbonne.
- Diploma in Judicial Studies- the Egyptian Centre of Judicial Studies, Ministry of Justice – Egypt.LLB, Faculty of Law, Alexandria University.
Dr. Abou Elkheir is fluent in Arabic, French and English.
Headed by Dr. Mohamed Elrafie – Partner
Dr. Elrafie heads the Litigation Practice Area. He is a former judge, served as an in-house counsel and established his law practice, which has later become part of ALF.
Dr. Elrafie has served as a Chief-Judge for five years dealing with all kinds of cases (civil, business, bankruptcy, criminal, labor, etc.…) prior to which he practiced as a prosecutor for eight years, where he dealt with diverse types of criminal cases especially public fund crimes (white collar cases).
In 2007, he was an influential member of the official committee formed by Ministry of Justice for drafting the Economic Courts Act.Dr. ElRafie then served as an in-house counsel for multinational and Egyptian companies. Finally, Dr. ElRafie established his own private practice which represents a varied and growing portfolio of clients in litigation as well as arbitration cases in Egypt and in the Middle East. Dr. Elrafie is also a visiting lecturer in several universities and academic centers, including Cairo University, Helwan University, British University in Egypt; as well as at professional centers specialized in economic and legal studies in Cairo.
Dr. Elrafie has an exemplary understanding and command in dealing with diverse types of disputes with a focus on commercial/corporate disputes. Following is a sample of prominent cases handled by Dr. Elrafie:
- Termination of Commercial Agency Contract of Mercedes in Egypt with alleged compensation amounting to EGP 30 Million.
- Banking disputes (loan agreements, bank commercial mortgages, etc…).
- A safeguard action under rules of WTO with the Jordanian Authority whereby the Jordanian Authority tended to impose safeguard measures on the exported Egyptian White Cement to Jordan.
- Steel License cases before criminal and administrative courts (e.g. the eminent case concerning the provision of licenses to Egyptian steel companies amounting to EGP 1.2 billion).
- Case on acquisition of Dekhela Steel Company worth EGP 6 billion.
- Money laundry case concerning the alleged malpractice in laundering EGP 6.5 billion.
- Ph.D in Comparative Business Law, Faculty of Law, Cairo University.
- LL.M in International Trade Law, Indiana University, USA.LLM , Faulty of Law, Cairo University.
- LLB, Faculty of Law, Cairo University.
Dr. Elrafie is fluent in Arabic and English.
Banking And Project Finance
Headed by Mr. Ahmed T. Hafez – Partner
Mr. Hafez heads the Banking and Project Finance Team. Mr. Hafez is a highly qualified civil and common law lawyer with over 10 years of experience in banking, corporate and commercial law. Having practiced in the Middle East, Africa and Europe, he brings significant knowledge and skill from his years of practice at Baker & McKenzie (Cairo office), the Commercial International Bank (CIB) one of the largest Egyptian financial institutions, as well as a leading multinational corporation where he worked as an in house corporate counsel in both Cairo and Paris. Mr. Hafez’s understanding of international banking transactions, complemented by a strong academic foundation, allows him to provide excellent, high quality and innovative advice in his areas of expertise, which encompasses the following: M&A related finance, asset finance, real estate finance, debt capital market transactions, syndicated loans, mezzanine lending, debt restructuring and refinancing.
Following is a sample of the key transactions in which Mr. Hafez was involved:
- Implementing the corporate restructuring project of a multi-national corporation including advising on the restructuring of the inter-company loans up to the holding level, the liquidation of existing companies and a capital increase of EGP 16 billion by converting the companies “debts to equity”.
- Acting as legal advisor for a USD 750 million facility agreement for a multi-national corporation
- Leading the acquisition of an operational entity in Iraq valued at USD 300 million.
- Leading the project finance team for two Greenfield projects and the related financings in the Middle East region for a multinational cement company.
- Leading the acquisition of Blackstone Group on Hilton in Egypt, the work included the post acquisition integration;A handling company in Sokhna Port.
- Leading a project financing and an acquisition of a textile business factory to an American mega corporation.
- Team member in charge of IPO of TMG Holdingand Palm Hills.
- Advising and representing British Gas and the consortium of shareholders in the Behera Natural Gas liquefaction.
- Involved in the ELNG project finance on part of the creditors.
- Team member in charge of the tender of WEPCO petroleum company, a USD 1.4 billion deal.
- Involved in the negotiation, drafting and closing of a syndicated revolving facility worth EGP 600 million, for the purpose of refinancing an existing revolving facility, capital expenditures and working capital requirements.
- Syndicated medium term facility agreement worth EGP 2.0 billion for financing a part of the outstanding facilities and financing the capital expenditures and the operating expenses.
- Term loan & revolving credit facility agreement worth approximately USD 720 million for repayment of overdraft facilities, inter-company loan of the borrower and extinguishing certain debt held by the borrower.
- Syndicated medium term facility agreement in two tranches for the amount of EGP 1.5 billion and a bridge loan agreement.
- LLM (with Honors), University of Toronto
- Maitrise en Droit, Université Paris I Panthéon Sorbonne.
- LLB, Faculty of Law, Cairo University.
Mr. Hafez is fluent in Arabic, French and English.