Law around the world May 2015

Transcription

1 Law around the world May 2015

2 Contents Recognition 02 Norton Rose Fulbright in brief 04 Global services A Z 06 Global coverage 09 Desks 117 Global practice groups 125 Industry strengths 139 Global management team 153 Business principles 167 More than 50 locations, including Houston, New York, London, Toronto, Hong Kong, Singapore, Sydney, Johannesburg and Dubai. Attorney advertising Cover: Singapore Sports Hub

3 Norton Rose Fulbright Law around the world Global resources People worldwide 7400 Legal staff worldwide Offices 50+ Our locations Europe Amsterdam Athens Brussels Frankfurt Hamburg London Milan Moscow Munich Paris Piraeus Warsaw United States Austin Dallas Denver Houston Los Angeles Minneapolis New York Pittsburgh- Southpointe St Louis San Antonio Washington DC Canada Calgary Montréal Ottawa Québec Toronto

4 Latin America Bogotá Caracas Rio de Janeiro Asia Bangkok Beijing Hong Kong Jakarta 1 Shanghai Singapore Tokyo Australia Brisbane Melbourne Perth Sydney 1 Susandarini & Partners in association with Norton Rose Fulbright Australia 2 Mohammed Al-Ghamdi Law Firm in association with Fulbright & Jaworski LLP 3 Alliances Africa Bujumbura 3 Cape Town Casablanca Dar es Salaam Durban Harare 3 Johannesburg Kampala 3 Middle East Abu Dhabi Bahrain Dubai Riyadh 2 Central Asia Almaty

5 Norton Rose Fulbright Law around the world

6 Norton Rose Fulbright Law around the world Recognition Top 3 global elite brand leader Acritas Sharplegal, Global Elite Brand Index 2014 Best performing legal brand Managing Partners Forum Awards for Management Excellence 2014, th biggest legal practice by gross revenue American Lawyer Am Law 100, 2014 Go-to law firm for the top 500 companies American Lawyer 2014 Projects, energy and natural resources firm of the year Legal Best commodity / trade finance law firm ( ) Best trade law firm in Asia Pacific ( ) Best trade law firm EMEA (2014) Trade Finance Awards for Excellence Overall professional services firm of the year Law firm of the year South African Professional Services Awards 2014 Global energy firm of the year Who s Who Legal May 2015

7 Recognition Global mining firm of the year Who s Who Legal 2014 Highest rated legal practice in multi-jurisdictional work Acritas Canadian Law Firm Brand Index 2014 Law firm of the year natural resources law US News & World Report Best Lawyers 2014, 2013 Elite 20 antitrust and competition practice Global Competition Review Awards 2014 Top 10 leading law firm for pro bono Who s Who Legal 2014 Client choice award (Canada) International Law Office and Lexology 2014 BTI brand elite BTI Consulting Group s survey of best-branded law firms 2014 May

8 Norton Rose Fulbright Law around the world Norton Rose Fulbright in brief Norton Rose Fulbright is a global legal practice. We provide the world s preeminent corporations and financial institutions with a full business law service. We employ more than 3800 lawyers and other legal staff based in more than 50 cities across Europe, the United States, Canada, Latin America, Asia, Australia, Africa, the Middle East and Central Asia. Recognized for our industry focus, we are strong across all the key industry sectors: financial institutions; energy; infrastructure, mining and commodities; transport; technology and innovation; and life sciences and healthcare. Wherever we are, we operate in accordance with our global business principles of quality, unity and integrity. 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. Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available at nortonrosefulbright.com. Industry strengths Financial institutions Energy Infrastructure, mining and commodities Transport Technology and innovation Life sciences and healthcare 04 May 2015

9 Norton Rose Fulbright in brief Global practice groups Banking and finance Corporate, M&A and securities Dispute resolution and litigation Intellectual property Employment and labor Real estate Tax Regulation and investigations Antitrust and competition Selected clients AIG Barclays Bank Barrick Gold Bayer BNP Paribas Bombardier BP China Development Bank Citi Deutsche Bank HSBC ING Group McLaren Group Macquarie Group Petronas QBE Insurance Group Rio Tinto Group Royal Bank of Canada SNC-Lavalin Group Standard Chartered Bank GlaxoSmithKline May

10 Norton Rose Fulbright Law around the world Global services A Z A Aboriginal Access to information Acquisition finance Acquisitions Admiralty Agribusiness Alternative dispute resolution (ADR) Alternative risk transfer (ART) Anti-corruption Antitrust Appellate Arbitration Asset and wealth management Asset-based lending Asset finance Aviation Aviation finance B Banking and finance Banks Benefit plans Brands Business ethics Business immigration and international mobility Business services C Capital markets (debt, equity) Cartel investigations Catastrophic and mass disaster litigation 06 May 2015 Class and group actions Cleantech Commercial litigation Commodities Communications, media and entertainment Competition Competition litigation Compliance Construction Consumer markets Copyright, designs and databases Corporate advisory Corporate and regulatory insurance Corporate, M&A and securities Corporate manslaughter Corporate trustee Crisis management Cyber security D Data protection Debt capital markets Debt finance Derivatives Dispute resolution Distressed debt and investments E ecommerce ediscovery and information governance Employee benefits Employment Energy Engineering Environment Equipment finance Equity capital markets ERISA litigation Executive compensation F Financial institutions Financial investors Financial services Fraud and asset recovery G Governance and directors liability Government contracts Green economy H Health and safety Healthcare services Hospitality I Infrastructure Insolvency Insurance Intellectual property International arbitration International trade Investment funds Islamic finance

11 Global services A Z J Joint ventures L Labor Life assurance Life sciences Litigation Lloyd s M Marine casualty Market investigations Mergers Mining Municipal bankruptcy N Nuclear O Oil and gas Outsourcing P Patents Pensions Petrochemicals PFI/PPP/P3 Pharmaceuticals Planning Ports Power Privacy Private equity Probate and fiduciary litigation Product liability Product recall Professional negligence Project finance Projects Public and administrative law Public finance Public procurement Q Qui Tam False Claims Act R Rail Real estate Real estate finance Regulation and investigations Reinsurance Renewables Restructuring Retail Risk advisory Roads S Sanctions and export controls Securities, regulation and enforcement Securitization Shale gas Shipping Shipping and offshore finance State aid Structured trade and commodity finance Sunshine Act Sustainability and climate change T Tax Tax controversies Technology Telecommunications Tourism Trade marks Transport Trusts and estates U Utilities and sector regulation V Venture capital W Water White collar crime WTO May

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13 Global coverage Global coverage Europe 10 United States 30 Canada 54 Latin America 66 Asia 74 Australia 88 Africa 96 Central Asia 114 India 118 Israel 119 Mexico 120 Nordic region 121 South Korea 122 Turkey 123 Middle East 104 May

14 Norton Rose Fulbright Law around the world Europe overview We offer comprehensive legal advice across the major financial and commercial centers in Europe, including a full EU regulatory and antitrust service from our office in Brussels. Our broad practice ranges from complex cross-border M&A transactions to major projects, international arbitration and financial services regulation. Offices Amsterdam Athens Brussels Frankfurt Hamburg London Milan Moscow Munich Paris Piraeus Warsaw Lawyers in Europe 1100 Partners in Europe 250 Contact Martin Scott [email protected] 10 May 2015 Practice strengths Antitrust and competition Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employee benefits and executive compensation Employment and labor Financial restructuring and insolvency Financial services Insurance Intellectual property Pensions Public law Real estate Regulation and investigations Tax Selected clients BP Crédit Agricole HSBC ING Group Lloyds Banking Group RBS Group Société Générale Stena UniCredit Group

15 Global coverage Europe Tier 1 Energy & natural resources: mining Chambers Global Russia Tier 1 Banking & finance: asset finance & leasing: aviation Chambers Europe Germany Tier 1 Aviation finance Project finance & energy: energy Shipping finance Legal 500 EMEA France 2014 Tier 1 Dispute resolution Energy Shipping finance Shipping litigation Legal 500 EMEA Greece Europe highlights Micro Focus proposes US$2.3bn merger with Attachmate Group We advised Numis Securities as sponsor and financial advisor to Micro Focus International Plc on its merger with The Attachmate Group for an estimated US$2.3bn, before costs. The takeover created an entity with combined revenues of US$1.4bn and increased scale in the global enterprise software market. Public Power Corporation taps international debt capital markets We acted for Deutsche Bank and Credit Suisse as joint global coordinators and book runners on Public Power Corporationʼs 500m issue of notes, by way of private placement outside of the US under Rule 144A. This marks the successful use of the international debt capital markets by one of Greeceʼs biggest industrial corporations. 700m A9 motorway contract secures financing We advised Ballast Nedam Concessies BV Heijmans Nederland BV, Fluor Infrastructure BV and Barclays Infrastructure Funds Management Ltd as equity lenders to the IXAS Zuid-Oost BV consortium bidding for the 700m public private partnership contract to design, build, finance and maintain both a reconstruction and extension of the A9 motorway between Diemen and Holendrecht in the Netherlands. BNG Bank, DZ Bank, ING, KBC, SMBC and Société Générale provided short-term debt of 140m, and half of the long-term debt of around 410m. The European Investment Bank will provide the remainder of the long-term debt. The project is part of the Schiphol Amsterdam Almere road expansion. Vattenfall sells Polish businesses for 1.8bn We advised on all legal aspects of the sale of Vattenfallʼs Polish businesses GZE (electricity retail sales, distribution, and a wind farm) and VHE, Europeʼs largest combined heat and power company. Our role included due diligence; drafting sale and share purchase agreements; managing the separation of the two businesses; and filing merger notifications to the relevant competition authorities. Credit Suisse arranges ECA-backed financing for MTRʼs expansion We advised Credit Suisse on the Swiss Export Credit Agency SERVsupported financing of six FLIRT type 5 coach EMU trains for MTR Express AB in Sweden. The trains were made by Stadler Bussnang AG in Switzerland and the financing was arranged by Credit Suisse, Zurich. May

16 Norton Rose Fulbright Law around the world UK (London) Londonʼs position as one of the top global financial centers plays an important part in driving the UKʼs service-led economy, attracting international investors. Our London office delivers domestic and multi-jurisdictional legal services to international corporates, financial institutions, governments and other public sector organizations as well as outbound work. We excel across a range of legal practices, including corporate, M&A and securities; banking and finance; dispute resolution and litigation; real estate; antitrust and competition, tax; employment and labor; intellectual property; and regulation and investigations. As well as practising English law, we have a team of US-qualified corporate lawyers and a world-leading Islamic finance practice. Lawyers in London 650 Partners in London 150 Contact Martin Scott [email protected] 12 May 2015 Practice strengths Antitrust and competition Asset and wealth management Banking and finance Business ethics and anti-corruption Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employee benefits and executive compensation Employment and labor Environment, safety and planning Financial restructuring and insolvency Financial services Insurance Intellectual property Islamic finance Pensions Public law Real estate Regulation and investigations Tax Selected clients AIG BNP Paribas BP Cable and Wireless Crédit Agricole Department of Transport ExxonMobil GlaxoSmithKline Hiscox HSBC Lloyds Banking Group RBS Group Stena Vattenfall Vodafone

17 Global coverage Europe/UK Projects, energy and natural resources firm of the year Legal 500 UK 2014 Tier 1 (UK-wide) Capital markets: AIM commodities: derivatives and energy trading; trade finance Energy and natural resources Power, energy and natural resources: alternate energy Asset finance: aviation finance; shipping finance Energy and natural resources: mining Investment funds: closed-ended funds Insurance: non-contentious Transport: rail: rolling stock Chambers UK 2015 Tier 1 Corporate and commercial: flotations: small and mid-cap Asset finance: shipping (London) Finance: asset finance and leasing Finance: emerging markets Trade finance: Islamic finance Real estate: commercial property: development Projects and energy: infrastructure: mining and minerals Crime, fraud, licensing: corporate crime Insurance: corporate and regulatory Insurance: insolvency and restructuring Projects and energy: oil and gas; power Transport: rail Legal 500 UK 2014 UK highlights The Al Jaber Group concludes US$4.5bn restructuring Our lawyers in London, Abu Dhabi, Dubai and Singapore advised the Al Jaber Group, one of the largest industrial groups in the UAE, on its US$4.5bn debt restructuring. The transaction concluded four years of work, and involved restructuring and rescheduling US$4.5bn of conventional and Islamic debt facilities provided by local and international banks, and over 600 transaction documents. Largest on-going corporate crime proceedings in UK In a case which led to significant judgments about the powers of the UK Serious Fraud Office (SFO) and about conflicts of interest in complex, multi-jurisdictional criminal proceedings, we advised Victor Dahdaleh, a high net worth individual, and his global companies, in a criminal prosecution brought by the SFO over allegations of corruption. This followed an investigation carried out by the SFO in cooperation with the US Department of Justice and several EU countries. We continue to advise Mr Dahdaleh in connection with on-going multi-jurisdictional proceedings. In December 2013, after a UK Crown Court jury trial, the SFO, with the agreement of the UK s Attorney General, dropped the case against our client following our detailed cross-examination of the prosecution witnesses. Mr. Dahdaleh was acquitted of all charges. This is the largest corporate crime prosecution ever brought by the SFO, and involved alleged payments of around US$40m. Brookfield enters European renewables in 700m acquisition We assisted Brookfield Renewable Energy Partners on its entry into the European renewable power market through a 700m agreement to acquire 17 wind power projects from Republic of Ireland-owned Bord Gáis Energy (BGE). This is also its first renewable power acquisition outside of the Americas. All of BGE s energy business will be sold to a consortium that also includes Centrica plc and icon Infrastructure. Arabian Cement is first major IPO to close in Egypt for three years We acted as international transaction counsel on the US$110m initial public offering in Egypt, and related international institutional offering, of Arabian Cement Company on the Egyptian Exchange in Cairo. EFG Hermes and CI Capital acted as joint global coordinators on the offering. Arabian Cement, one of Egyptʼs largest cement producers, is majority-owned by Spainʼs Cementos La Union, a leading global cement producer. The offering was the first major IPO on the Egyptian Exchange in three years, and included a Rule 144A offering to qualified institutional buyers in the US. May

18 Norton Rose Fulbright Law around the world France (Paris) France is one of the Eurozone s largest economies and a strategic European bridgehead for many global companies. Our Paris office delivers a full range of legal services to public and private organizations, drawing upon our global capabilities to provide a full range of legal services to local and international clients across our key industry sectors. We practise French and English law and are strong in banking and finance, including asset finance; corporate, M&A and securities; antitrust and competition; real estate; tax; and employment. The sectors we know best are transport, energy and project finance. Our activity in Francophone Africa is particularly strong; we are one of the key international practices in North Africa through our Casablanca office. Lawyers in Paris 100 Partners in Paris 21 Contact George Paterson [email protected] Practice strengths Antitrust and competition Asset finance Banking and finance Capital markets (debt, equity) Compliance Corporate, M&A and securities Data protection Dispute resolution and litigation Employment and labor Environment Financial restructuring and insolvency Insurance Project finance Real estate Regulation and investigations Tax Telecommunications Selected clients Allianz/Euler Hermes AXA BNP Paribas Bourbon Crédit Agricole DCNS EI Telecom Export Development Canada Groupe Latécoère HSBC Medtronic Messageries Lyonnaises de Presse Natixis Société Générale 14 May 2015

19 Global coverage Europe/France Tier 1 Transportation: aviation: finance Transportation: shipping: finance Chambers Europe France Tier 1 Aviation finance Shipping finance Project finance and energy: energy Legal 500 EMEA France 2014, 2013 Silver trophy Health/pharmaceuticals (International firms team achievement). Décideurs 2014 France highlights Bourbon s US$1.5bn ʻtransforming for beyond plan proceeds We assisted French ship owner Bourbon, a world leader in offshore support vessels, in implementing the terms of the US$1.5bn first phase of its transforming for beyond plan with the Chinese company ICBC Financial Leasing for up to 51 supply vessels in operation or under construction. This is one of the largest sale and leaseback transactions concluded during 2013 and 2014, and the first of its kind to be undertaken in France. AnaCap Financial Partners in buyout of AssurOne Group We advised AnaCap Financial Partners, a European financial services private equity firm, on its buyout of AssurOne Group, a leading French digital insurance broker specializing in the online distribution and management of personal insurance products, including motor and home policies. Under the terms of the deal, funds advised by AnaCap and AssurOne s management team acquired AssurOne Group from financial investors Seventure Partners and Bpifrance. AssurOne Group is one of the leading online brokers in France. IMPG sells digital advertising software provider to WideOrbit We advised one of Australia s largest privately owned marketing services groups, IPMG, on the disposal of Paris-based digital advertising management software provider Fivia to WideOrbit a leading provider of advertising management software for media companies. WideOrbit, based in San Francisco and with offices across the US, employs nearly 400 people globally. The acquisition expands its ability to service media companies requirements to manage advertising sales. Essere Benessere does Paris listing with Italian private placement We advised Essere Benessere SpA, an Italian leader in the distribution of para-pharmaceutical, pharmaceutical and diet products, on its initial listing on the Marché Libre of the Paris Stock Exchange. Essere Benessere is not listed in Italy; its listing in Paris took place simultaneously with an institutional private placement in Italy. Financing France s photovoltaic program We advised the lenders on the financing of a photovoltaic (PV) power plant project as part of the ambitious 115MW Toul-Rosières program developed by EDF EN on a former military base in France. This, the largest PV power project in France and among the world s biggest, will cover electricity demand for a community of 55,000 people. May

20 Norton Rose Fulbright Law around the world Germany (Munich, Frankfurt and Hamburg) Germany is at the heart of Europe, with a powerful industrial legacy and one of the world s strongest economies. Our offices in Munich, Frankfurt and Hamburg provide a full range of legal services to national and multinational clients. Our German offices cooperate closely in serving corporate clients, financial institutions and private equity houses as well as German SMEs. We advise clients from all over the world on doing business in Germany and elsewhere in Europe. We practise German, English and US law. Lawyers in Germany 150 Partners in Germany 41 Contact Germany Ralf Springer [email protected] Frankfurt Thomas Hopf [email protected] Hamburg Klaus von Gierke [email protected] Munich Cornelia Marquardt [email protected] Practice strengths Antitrust and competition Banking and finance Business ethics and anti-corruption Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Financial services Insurance Intellectual property Private equity Real estate Regulation and investigations Tax Selected clients ABN AMRO APCOA Banco Santander Bankhaus Lampe BayernLB Berenberg Bank CA Immo Close Brothers Seydler Bank Crédit Agricole Credit Suisse Daiichi Sankyo Deutsche Bank DZ Bank Federal Ministry of Transport and Digital Infrastructure Friends Provident HSBC HSH Nordbank Morgan Stanley Société Générale Stena Toyota Tsusho UniCredit/HVB 16 May 2015

21 Global coverage Europe/Germany Insurance law firm of the year Juve Awards 2014 Tier 1 Banking and finance: asset finance and leasing: aviation Chambers Global Germany One of the advantages of the firm is that it has lawyers in several jurisdictions. Very helpful in a transaction over several continents. Chambers Europe 2014 Extremely renowned and well-positioned funds practice. Legal 500 Germany 2014 Germany highlights 1.6bn motorway PPP for northern Germany We assisted the Federal Ministry of Transport and Digital Infrastructure and DEGES with procuring of the A7 Bordesholm Hamburg motorway in Germany. We structured the bid documentation and advised on drafting and negotiating the contract for a 1.6bn PPP project under the A-Model program in Schleswig-Holstein and Hamburg. This is the first project bond and project bonds credit enhancement (PBCE) instrument of the European Investment Bank to be used in financing a project. Toyota Tsusho Corporation takes strategic stake in Scholz We advised Toyota Tsusho Corp on the acquisition of a significant strategic share in Scholz, one of the largest German family businesses and one of the largest recycling companies of secondary raw materials worldwide. Takeover of Sal. Oppenheim depositary services We advised CACEIS banking group, part of Crédit Agricole, on its takeover of Sal. Oppenheimʼs asset depositary activities for real estate and other assets in Germany. All funds involved, valued at 12bn, will be migrated to the new custodian CACEIS one of the largest depositary banks and the premier fund administrator in Europe. Frankfurtʼs Tower 185 sold for 500m We advised CA Immo Deutschland GmbH and CA Immo Frankfurt Tower 185 Beteiligungs GmbH on finalizing an agreement to sell part of Frankfurt s landmark Tower 185 office building in a 500m transaction. Two institutional investors each acquired a third of the Frankfurt office property while CA Immobilien Anlagen retained a one-third stake. POLITICO enters Europe in joint venture with Axel Springer We advised the Washington DC-based news organization POLITICO on its entry into the European market. Our cross-atlantic team from Houston, Hamburg and Frankfurt handled both US tax and European corporate and tax matters in its formation of a joint venture to start a European version of POLITICO with German publisher, Axel Springer. Joyou secures US$300m loan facility from Japanese banks We assisted Joyou AG, a Chinese manufacturer and supplier of bathroom fixtures and fittings, with a US$300m loan facility agreement arranged by a consortium of Japanese banks consisting of Sumitomo Mitsui Banking Corporation, Bank of Tokyo-Mitsubishi UFJ and Mizuho Bank. May

22 Norton Rose Fulbright Law around the world The Netherlands (Amsterdam) The Netherlands is a hub for international trade and business. Its reputation for innovation and an entrepreneurial spirit attracts multinational corporations seeking a European base. Our office in Amsterdam provides a broad corporate and commercial service and has worked on some of the highest profile project financings and other business transactions in the Dutch market, as well as on cross-border transactions in sectors including financial institutions, transport and energy. We advise on Dutch and English law aspects of transactions involving North American and other European markets. Lawyers in Amsterdam 50 Partners in Amsterdam 12 Contact Ep Hannema [email protected] Practice strengths Banking and finance Civil notarial services Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environmental Financial restructuring and insolvency Financial services Food and agribusiness Infrastructure Insurance PPP/project finance Private equity Real estate Regulation and investigations Tax Trade and commodity finance Venture capital Selected clients AIG AXA Ballast Nedam Bank of America CME Group DP World ING Intercontinental Hotels Group Rabobank RWE 18 May 2015

23 Global coverage Europe/The Netherlands Practical and dedicated team. Lots of experience and a fast service. Chambers Europe 2014 Netherlands highlights BMW sells Noordlease stake We advised BMW on its sale in an auction of all shares in Noord Lease BV to Noordlease Holding BV, a company incorporated by the management of Noordlease BV, NV NOM (the investment and development company of North Holland), and NIBC Bank NV. BMW had previously acquired the shares as part of its acquisition of the car lease business of ING in 2011, a transaction on which we also advised the German car, motorbike and engine manufacturer. VWR International acquires Klinipath We advised VWR International LLC, a leading independent provider of laboratory supplies, equipment and services to the global life sciences and research industries, on its acquisition of Dutch company Klinipath BV and its affiliates Immunologic BV, Mortupath BV and Klinipath BVBA. Ballast Nedam in the Netherlands first DBFM lock project We advised one of the bidding consortia in a tender to design, build, finance and maintain (DBFM) the Limmel lock project in the south of the Netherlands. The work involves the construction of a new lock, along with ancillary works and the subsequent demolition of the existing lock. This is the first lock project brought to market in the Netherlands through a DBFM contract. ICTSI in innovative US$350m loan facility program We advised Philippines-based port operator International Container Terminal Services Inc on an inaugural loan facility program, and on a US$350m syndicated revolving credit facility with a large group of banks. Sirius Real Estate completes refinancing program We assisted Sirius with the refinancing of its existing BerlinHyp AG facility, which expired at the end of March The new loan will be secured against nine properties, valued at 212m, and will expire on March 31, This marks the completion of Sirius s refinancing program. Catalina in US$200m reinsurance deal with Delta Lloyd We advised Catalina Holdings (Bermuda) Ltd on a US$200m reinsurance deal with Delta Lloyd. The deal involves the reinsurance of a runoff portfolio of international marine business liabilities by Glacier Reinsurance AG, a fully owned Swiss subsidiary of Catalina. May

24 Norton Rose Fulbright Law around the world Italy (Milan) Italy is one of the world s largest exporting economies, attracting inward and outbound investment as well as strong domestic investment. Our Italian presence is a core part of our European platform. We offer a wide range of transactional and regulatory advice to national and multinational corporations, banks and financial institutions, insurance companies and private equity funds, as well as entrepreneurs from many sectors. We also represent clients in domestic and international litigations. We are strong in insurance, energy, infrastructure and shipping. We have Italian- and English law-qualified lawyers based in Italy and provide clients with Italian, pan-european and global legal services. Lawyers in Italy 34 Partners in Italy 11 Contact Nicolò Juvara [email protected] 20 May 2015 Practice strengths Banking and finance Business ethics and anti-corruption Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Financial services Insurance Project finance Public and administrative law Real estate Regulation and investigations Shipping Structured trade/commodity finance Tax Selected clients Alitalia European Compagnia Investment Fund Aerea Italiana Export-Import AIG Bank of the Assicurazioni United States Generali Falck AXA Renewables Banca IMI Kinexia Bank of America Macquarie BNP Paribas Markel Citi OLT Toscana (E.ON Group) ContourGlobal Partners Group Corio QBE Insurance Crédit Agricole Quercus Deutsche Bank SACE EN Gas & Oil Trading Italia UBI Banca Enel Green UniCredit Power Zurich Insurance European Investment Bank

25 Global coverage Europe/Italy Tier 1 Insurance Chambers Europe 2014 ʻWidely considered one of the foremost names in the market thanks to a broad focus and depth of expertise. Works for the leading insurance players in Italy on transactional, regulatory and contentious proceedings.ʼ Chambers Europe 2014 Italy highlights Landmark mini-bond issue from renewable energy company We advised Citibank on the issue of mini-bonds by renewable energy company Antin Solar Investments SpA, the first transaction of this kind in Italy. The company, wholly owned by Antin Infrastructure Partners (a platform for the acquisition of solar photo voltaic plants in Italy) will use the funds raised to refinance investments in the solar sector. Assicurazioni Generali, AXA trade insurance assets We advised Assicurazioni Generali on the sale of Fata Assicurazioni Danni to Italian insurance company Cattolica for 179m. Fata Assicurazioni Danni specializes in insurance covering agricultural risk through a distribution network of more than 170 agencies across Italy. Meanwhile, AXA acquired a minority stake in Net Insurance, an Italian company specializing in Italian employee loan repayment schemes and other payment protection insurance products. European Investment Bank finances Grimaldi s ship acquisition We advised the European Investment Bank on financing for Industria Armamento Meridionale (Grimaldi Group) to acquire a ship built by Korean shipyard Hyundai Mipo of Ulsan. The transaction was part of the Motorways of the Sea project, promoted by the European Commission and supported by the European Investment Bank, to relieve congestion on Italy s road network and reduce air pollution, by offering alternative transportation for goods and materials. Enel Green Power targets renewables in South Africa and Chile We are assisting Enel Green Power with its part in South Africa s renewable energy program, and its acquisition and development of large-scale wind and solar projects. We also advised Citi on a 100m EKF and ELO supported loan to Italy s Enel Green Power to finance two wind projects in Chile. ContourGlobal leads Italian solar financing transactions We advised the Italian subsidiaries of ContourGlobal on the issue of $400m in secured notes to refinance its existing global energy portfolio and to finance the construction and acquisition of new energy facilities. We also acted for ContourGlobal in its acquisition of a solar energy portfolio comprising projects in Sardinia, Sicily and Calabria from Sorgenia Solar, a subsidiary of a leading Italian energy company. Separately, we also advised Partners Group on the acquisition of a solar portfolio from Renovalia Italia, the Italian branch of Spanish renewable energy company Renovalia. May

26 Norton Rose Fulbright Law around the world Greece (Athens and Piraeus) We have a leading legal practice in Greece focusing particularly on banking and finance (including shipping finance, project finance, and structured finance), financial regulation, corporate, M&A, capital markets, litigation and dispute resolution. With offices in Athens and Piraeus, our clients include Greek companies raising funds externally and multinational corporations providing inward investment into Greece. We are particularly active in the financial institutions, shipping, energy (including renewable energy), insurance and real estate sectors. We practise English and Greek law. Lawyers in Greece 33 Partners in Greece 7 Contact Dimitri Sofianopoulos [email protected] Norton Rose Fulbright Greece is the trading name of Norton Rose Fulbright, Sofianopoulos, Tsohou, Cheilas, Kelly, Koroxenidis, Assimakis, Liberopoulos and Partners Law Firm 22 May 2015 Practice strengths Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Financial regulation PPP and projects Regulation and investigations Shipping Selected clients Alpha Bank Group Avin International BNP Paribas Citi Costamare Partners LP Crédit Suisse Emirates Telecommunications Eurobank Greek Privatization Fund Hellenic Financial Stability Fund HSBC Jefferies Latsco Shipping Ltd Morgan Stanley National Bank of Greece OPAP Piraeus Bank Public Power Corporation (PPC) and PPC Renewables RBS Group Safe Bulkers Inc Société Générale

27 Global coverage Europe/Greece Tier 1 Shipping (international firms) Chambers Global Greece Tier 1 Energy Chambers Europe Greece Greece highlights Costamare in one of largest shipping private equity investments Our lawyers in Greece, the UK and the US assisted Costamare Partners LP with the formation of a joint venture with funds managed and/or advised on by York Capital Management Advisors LLC. The joint venture will invest up to US$500m in equity to buy container vessels. This is one of the biggest private equity investments in shipping to date. Four commercial Greek banks in energy refinancing We advised Greece s four major commercial banks (Eurobank, Piraeus Bank, National Bank of Greece and Alpha Bank) on a complex refinancing of a merchant power plant, the second of its kind in Greece. Our Athens and London teams carried out due diligence and drafted and negotiated the finance documentation to refinance a 436MW CCGT power plant owned by Korinthos Power SA, a joint venture between two of the country s biggest industrial groups, Mytilineos Holdings and Motor Oil Hellas. Emma Delta acquires stake in Greek gaming company OPAP We advised Jefferies International as underwriter on the 400m financing of Emma Delta for a 33 per cent stake in Greek gaming company OPAP SA. The transaction, part of the Greek privatization program, involved raising funds through an issue of senior notes through a private placement. US$560m KEXIM-backed financing for Oceanus LNG purchase We advised DVB Bank AG on the KEXIM-backed and KEXIM-guaranteed US$560m export credit syndicated financing of Oceanus LNG s acquisition of four LNG carriers. Oceanus LNG is a joint venture between Cardiff s George Economou interests and of private equity fund Mattlin Patterson. Citigroup arranges US$600m financing for LNG carriers We acted for Citigroup as mandated lead arranger on the US$600m syndicated financing of Nasdaq-listed GasLog s purchase of four LNG carriers, and their leaseback to British Gas. Greek construction companies issue bonds We prepared and negotiated finance documents for Aktor Concessions and Ellaktor, two Greek concession and construction companies, when they issued two bonds worth 170m and 227.5m, respectively. The companies are involved in several different large-scale infrastructure projects in Greece and internationally, to drive growth. May

28 Norton Rose Fulbright Law around the world Belgium (Brussels) Brussels is the antitrust, competition and regulatory heart of Europe. Our Brussels practice is a key part of our global antitrust and competition group, creating a vital link between our US and Asian antitrust practices. The office also advises on wider European regulatory issues including in the financial services, energy and transport sectors, as well as on WTO and trade law matters. Our multinational team works with companies and government organizations, coordinating advice across all EU jurisdictions. We practise EU law and regularly advise on transactions which span multiple jurisdictions and continents. Lawyers in Brussels 14 Partners in Brussels 4 Contact Mark Tricker [email protected] Practice strengths Antitrust and competition (EU law) Compliance Market investigations and monopoly practices Merger control Private equity WTO and trade issues Selected clients easyjet G4S KKR Reckitt Benckiser Sanyo Panasonic 24 May 2015

29 Global coverage Europe/Belgium Tier 1 EU regulatory: energy and transport Legal 500 EMEA Belgium 2014 Belgium highlights European Commission investigates interbank benchmark We are advising a major financial institution (one of the non-settling parties) on the European Commission s ground-breaking investigation into the fixing of Euribor, the interbank lending benchmark. This case, a priority for the European Commission, is extremely complex, raising novel procedural issues through the use of a hybrid settlement procedure. Reckitt Benckiser acquires Johnson & Johnson brand We are advising Reckitt Benckiser on the merger control notification requirements, in a number of jurisdictions globally, arising from its acquisition of the KY brand from Johnson & Johnson. easyjet takes action against Schiphol airport in Amsterdam We are advising easyjet on its on-going complaint (and subsequent court action) against an alleged abuse of a dominant position by Amsterdam Schiphol airport. KKR s compliance program We are advising KKR & Co LP and its portfolio companies on its antitrust compliance program and other antitrust/competition law matters. International banks buy into ISWAP derivatives platform We have advised a number of leading international banks, including Royal Bank of Scotland and Citibank, on obtaining merger control clearances for the acquisition of shares in a derivatives platform (ISWAP) operated by ICAP. May

30 Norton Rose Fulbright Law around the world Russia (Moscow) Our Moscow practice works with a range of international clients on cross-border transactions with Russian corporates, financial investment funds and multinational funding agencies, particularly in the oil and gas, metals and mining, and financial sectors. We offer a full business law service across a number of practice areas, including corporate, M&A and securities; banking and finance; dispute resolution and litigation; real estate; and construction. We are strong in financial institutions, energy, infrastructure, mining and commodities, and transport. We practise Russian and English law and regularly advise on transactions in Asia, Latin America and across Central, Eastern and Western Europe. Lawyers in Moscow 31 Partners in Moscow 7 Contact Anatoly Andriash [email protected] Valentina Gluhovskaya [email protected] Practice strengths Antitrust and competition Banking and finance Business ethics and anti-corruption Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Insurance Intellectual property International arbitration Project finance and PPP Real estate and construction Regulation and investigations Sustainability and climate change Tax Selected clients AirBridgeCargo Airlines Alliance Oil Astrakhan Oil Corporation Ltd Barrick Gold Corporation BNP Paribas Chevron Citi Crédit Agricole CIB EXIAR (Russian export credit agency) Gazprom Gazprom Neft HSBC ING Group Inter RAO Jilin HOROC Rio Tinto Rosneft S7 Group Sberbank of Russia Slavneft SOCAR Rosbank (Société Générale) TogliattiAzot UniCredit 26 May 2015

31 Global coverage Europe/Russia Tier 1 Energy and natural resources Legal 500 EMEA Russia Tier 1 Energy & Natural Resources: Mining Chambers Europe Russia Russia highlights Yildirim acquires Mechel OAO s ferroalloy assets for US$425m We advised Yildirim Group, a Turkish holding group, on the US$425m acquisition of ferroalloy assets from OAO Mechel, including the Voskhod mining plant in Kazakhstan, a modern chrome ore mine, and the Tikhvin ferroalloy plant in Russia. Our role in the acquisition included advising on FAS filings and EU competition matters. SOCAR purchases gas assets in Central Europe We advised SOCAR (State Oil Company of the Azerbaijan Republic) on the acquisition of a gas distribution grid and gas filling stations in a Central European country, as well as on a landmark gas transportation project to Europe. TogliattiAzot in Supreme Commercial Court litigation We defended TogliattiAzot, a Russian chemical company and the world s largest ammonia producer, in litigation initiated by minority shareholder Eurotoaz Ltd, claiming a near five per cent block of shares. The case, pending over two years before the Russian and Irish courts, was won in the highest court, the Supreme Commercial Court of the Russian Federation. Eximbank loans US$195.2m to Ecuadorian energy company We advised Eximbank of Russia (Roseximbank) on a US$195.2m loan to Celec EP, an Ecuadorian state energy company, arranged by Eximbank of Russia, Vnesheconombank (VEB) and Gazprombank. The loan will be used to build a new power plant in the Republic of Ecuador. International banks lend Gazprom Neft US$2.15bn We assisted Gazprom Neft, a major Russian oil company, in procuring a US$2.15bn club term and revolving loan facilities, which were provided by a group of international banks. B&N Bank to acquire DNB Bank s Russian operations We are advising Mikhail Shishkhanov, the majority shareholder of B&N Bank, on the acquisition of JSC Commercial Bank DNB Bank, a regional leader in Murmansk, comprising all the operations of DNB Bank (the leading Norwegian financial group) in Russia. The acquisition supports B&N Bank s ongoing expansion across the Russian Federation. May

32 Norton Rose Fulbright Law around the world Poland (Warsaw) Poland has attracted substantial foreign investment for a number of years and is now a key emerging industrial hub in central Europe. Our Warsaw office provides Polish and international law advice to a range of global financial institutions and corporates and the largest Polish business entities. We draw upon our European and global capabilities to provide a full business law service and are particularly strong in the areas of energy and natural resources, and financial institutions. Our lawyers advise on Polish and international law. Lawyers in Warsaw 30+ Partners in Warsaw 5 Contact Piotr Strawa [email protected] Practice strengths Antitrust and competition Banking and finance Construction Corporate, M&A and securities Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Insurance Private equity Project finance Real estate Regulation and investigations Selected clients ABC Data Bank Polski SA Bank Zachodni WBK (Santander) BNP Paribas BP Europa SE CEE Equity Partners Deutsche Bank EBRD EDF Fortum GDF HSBC Hydro Aluminium Impax Asset Management ING Invesco Real Estate Limited Iskander Energy Jakob Stiefel Keppel Seghers Lantmännen LOT Polish Airlines mbank (Commerzbank) NBGI Private Equity Nestlé RBS SNC Lavalin TAURON Polska Energia Vattenfall 28 May 2015

33 Global coverage Europe/Poland Tier 1 Energy and natural resources Legal 500 EMEA Poland 2014 The lawyers are adaptable and creative in meeting clients needs innovative, highly motivated, always available and never miss deadlines. Chambers Europe Poland 2014 Poland highlights China Exim-backed CEE Equity Partners makes Polish debut We advised CEE Equity Partners on its first investment in Poland, a 60m (PLN240m) minority stake in Polish Energy Partners, Polandʼs biggest private power company, controlled by Kulczyk Investments. CEE Equity Partners is a private equity fund established by China Exim Bank with institutional investors from Central Europe to invest in infrastructure, energy and technology in the region. TAURON and ArcelorMittal set up Polish power venture We assisted TAURON, the second biggest power company in Poland, in setting up an energy joint venture, TAMEH-TAURON ArcelorMittal Energy Holding, with ArcelorMittal, the leading global steel producer. The joint venture will own and operate four major power plants in Poland and the Czech Republic. As part of the transaction, TAURON is contributing two energy generation facilities to the joint venture in Dabrowa Górnicza and Blachownia in Poland; ArcelorMittal contributed two combined heat and power plants in Krakow and Ostrava in the Czech Republic. Polish mobile network in 900m high-yield bond offering We advised JP Morgan and Bank of America and Merrill Lynch, as global coordinators, on a 900m high-yield bond offering from Polish mobile network P4 Sp. z.o.o., which operates under the ʻPLAYʼ brand. This was used to refinance PLAYʼs funding arrangements and to distribute funds to shareholders. The offering comprised 600m fixed rate senior secured notes, due in 2019, 30m (PLN130m) floating rate senior secured notes, due in 2019, and 270m fixed rate senior notes, due in The deal also included a PLN400m revolving credit facility granted to PLAY by Bank Zachodni WBK SA (Santander Group) and Alior Bank. This is one of the largest euro-denominated high-yield bond offerings in Eastern Europe. US$2.4bn refinancing of Polish telecom operatorʼs debt We assisted the banks refinancing US$2.4bn of debt for Polkomtel, one of Poland s leading telecom operators. Bank Polska Kasa Opieki SA and Powszechna Kasa Oszczędności Bank Polski SA were global coordinators and senior mandated lead arrangers. UniCredit was facility agent, and other financial institutions acted as arrangers and original lenders. May

34 Norton Rose Fulbright Law around the world United States overview We have one of the largest legal practices in the US, with 750 lawyers across 11 locations, coast to coast, including New York, Washington DC, Houston and Los Angeles. We represent many of the world s preeminent financial institutions and corporations in matters ranging from litigation to intellectual property and regulatory investigations. We are known for our depth and breadth of experience in financial institutions, energy, life sciences and healthcare, technology and innovation, and infrastructure mining and commodities. Offices Austin Dallas Denver Houston Los Angeles Minneapolis Lawyers in the US 750 Partners in the US 275 Contact New York Pittsburgh- Southpointe St Louis San Antonio Washington DC Linda L. Addison [email protected] Practice strengths Appellate Mass torts/ Arbitration products Corporate, M&A Public finance and securities Real estate Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Company Dell ExxonMobil Farmers Insurance General Electric Company GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Procter & Gamble Shell Total E&P USA 30 May 2015

35 Global coverage United States Client Service 30: the cream of the crop BTI Consulting 2014 America s best corporate law firms Corporate Board Member 2014 Tier 1 Antitrust Bankruptcy/restructuring Healthcare Labor and employment Chambers USA Texas 2014, 2013 US highlights BP in US$256bn suit relating to Gulf of Mexico oil production Our Houston litigation team succeeded on a summary judgment motion in a US$256bn suit against BP. The federal trial court held that a former BP contractor and an environmental advocacy group had no standing or evidence to support a lawsuit alleging violations of the federal False Claims Act and the Outer Continent Shelf Lands Act. Feld Entertainment in landmark settlement We obtained landmark settlements for Feld Entertainment Inc, owner of the Ringling Brothers and Barnum & Bailey Circus, with the Humane Society of the United States, the American Society for Prevention of Cruelty to Animals and other animal rights groups and their lawyers. Under the settlements, HSUS, ASPCA and other involved parties agreed to reimburse Feld Entertainment for more than US$25m in legal fees incurred over nearly 14 years of manufactured litigation in which the parties attempted to outlaw Feld s use of elephants in the circus and which the presiding judge ruled was frivolous, vexatious and unreasonable from inception. National Football League in suspension probe We have been retained by the National Football League Players Association on a high-profile investigation into Ray Rice s suspension for violating the league s personal conduct policy. We are investigating the league s handling of the situation, including due process, discipline, facts and conduct both of the League Office, which suspended Rice, and the Baltimore Ravens, which terminated Rice s contract. Sinclair Broadcast acquires Allbritton Communications TV We represented the owners of closely held Allbritton Communications on tax matters associated with the US$985m sale of eight television stations to Sinclair Broadcast Group in what was described by The Washington Post as a ʻblockbuster deal that ends a 40-year era in Washington media.ʼ Allbritton Communications was founded in the 1970s by Joe L. Allbritton, who died in December, He was succeeded as Chairman by his son, Robert Allbritton, who decided to exit the television business to focus on another company holding, US-based political publication POLITICO. Baytex Energy buys Aurora Oil & Gas for C$2.6bn We represented Baytex Energy Corp, a Canadian-based company, on its C$2.6bn acquisition of 100 per cent of the shares of Aurora Oil & Gas Limited, a publicly traded Australian company. May

36 Norton Rose Fulbright Law around the world Austin (United States) Our Austin office has a history of representing mature and growing companies, with a focus on start-ups, particularly in technology and innovation, and life sciences. Our nationally-recognized intellectual property practice has assisted our clients development and commercialization of new technologies and products. Our Austin lawyers also provide valued advice in the areas of employment and labor, healthcare, financial restructuring and insolvency, dispute resolution and litigation, real estate, and tax. Lawyers in Austin 72 Partners in Austin 25 Contact Stacey Martinez [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 32 May 2015

37 Global coverage United States Tier 1 (Austin) Appellate Biotechnology Copyright Dispute resolution and litigation Employment management Financial restructuring and insolvency Healthcare Labor management Litigation (intellectual property, employment and labor, patent, real estate) Medical malpractice defendants Patent Personal injury litigation defendants Product liability litigation defendants Real estate Tax Trade mark US News & World Report Best Law Firms 2014 Austin highlights ArthroCare Corporation in five-year federal investigation We successfully negotiated a deferred prosecution agreement with the US Department of Justice (DoJ) Fraud Section to resolve its five-year investigation of ArthroCare Corporation. Under the two-year, deferred prosecution agreement, the Texas-based medical device maker will pay a US$30m fine, which marks a 50 per cent reduction in the fine it potentially faced, maintain a compliance program and provide two annual reports on the compliance program s effectiveness. By successfully defending ArthroCare s complex business practices, we secured both civil and criminal releases from all investigated and disclosed conduct while stipulating to only one count of conspiracy to commit wire and securities fraud. University of Houston in US$157m revenue bonds issuance We represented the University of Houston on the issuance of US$157m of revenue bonds composed of a tax-exempt series of US$54m to refund certain bonds and commercial paper notes, and to finance various projects and a taxable series of US$102m to finance building and stadium projects. We served as bond counsel on the transaction, which involved a competitive bid process on escrow. Farmers Group in IP management matters We represent Farmers Group Inc, a major US insurance provider, on the management and enforcement of intellectual property matters. Our work covers patents, trademarks and copyrights, including counselling, prosecution, portfolio management, transactions, litigation, oppositions and cancellations and other enforcement mechanisms. Hartz Mountain Industries buys multiple properties We represented Hartz Mountain Industries, one of the largest private real estate owners and developers in the US, on the US$129m purchase of 35 industrial buildings in Cobb and Gwinnett counties in Georgia from ING Clarion. May

38 Norton Rose Fulbright Law around the world Dallas (United States) We have one of the largest legal practices in Dallas, focusing on Fortune 1000 and upper-tier mid-market companies. We offer extensive experience in public and private equity and debt offerings, transactions, securities matters and governance issues, while our disputes, healthcare, reorganization and intellectual property teams are routinely recognized as some of the finest lawyers in the country. As a result, Dallas serves as a gateway for clients operating globally. Lawyers in Dallas 150 Partners in Dallas 50 Contact Jonathan Skidmore [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 34 May 2015

39 Global coverage United States Tier 1 (Dallas) Appellate practice Banking and finance Bankruptcy Commercial litigation Copyright Corporate litigation (banking & finance, bankruptcy, intellectual property, labor and employment, patent, securities) M&A Patent product liability litigation defendants Public finance securities/capital markets Tax Trade mark US News & World Report Best Law Firms 2014, 2013 Dallas highlights CEXIM is secured creditor in shipping bankruptcy We represent the Export-Import Bank of China (CEXIM), the largest secured creditor on one of the largest international shipping bankruptcy cases ever filed. CEXIM financed OSG Shipholding Group and affiliated companies purchase of five large ships which were manufactured by Chinese shipbuilding companies. The OSG case involves more than 100 affiliated companies with a myriad of complex jurisdictional and international industry and insolvency laws. Baylor Health Care System combines with Scott & White We represented Baylor Health Care System on its combination with Scott & White Healthcare to create the largest non-profit healthcare system in Texas, with total assets of approximately US$8.3bn. We advised Baylor on the corporate and tax aspects of the transaction, and advised Baylor and Scott & White jointly on antitrust and other regulatory aspects of the transaction. We overcame a number of significant obstacles to the transaction, including tax-exempt bond issues and the creation of an interim structure allowing the combination to proceed prior to receiving IRS approval. Beck Ventures in multi-billion regional mall project We represented Beck Ventures on the acquisition of Valley View Mall in Dallas, a large regional mall with more than 1 million square feet of retail mall space, as well as several related and adjoining properties. The properties are part of a 400-acre area that is centrally located in Dallas and which recently was rezoned by the City of Dallas to permit the building of a new multi-use development district with retail, residential, hotel, office and related uses, as well as substantial green areas for public use. The client s ultimate investment may exceed US$2bn over a period of several years. Zimmer Inc in multi-million product liability lawsuit We represented Zimmer Inc against claims that a tibial fracture fixation plate contained a design defect that allegedly led to the plaintiff become disabled. During a three-week jury trial, we showed that the plaintiff s fracture failed to heal because of its severity not because of a defect in the medical device. A verdict was returned in favor of our client. May

40 Norton Rose Fulbright Law around the world Denver (United States) Our Denver lawyers regularly partner with corporate lawyers in other offices to manage large, complex transactions and disputes in areas ranging from energy and healthcare to bioscience and technology, and on issues such as LNG export or transporting oil by rail. This strong Western Lands and energy team provides on-the-ground experience and a vital two-way connection between our clients in the Rockies and the world s financial and commercial centers. Our lawyers handle complex litigation of all types, including high-profile, high-stakes litigation, as well as investigative and regulatory matters. Lawyers in Denver 10 Partners in Denver 3 Contact Gene Lewis [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 36 May 2015

41 Global coverage United States Rocky Mountain law firm of the year Rocky Mountain Oil and Gas Awards 2014 Denver highlights Mattress Firm in US$425m purchase of competitor We represented Mattress Firm Holding Corporation, the largest specialty bedding retailer in the US, on its US$425m purchase of The Sleep Train Inc. Mattress Firm has more than 1,500 stores in 36 US states and the acquisition adds more than 300 additional retail stores in California, Oregon, Washington, Idaho, Nevada, and Hawaii. Pro forma annual revenue is combined estimated to be US$2bn annually. Rockies Express Pipeline in US$170m federal contract claim We represented Rockies Express Pipeline on the US Civilian Board of Contract Appeals and before the Federal Circuit, winning a ruling that will allow REX to claim over US$170m in contract damages. The case concerned a 1,679-mile natural gas pipeline and a contract breach by the Minerals Management Service (MMS), part of the US Department of Interior. The Board determined that the government had breached the contract but limited REX s claim to US$4m on the grounds that the MMS would have eventually terminated the contract. The Federal Circuit reversed, holding that REX is entitled to recover damages which would put it in the same economic position as if the contract had been performed, and remanding to the Board for calculation of damages under the correct measure. We continue to represent REX on the remand to the Board. Entek GRB in mineral development surface access dispute We successfully prosecuted an appeal in the Tenth Circuit for Entek GRB LLC., the operator of a federal mineral unit. Entek sought surface access across a split-estate surface owner s surface to reach locations within the unit, but not on the surface owner s surface. In a case of first impression, the Tenth Circuit reversed the District Court and held that under the Stock-raising Homestead Act and the Mineral Leasing Act, Entek could use surface anywhere within the unit to support development. Merrill Lynch in US$50m suit arising out of Ponzi scheme We represented Merrill Lynch in defending claims brought by the receiver of an investment company exposed as a Ponzi scheme. The receiver filed a FINRA arbitration seeking to recover more than US$50m relating to funds that the Ponzi schemer had invested through Merrill Lynch brokerage accounts. We filed suit in Colorado federal court challenging the receiver s ability to assert investors rights in a FINRA arbitration, delving into novel and complex issues of receivership, standing to assert others claims, and standing to enforce FINRA arbitration agreements. While that motion was pending, the entire suite of litigation was settled favorably. May

42 Norton Rose Fulbright Law around the world Houston (United States) Our US practice was established 95 years ago in this global energy center. Since then, our transactional scope has expanded exponentially, including a major international energy practice, and our roots in litigation have grown into a large, diversified disputes practice, respected both nationally and internationally. From corporate law, healthcare, intellectual property, public finance and tax, our Houston lawyers regularly assist clients with US and international transactions, infrastructure projects, disputes and regulatory matters. Lawyers in Houston 222 Partners in Houston 77 Contact Carter Crow [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 38 May 2015

43 Global coverage United States Tier 1 (Texas) Antitrust Bankruptcy/restructuring Healthcare Labor and employment Chambers USA 2014, 2013 Tier 1 (Houston) Antitrust Appellate Copyright Corporate Eminent domain and condemnation Employee benefits (ERISA) Employment Energy Environmental Financial restructuring and insolvency Healthcare Insurance International arbitration Labor law management Leveraged buyouts and private equity Litigation (antitrust, bankruptcy, employment and labor, environmental, ERISA, intellectual property, patent, tax) Mass tort / class actions defendants and plaintiffs Medical malpractice law defendants Natural resources Oil and gas Patent Personal injury defendants Product liability defendants Public finance Securities/capital markets Securities regulation Tax Technology Trade mark Trusts and estates Venture capital US News & World Report Best Law Firms, 2014 Houston highlights Tesoro in sale of Hawaiian crude refinery We represented Tesoro Corporation on the sale of a 94,000 bpd crude oil refinery in Kapolei, Hawaii, along with related terminals and pipelines. The transaction also included the sale of 31 retail locations and crude oil inventory and refined products throughout the Hawaiian islands. National Oilwell Varco in US$400m securities class action We successfully defended National Oilwell Varco Inc (NOV) against a US$400m securities class action arising from a 2012 agreement by NOV to purchase Robbins & Myers Inc. The case was dismissed for lack of subject matter jurisdiction after we uncovered that the sole named plaintiff was not a shareholder at the time he filed the action. Transocean in long-running patent suit against Maersk We represented Transocean Offshore Deepwater Drilling Inc, reaching a settlement in a patent case against Maersk Drilling USA that was pending before the US Supreme Court. The settlement brought to an end a sevenyear battle during which Transocean won a jury verdict of US$15m and two appeals to the Court of Appeals for the Federal Circuit based on its patented technology for offshore drilling. Mattress Firm s discrimination lawsuit dismissed in its entirety We represented Mattress Firm against claims from a former store manager who filed suit against the company, alleging gender, race and age discrimination, as well as claiming she was denied overtime pay in violation of the Fair Labor Standards Act. We filed a motion for summary judgment asserting that the plaintiff was terminated for legitimate, non-discriminatory reasons and was exempt from the FLSA s overtime requirements. The court granted summary judgment in favor of our client, dismissing the case in its entirety. Glori Energy in reverse merger into acquisition company We represented Houston-based energy technology company Glori Energy Inc on a US$185m going public transaction pursuant to a reverse merger into a publicly traded, special purpose acquisition company. The transaction was effected over a six-month period and included the registration of publicly traded shares, and other related mechanisms. In addition, we handled a simultaneous transaction in which investors purchased approximately US$24m of common stock in Glori. May

44 Norton Rose Fulbright Law around the world Los Angeles (United States) At the gateway to Asia Pacific, our Los Angeles team has a long history in international trade work, including everything from commercial transactions and regulatory matters to distribution and licensing, both inbound and outbound. Our seasoned disputes lawyers represent major clients in significant litigation matters, including various types of class actions in areas such as product liability and mass torts, toxic torts and catastrophic litigation. Our environmental and climate change practices also provide much needed assistance in these increasingly active areas. Our Los Angeles lawyers are experienced in handling corporate matters, labor and employment, real estate, tax and trusts and estates. Lawyers in Los Angeles 48 Partners in Los Angeles 19 Contact Peter Mason [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 40 May 2015

45 Global coverage United States Tier 1 (Los Angeles) Arbitration Commercial litigation Corporate Environmental Litigation M&A Public finance US News & World Report Best Law Firms 2014 Los Angeles highlights National Oilwell Varco in high-profile California toxic tort We are representing National Oilwell Varco on a high-profile toxic tort case composed of approximately two dozen children and adults claiming toxic exposure to a variety of chemicals while working in a building constructed on a former industrial site. Some of the plaintiffs are children claiming in-utero exposure. The matter involves allegations of vapor intrusion from subsurface and toxicological effects, and other defendants include the County of Los Angeles, the current property owner and real property developers. Farmers Group Inc in nationwide class action lawsuits We represent the Farmers Group Inc, a nationwide, Los Angeles-based insurance group providing auto, home, small business, specialty and life insurance to approximately 10 million US households, on various class action lawsuits filed in the US. Representative matters include a putative class action relating to property insurance deductibles, a national class action relating to life insurance policies and a nationwide class action involving Farmers flooring program. Major US grocery store chain in false advertising suit We represent a major US grocery store chain as defendant on a consumer class action claiming that the company s private-label Greek yogurt violates false advertising and food laws because of an allegedly impermissible ingredient. This case involves first-impression issues regarding the Federal Development Agency s (FDA) food labelling laws and the interplay between those laws, as well as the FDA s interpretation of them, and state laws regarding false or misleading representations. Allergan as national counsel in LAP-BAND product liability We serve as national counsel for Allergan Inc, a multi-specialty healthcare company focused on innovative pharmaceuticals, biologics, medical devices and over-the-counter consumer products, on LAP-BAND product liability lawsuits filed throughout the US. These cases involve plaintiffs who allege injury and in some cases, death, caused by the use of LAP- BAND to treat obesity. May

46 Norton Rose Fulbright Law around the world Minneapolis (United States) The twin cities of Minneapolis and St Paul are centers of commerce for the Upper Midwest. The region is home to industry leaders in medical devices, healthcare, banking, retail, grain and food, technology and energy, from traditional to alternative sources. We represent both small companies and Fortune 1000 corporations in these various industries. The Minneapolis office is a focal point of IP law, from brands to patent litigation, and has extensive experience in complex litigation, employment and labor, corporate, consumer credit and mortgage and banking law. Lawyers in Minneapolis 19 Partners in Minneapolis 8 Contact Erik Swenson [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 42 May 2015

47 Global coverage United States Tier 1 (Minneapolis) Copyright patent Trade mark US News & World Report Best Law Firms 2014 Minneapolis highlights Coloplast in nationwide product liability matters We represent Coloplast, a global medical product manufacturer based in Denmark, as its national counsel in pelvic mesh cases pending throughout the US and Canada. This is one of the largest mass torts in the US with thousands of lawsuits pending, from plaintiffs asserting claims that they were seriously injured following the surgical implantation of a Coloplast mesh product. As lead national counsel, we are responsible for all aspects of Coloplast s defense. Trademarks, copyrights and patents in FICO s global strategy We represent FICO, which provides credit scores used by nearly all US banks and lending institutions. Our work encompasses trademarks, copyrights and patents, and includes litigation, oppositions/cancellations, counselling, prosecution and strategic portfolio management. We advised on its global strategy when renaming the company from Fair Isaac to FICO and enforced the FICO mark, including through oppositions, UDRP proceedings and other policing actions, and filed and prosecuted thousands of US and international trademark applications. St Jude Medical in patent litigation and inter partes review We are acting for St Jude Medical, a global developer of medical technology and services, as defendant in a patent litigation and inter partes review brought by the University of Michigan. The inter partes review is a new trial proceeding being conducted by the US Patent and Trademark Office and we are one of the first legal practices in the US to participate in this kind of hearing. We successfully challenged the validity of a patent held by the University of Michigan and our success in the inter partes review caused the pending litigation to be stayed. EPC Europe in wide-range of IP matters We represent EPC Europe GmbH and its various subsidiaries, which are innovators in the nutraceutical industry. Our work encompasses preparation and prosecution of patent applications, trademarks, IP counselling and strategic patent and trademark portfolio management. BreathableBaby in patent infringement suit against Crown We represent BreathableBaby, an innovator and pioneer in the field of air permeable infant sleep products, as plaintiff on a patent infringement suit against Crown Crafts Inc. The suit involved a mesh crib liner for which BreathableBaby holds the patent. After a successful Markman hearing, a favorable resolution was achieved for BreathableBaby. May

48 Norton Rose Fulbright Law around the world New York (United States) With nearly eight decades in this global financial center, our New York office serves a broad client base of large publicly held corporations, emerging growth companies, privately held companies, investment funds and others in the financial services sector. We assist clients with comprehensive corporate services, securities law, private equity and venture capital offerings, public and private finance matters, general transactions, and litigation. Our internationally recognized equipment finance practice has a long history across the transportation industry, and our international team assists US and global clients with cross-border operations and investments. Lawyers in New York 113 Partners in New York 40 Contact Steven Suzzan [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 44 May 2015

49 Global coverage United States Tier 1 (New York) Commercial litigation Corporate Employment law management Equipment finance Public finance Trade mark Transportation US News & World Report Best Law Firms 2014 New York highlights AWAS in purchase and leasing of commercial aircraft We represent AWAS, one of the world s largest commercial jet aircraft leasing companies, on the purchase and leasing of various commercial aircraft to major airlines. The transactions involve leasing financings and restructurings of lease financings of aircraft to airlines in Latin America, North America, Asia and Europe. Luxury Swiss watch maker Audemars Piguet relocates to Florida We are US counsel to Audemars Piguet, a well-known manufacturer of luxury Swiss watches. We recently assisted our client when it relocated its North American headquarters from New York City to Clearwater, Florida, which included advice on the acquisition and renovation of a new headquarters building in Clearwater. We are also assisting Audemars Piguet with all of its other owned and leased real estate in the US, and in negotiating promotional agreements with celebrities, and drafting and enforcing its authorized retail dealer and authorized service center agreements. This includes structuring joint venture arrangements, updating and revising warranties and terms and conditions of sale. We also advise on state, federal and Canadian laws applicable to its operations, including those relating to unfair competition, antitrust, labor, personal data protection, and anti-spam and escheat requirements. Ametek pays premium in US$280m purchase of Zygo Corp We represented Zygo Corporation, a NASDAQ-listed company, with its strategic review deliberations, six-month auction process and ultimate negotiation and sale to Ametek Inc, a Fortune 500 company, for US$280m. Our negotiations resulted in Ametek paying a substantial premium for the metrology company, and the transaction received approval from more than 99 per cent of the shares voted. As part of the transaction, we obtained necessary regulatory approvals both in the US and Germany. American West Restaurant Group buys pizza chain We represented American West Restaurant Group Holdings, the third largest Pizza Hut franchisee in the US, on its acquisition of approximately 25 Pizza Hut franchises in the Salt Lake City, Utah area. As well as the acquisition of the franchises of the popular pizza chain, we assisted with negotiations with Pizza Hut for the transfer of franchises and the refinancing of American West s existing debt, as well as an increase in the facility to permit the acquisition. May

50 Norton Rose Fulbright Law around the world Pittsburgh-Southpointe (United States) Our Pittsburgh-Southpointe office is pivotal in the US energy sector, representing companies participating in major Appalachian natural gas plays, including the Utica and Marcellus Shales. Our lawyers have extensive experience in the shale and hydraulic fracturing arena, ranging from advising on local zoning ordinances to multi-plaintiff litigation defense against allegations of environmental and health effects from drilling operations. We handle disputes across the energy spectrum, including oil and gas, as well as compliance, enforcement and regulatory matters. We also advise our clients on environmental law matters, ranging from transactions to litigation. Lawyers in Pittsburgh-Southpointe 6 Partners in Pittsburgh-Southpointe 3 Contact Eva Fromm O Brien [email protected] William D. Wood [email protected] Practice strengths Antitrust and competition Appellate Arbitration Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Financial restructuring and insolvency Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 46 May 2015

51 Global coverage United States Pittsburgh-Southpointe highlights Cabot Oil and GasSearch in strict liability decision We were successful in securing dismissal of strict liability claims filed against our clients, Cabot Oil & Gas Corp and GasSearch Drilling Services Corporation, in a closely watched case which garnered national attention for its potential implications on drilling and hydraulic fracturing. The plaintiffs collectively filed suit to recover damages for alleged injuries to property suffered as a result of natural gas drilling operations in Pennsylvania. The US District Court for the Middle District of Pennsylvania ruled that oil and gas development, including drilling and hydraulic fracturing, is not subject to strict liability and that plaintiffs must instead pursue injuries under a tort theory. This was a case of first impression in Pennsylvania and across the US. Triad Hunter to restore well site under Clean Water Act We represent Triad Hunter LLC, on all environmental legal matters associated with the company s oil and gas operations in Ohio and West Virginia. We are currently assisting the client with the restoration of a well site under the Clean Water Act s wetlands provisions, obtaining the US Environmental Protection Agency s approval of the restoration, and establishing conservation easements on state-owned and private lands to protect the restoration work in perpetuity. Shell Western E&P gets oil and gas lease lawsuit dismissed We represented Shell Western E&P Inc to obtain a Third Circuit affirmation of a grant of a motion to dismiss a claim that an oil and gas lease had expired. The plaintiff lessor claimed that vertical wells drilled to the Marcellus Shale formation and then shut in but not fracked, allegedly, not capable of producing, without further work did not qualify for shutin payments under the lease to perpetuate the lease beyond the primary term. We argued on behalf of Shell Western, the lessee, to the trial court and the Third Circuit that the shut-in language of the lease which allowed shut-in payments to perpetuate the lease into its secondary term if all wells were shut-in, suspended or otherwise not producing for any reason whatsoever applied to the wells as they were not producing. The lease was extended beyond the primary term. May

52 Norton Rose Fulbright Law around the world St Louis (United States) Our St Louis office focuses on healthcare as part of our nationwide US healthcare practice, which spans all sectors of life sciences and healthcare. Our legacy of serving this industry includes everything from tax and federal reimbursement and regulatory issues, including Medicare and Medicaid, to acquisitions, affiliations, joint ventures, and other transactions, as well as arbitration and dispute resolutions involving healthcare issues. Other major areas of work in this office include general corporate and public and private construction projects, from hotels to energy and power plant facilities. Lawyers in St Louis 10 Partners in St Louis 3 Contact Jim Wiehl [email protected] Practice strengths Antitrust and competition Appellate Arbitration Bankruptcy Commercial litigation Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 48 May 2015

53 Global coverage United States Tier 1 Construction Healthcare Real estate: litigation US News & World Report Best Law Firms 2014 St Louis highlights Proctor Health Care in US$120m sale to UnityPoint We represented Proctor Health Care Inc on its affiliation with UnityPoint Health Methodist in Peoria, Illinois. Through a substitution of membership model, the parties were able to close the US$120m transaction within the three-month time frame desired by the client. Academic medical center buys hospital for US$100m We represented a large academic medical center on its US$100m acquisition of a hospital in an outlying market. The transaction presented several unique and interesting antitrust challenges in that the transaction could be viewed as a merger of two hospitals in one town, something federal authorities have challenged successfully in the last few years. Our work involved developing strategies for working with the US Federal Trade Commission, as well as the overall structuring and handling of the transaction. Health system in acquisition of multi-specialty clinic We are representing a regional healthcare system as lead transactional counsel on the acquisition of a multi-speciality clinic of approximately 75 physicians. The transaction reflects some unique structuring challenges as the clinic has related investments in an ambulatory surgical center and other related businesses. We were asked to reorganize and streamline the health system s corporate structure concurrent with the transaction. Hakkasan Group in project close-out dispute resolution We represent Hakkasan Group, an international company which owns and operates some of the world s most acclaimed fine-dining and lifestyle brands, on all the company s front-end construction transactions, and for any disputes arising during the construction process or in the close-out of the construction contract. We have assisted with the documentation and resolution of disputes with architects and building departments, and will advise on any disputes that may arise with contractors. Hakkasan is one of the largest and fastest growing hospitality and nightlife companies in the world. Shingle Springs Miwok Indians win settlement We negotiated a settlement to represented a Native American tribe, the Shingle Springs Band of Miwok Indians, before trial, on a construction defect dispute arising out of casino constructions. The matter was complex in that our client has status as a sovereign nation. Further complicating our litigation was the client s relationship with the construction manager, which the client agreed to indemnify. May

54 Norton Rose Fulbright Law around the world San Antonio (United States) Our San Antonio office has played a role in the dramatic growth of the South and Central Texas region, particularly in the energy, technology and life science sectors. We represent development-stage and venturebacked businesses as well as large public companies. We have a history of working with real estate developments from housing to the hospitality and recreational sectors, as well as public institutions in financing the expansion of the region s infrastructure. Other major practices include litigation, tax, employment and labor, healthcare, and trusts and estates. Lawyers in San Antonio 50 Partners in San Antonio 17 Contact Michael OʼDonnell [email protected] Practice strengths Antitrust and competition Appellate Arbitration Bankruptcy Commercial litigation Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 50 May 2015

55 Global coverage United States Top energy law firm San Antonio Business Journal 2014 Tier 1 (San Antonio) Bankruptcy Commercial litigation Corporate Employee benefits (ERISA) Employment management Healthcare Labor management and union Litigation (antitrust, banking and finance, construction, employment and labor) Personal injury defendants Product liability defendants Public finance Real estate Trusts and estates US News & World Report Best Law Firms 2014 (Fulbright & Jaworski LLP) San Antonio highlights National automotive chains in product liability lawsuit We represented Cooper Tire & Rubber Company and automotive chain The Pep Boys, Manny Moe & Jack on a product liability lawsuit pending in the Philadelphia Court of Common Pleas, one of the most difficult judicial cases in recent years. The plaintiff was a 22-year-old man, once a promising college student but now in a near-vegetative state as a result of a vehicle accident, allegedly caused by defective tires. Plaintiffs sought damages, including medical care and lost wages, as well as compensatory damages. We were able to negotiate a settlement favorable to our client and the case was dismissed. Fluidigm Corp wins false advertising suit against NanoString Assembling an international team of lawyers from the US and Singapore, we favorably settled a false advertising suit on behalf of Fluidigm Corporation against NanoString Technologies Inc. Fluidigm, develops and sells microfluidic systems used by universities, laboratories and biotech companies for single-cell genomics, applied genotyping and sample preparation for targeted resequencing. We filed a federal suit against NanoString in northern California, alleging false advertising and unfair competition, and oversaw the filing of a related case in Singapore. In both suits, we charged NanoString with falsely claiming that its ncounter Single Cell Assay was more robust and sensitive than Fluidigm s BioMark HD System for single-cell gene expression analysis. NanoString s claims were based on a study that was not conducted scientifically. Our settlement required NanoString to remove all references to the comparison study from its marketing materials and promotional activities, and to recall and destroy all materials related to the study. Texas community college in labor and employment suit We represent a notable Texas community college as defendant on a labor and employment suit in which a former information technology employee filed multiple charges of discrimination and retaliation against our client. The plaintiff brought her second lawsuit against our client, attempting to relitigate issues from her earlier charges that either were resolved before the US Equal Employment Opportunity Commission or had been dismissed by a previous court. May

56 Norton Rose Fulbright Law around the world Washington DC (United States) For nearly 90 years, our Washington DC office has handled many matters of national and international scale, and it remains a hub for handling global regulatory matters. Among the major practices here are civil and appellate litigation at all levels, including the US Supreme Court; commodities and derivatives counselling and enforcement; government and internal investigations; and healthcare. Other practices include corporate, international trade and related US regulatory issues, power transactions and regulations; and project finance for large infrastructure projects, both in the US and globally, ranging from power plants to telecommunications, mining, and all forms of transport and water projects. Many of our lawyers have previously worked for major federal agencies. Lawyers in Washington DC 69 Partners in Washington DC 29 Contact Stephen McNabb [email protected] Practice strengths Antitrust and competition Appellate Arbitration Bankruptcy Commercial litigation Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Finance Intellectual property Mass torts/products Public finance Real estate Regulation and investigations Securities litigation, investigations and SEC enforcement Tax Selected clients AIG AT&T Bank of America Bayer Baylor College of Medicine Clear Channel Communications ConocoPhillips Dell ExxonMobil Farmers Insurance GlaxoSmithKline Memorial Hermann Healthcare System Mitsui & Co (USA) Motorola Shell Total E&P USA 52 May 2015

57 Global coverage United States Tier 1 (Washington DC) Corporate Energy Healthcare US News & World Report Best Law Firms 2014 Washington DC highlights Reckitt Benckiser in major corporate brand acquisition We represented Reckitt Benckiser on its cross-border acquisition of a US-based global pharmaceuticals and consumer healthcare products company s brand, including the applicable merger control filings in the US and in six other jurisdictions throughout the world. We also handled the corporate aspects of this transaction. Multi-lateral bank in Latin American power financing We are assisting a multi-lateral bank with the construction of two new solar power projects in Latin America, consisting of nearly 140,000 solar photovoltaic panels. This will create enough electricity to service an average of 60,000 homes during peak daylight operating hours. Once completed, the plans will provide a combined 50MW of power capacity. Sasol North America wins four-year battle against Greenpeace We represented Sasol North America Inc on a case brought by environmental activist Greenpeace, alleging corporate espionage. Greenpeace alleged that Sasol and others had engaged in a wideranging conspiracy to illegally obtain documents for use in disrupting Greenpeace s on-going environmental campaign against the defendants. We obtained a complete dismissal of Greenpeace s claims. Duke University in qui tam action under the False Claims Act We defended Duke University against claims by the US Department of Justice and the North Carolina Attorney General s Office on a qui tam action under the False Claims Act in which it was alleged that Duke had submitted false claims to Medicare and North Carolina Medicaid. We convinced the government to allow us to conduct an internal investigation into the allegations, which we completed within three months. We were able to demonstrate to the government that any billing errors were limited in scope, which allowed us to settle the matter promptly and without Duke having to enter into a corporate integrity agreement with the US Department of Health and Human Services Office of Inspector General. NFLPA in Miami Dolphins bullying investigation We were engaged by the National Football League Players Association to conduct an internal investigation into allegations by a former member of the Miami Dolphins that he was the victim of harassment by teammates, which ultimately prompted him to leave the organization. We also were asked to advise the union on potential employment law issues and conducted interviews with players and other relevant individuals. May

58 Norton Rose Fulbright Law around the world Canada overview In Canada, we have more than 600 lawyers, patent and trade mark agents in business law, dispute resolution and litigation, intellectual property, and employment and labor based in offices in Calgary, Montréal, Ottawa, Québec and Toronto. We serve the interests of Canadian businesses at home and abroad, and advise international clients seeking expansion, practising Canadian law in both English and French. According to the Acritas Canadian Law Firm Brand Index 2014, Norton Rose Fulbright in Canada is cited as the highest-rated legal practice in multi-jurisdictional work, overall top of mind awareness, and most used for high-value work. Offices Calgary Montréal Ottawa Québec Toronto Lawyers and agents in Canada 616 Partners in Canada 315 Contact Charles Hurdon May 2015 Practice strengths Antitrust and competition Asset-based lending Banking and finance Capital markets Class actions Corporate, M&A and securities Debt finance Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Intellectual property International arbitration Project and infrastructure finance Regulation and investigations Structured finance Tax Selected clients Barrick Gold Bell Canada Bombardier Caisse de dépôt et placement du Québec Chevron Cirque du Soleil Crescent Point Energy Encana GlaxoSmithKline Imperial Oil Merck OMERS Petronas Royal Bank of Canada Talisman Energy

59 Global coverage Canada Tier 1 Energy: oil and gas Employment and labor Chambers Global 2014 Tier 1 Employment and labor Energy: oil and gas Chambers Global 2015, 2014 Canadian life cycle firm of the year LMG Life Sciences Awards 2014 Canada highlights Yamana Gold and Agnico Eagle purchase Osisko Mining We acted as lead counsel to Yamana Gold Inc on its joint acquisition with Agnico Eagle Mines Ltd of Osisko Mining Corporation for C$3.9bn. Under the agreement, Yamana and Agnico Eagle acquired, by way of a plan of arrangement, all of the outstanding common shares of Osisko. Yamana and Agnico Eagle each own Osisko, and will form joint committees to operate the Canadian Malartic Mine in Québec. Defence of US$9.5bn claim against Chevron Corp Our Calgary and Toronto offices are representing Chevron Corp in the defence of attempts to enforce in Canada a US$9.5bn judgment obtained against Chevron Corp in Ecuador, but which has been found in US proceedings to have been a product of fraud and corruption. The case seeks to attach assets of a Canadian subsidiary to satisfy the judgment. The initial issue is whether the Ontario court has jurisdiction to hear the claim when Chevron Corp has never had any presence nor assets in the province. We argued that issue at the Supreme Court of Canada in late Toronto Hydro completes C$200m senior debenture offering We assisted Toronto Hydro Corporation with its public offering of US$200m senior unsecured 4.08% debentures due The series 10 debentures were sold on an agency basis under Toronto Hydro s C$1.5bn MTN program through a syndicate co-led by TD Securities Inc and BMO Nesbitt Burns Inc. The net proceeds from the sale will be used to repay certain debt and for general corporate purposes. SNC-Lavalin Sells AltaLink to Berkshire Hathaway We advised SNC-Lavalin on an agreement to sell 100 per cent of its interest in AltaLink, Alberta s largest regulated electricity transmission company, to Berkshire Hathaway Energy. Based on the terms of the agreement, gross proceeds to SNC-Lavalin from the sale will be approximately US$3.2bn. Agrium wins battle against dissident shareholder We advised agribusiness giant Agrium Inc on its public disagreement with its largest shareholder, hedge fund Jana Partners LLC, over the future of the retail side of Agrium. This raised issues of boardroom independence. Bell Helicopter Textron defends patent infringement claim We defended Bell Helicopter Textron Canada against a claim of patent infringement concerning the production landing gear on the flagship Bell 429 helicopter. Involving parallel cross-border litigation, this has been followed closely in the aerospace industry, where patent disputes are rare. May

60 Norton Rose Fulbright Law around the world Calgary (Canada) Calgary is the fastest growing market in Canada and is at the center of the Canadian energy sector. Norton Rose Fulbright in Canada has one of the largest legal practices in Calgary, with 145 lawyers advising on dispute resolution, corporate/commercial, M&A, environmental trade, regulatory, taxation, structured finance, construction law, employment and intellectual property. We are an integral part of Alberta s business community, and have been a leader in energy law since Lawyers and agents in Calgary 145 Partners in Calgary 82 Contact Bradley Hayden [email protected] Practice strengths Banking and finance Corporate, M&A and securities Dispute resolution and litigation Employment and labor Energy Intellectual property Regulation and investigations Selected clients Brookfield Asset Management Canadian Pacific Railway Crescent Point Energy Imperial Oil H&R REIT Paramount Resources Ltd Petronas Provident Energy Ltd 56 May 2015

61 Global coverage Canada Tier 1 Dispute resolution: Alberta Chambers Global 2014 Tier 1 Dispute resolution Alberta Legal 500 Canada 2014 Leading firm/highly recommended Litigation: Alberta Benchmark litigation 2014 Leading firm (Calgary) Class actions Corporate commercial law Energy (electricity) Energy (oil & gas) Insolvency and financial restructuring Litigation commercial insurance Litigation corporate commercial, Litigation securities, mergers and acquisitions Mining Professional liability Project finance Property development Property leasing Technology transactions The Canadian Legal Lexpert Directory 2014 Calgary highlights Keyera Corp completes C$318m public offering of shares We assisted Keyera Corp with its $318m public offering of common shares. Petronas sells stake in British Columbia gas to JAPEX We advised the E&P subsidiary of Petronas, Malaysia s national oil and gas company, Petronas Carigali Sdn Bhd, on the sale to JAPEX of a ten per cent interest in its natural gas assets in British Columbia, and in the proposed Pacific Northwest LNG export facility on Canada s west coast near Prince Rupert. JAPEX has agreed to buy a ten per cent share of the LNG facility s production for a minimum of 20 years for domestic use in Japan. H&R REIT completes C$5bn bond offering We advised Canadian real estate investment trust H&R REIT as it completed its C$500m bond offering secured by the Bow, a 58-storey office building in Calgary, Alberta, and issued by Centre Street Trust, a wholly owned entity of H&R REIT. Pembina acquires Provident Energy for C$3.2bn We advised Calgary-based Provident Energy Ltd throughout its C$3.2bn acquisition by Pembina Pipeline Corporation, a transaction which created one of Canada s largest publicly traded energy/infrastructure companies and opened up access to markets across North America. QPI Energy and Centrica acquire assets worth C$1bn We assisted QPI Energy Canada Ltd on its C$1bn joint acquisition with Centrica Plc of natural gas and crude oil assets and infrastructure from Suncor Energy, located in the western Canadian Sedimentary Basin. QPI is a subsidiary of Qatar Petroleum International Ltd, which continues to develop its global upstream business and acquire interests in potential shale gas production areas. Clutch of corporate transactions for Crescent Point Energy We assisted Crescent Point Energy Corporation through a period of significant transactions, including the acquisition of CanEra for an enterprise value of approximately C$1.1bn; the acquisition of Utah-based UTE Energy Upstream Holdings LLC (for approximately US$861m); C$2bn of equity financings; and smaller acquisitions (Cutpick Energy, C$425m, Reliable Energy, C$99.1m and Wild Stream Exploration, C$610.9m). May

62 Norton Rose Fulbright Law around the world Québec (Canada) Our Québec office, which opened in 1991, is one of the largest legal practices in the city for business law and litigation, and we are the only legal practice with an international platform. We hold a prominent place in the region s business community. Our practice is consistently recognized as a leader in dispute resolution. We have a strong focus in the areas of construction, corporate commercial, intellectual property, and employment and labor law. Lawyers and agents in Québec 53 Partners in Québec 25 Contact Carl Tremblay [email protected] Practice strengths Construction and engineering Corporate, M&A and securities Dispute resolution and litigation Employment and labor Infrastructure Intellectual property patents and trade marks Regulation and investigations Selected clients Aeterna Zentaris Hydro-Québec Intact Assurance Iron Ore Company of Canada Quebecor Media Inc 58 May 2015

63 Global coverage Canada Tier 1 Dispute resolution: Québec Chambers Global 2014 Tier 1 Dispute resolution: Québec Legal 500 Canada 2014 Leading firm (Québec City) Construction law Corporate commercial law Environmental law Insolvency and financial restructuring Intellectual property Litigation commercial insurance Litigation corporate commercial Litigation product liability Mergers and acquisitions Mining The Canadian Legal Lexpert Directory 2014 Québec highlights Demand for big data insight fuels growth in funding We advised Coveo Solutions Inc on a C$18m financing led by Tandem Expansion Fund I, LP. Coveo has been venture-backed since the company was founded in Real estate growth strategy for Québec-based Cominar We advised a syndicate of lenders arranged by National Bank Financial, BMO Capital Markets and Desjardins Capital Markets, on the issuance of revolving credit facilities of C$550m, made available to Cominar as part of the leveraged acquisition of Canmarc. Media group Quebecor Media in litigation proceedings We assisted Quebecor Media Inc on negotiations with the City of Québec for the management and operation of a C$400m multipurpose arena to be built in the city; and in legal proceedings taken by opponents of the project. C$900m lawsuit by Quebec Innu against Iron Ore Co We assisted the Iron Ore Company of Canada (IOC, part owned by Rio Tinto) and the Québec North Shore & Labrador Railway with their defense against a C$900m claim brought by two Innu communities of northern Québec. The plaintiffs alleged that IOC s activities interfered with aboriginal and treaty rights claimed by the Innu. Corporate restructuring prompts litigation against CFG We advised insurance company Intact Assurance on its claim against CFG Construction Inc for indemnities due in the context of its financial restructuring under the Bankruptcy and Insolvency Act. May

64 Norton Rose Fulbright Law around the world Montréal (Canada) Our Montréal office is one of the city s preeminent law practices. We deliver a full range of legal services to corporate clients and our Montréal office is consistently recognized for its valued experience in several practice areas and key industry sectors. With more than 170 experienced lawyers, patent and trade mark agents, we work with clients in English and French to provide advice on a broad range of business law issues. Lawyers and agents in Montréal 171 Partners in Montréal 94 Contact Jean G. Bertrand, Ad E [email protected] Practice strengths Corporate, M&A and securities Employment and labor Dispute resolution and litigation Intellectual property patents and trade marks Life sciences and healthcare Regulation and investigations Selected clients Aimia Bombardier Caisse de depôt et de placement du Québec Cirque du Soleil Deloitte Hydro-Québec Resolute Forest Products Rio Tinto Alcan SNC-Lavalin TELUS 60 May 2015

65 Global coverage Canada Leading firm (Montréal) Class actions Competition law Construction law Corporate commercial law Corporate finance and securities Energy (electricity) Insolvency and financial restructuring Intellectual property Labour relations Litigation commercial insurance Corporate commercial Corporate tax Intellectual property Product liability and securities Mergers and acquisitions Pensions and employee benefits Professional liability Project finance Property development The Canadian Legal Lexpert Directory 2014 Montréal highlights Turquoise Hill Resources completes US$2.4bn rights offering We advised Turquoise Hill Resources, a Canadian mining company, on its US$2.4bn prospectus-qualified and registered rights offering in Canada and the US, and the repayment to Rio Tinto of maturing debt with the proceeds of the offering. Stornoway Diamond gets full C$946m financing for Renard We advised Stornoway Diamond Corporation on its binding C$946m financing commitment agreement to fund the construction of the Renard Diamond project, Québecʼs first diamond mine. Bombardier completes US$2bn bond financing We acted as Canadian and US counsel to Bombardier Inc on the issuance and sale of US$2bn aggregate principal amount of its new per cent senior notes due 2016, and its new per cent senior notes due Our Hamburg, Paris, London and Milan offices provided support. High-profile energy dispute: Hydro-Québec v Churchill Falls Our dispute resolution and litigation practice represented Hydro-Québec on the defense of proceedings by Churchill Falls (Labrador) Corporation Ltd seeking to increase the price for electricity in Churchill Falls until C$130m deal for control of Canada s forest products industry We advised Resolute Forest Products Inc on its C$130m hostile takeover of specialty pulp-maker Fibrek, defending against various challenges before securities commissions and the courts (related to a rival offer). Cominar REIT in US$1.63bn real estate purchase from Ivanhoé We advised Ivanhoé Cambridge on the US$1.63bn sale of a real estate portfolio to Cominar REIT. Ivanhoé Cambridge becomes the largest unitholder in Cominar by acquiring US$250m in new trust units. May

66 Norton Rose Fulbright Law around the world Ottawa (Canada) Since opening in 1983, our office in Canada s capital has represented clients on regulatory, administrative, litigious and government relations matters with the government of Canada, and its departments and agencies. With 40 lawyers, we provide strategic advice and insight into the workings of government, and assist clients in their interactions with the government of Canada. Lawyers and agents in Ottawa 40 Partners in Ottawa 17 Contact Pierre-Paul Henrie [email protected] Practice strengths Banking and finance Corporate, M&A and securities Dispute resolution and litigation Projects and project finance Regulation and investigations Selected clients Abbott Laboratories Canada Post Canadian Blood Services Express Personnel Lockheed Martin Corporation RONA TransGaming Inc 62 May 2015

67 Global coverage Canada Leading firm (Ottawa) Banking and financial institutions Corporate commercial law Labor relations Mining Property development The Canadian Legal Lexpert Directory 2014 Ottawa highlights C$206m financing for 2015 Pan American and Parapan Games We advised the Bank of Nova Scotia and Sumitomo Mitsui Banking Corporation on the C$206m financing for four facilities to be built for the 2015 Pan American Games and the Parapan American Games: the Pan Am Games Hamilton Soccer Stadium, York University Athletics Stadium, Milton Velodrome and Toronto Tracks. US commercial automobile insurer Atlas launches IPO We advised Atlas Financial Holdings, a commercial transportation insurer listed on the Toronto Stock Exchange s Venture Exchange (TSX-V) and on Nasdaq, on a US$24m offering of ordinary shares. Former University of Ottawa residents in C$150m bias claims We assisted in defending claims against the University of Ottawa by former medical residents alleging systemic bias against Saudi nationals, including a lawsuit for C$150m based on allegations that the University violated equality provisions in the Canadian Charter of Rights and Freedoms. TransGaming completes C$4.6m public offering We advised TransGaming Inc, an early stage software company focused on facilitating the monetization of electronic entertainment content across multiple platforms, on its C$4.6m IPO. The company will use the funds for general corporate purposes, and to fund the launch of portability technology later this year. RR Donnelley & Sons acquires MultiCorpora R&D Inc We advised MultiCorpora R&D Inc, a translation software provider, on its sale to public relations services provider RR Donnelley & Sons Company in March May

68 Norton Rose Fulbright Law around the world Toronto (Canada) Toronto is a major hub for Canada s business community and one of the largest North American financial services centers. Our Toronto office is located in the heart of the city s downtown financial district, and has more than 200 lawyers and agents. We service a broad range of institutional and entrepreneurial clients in the Toronto and national markets in our major practice areas and across key industries such as mining and financial institutions. Lawyers and agents in Toronto 207 Partners in Toronto 97 Contact Andrew Fleming [email protected] Practice strengths Banking and finance Corporate, M&A and securities Dispute resolution and litigation Employment and labor Intellectual property patents and trade marks Life sciences and healthcare Regulation and investigations Selected clients Barrick Gold Bank of Montreal General Motors of Canada GlaxoSmithKline Gran Colombia Gold OMERS Pacific Rubiales Pfizer Royal Bank of Canada 64 May 2015

69 Global coverage Canada Leading firm (Toronto) Asset equipment finance/leasing Banking and financial institutions Class actions Competition law Computer and IT law Corporate commercial law Corporate finance and securities Insolvency and financial restructuring Intellectual property Labour relations: construction sector Litigation: corporate commercial Intellectual property Securities Mergers and acquisitions Mining The Canadian Legal Lexpert Directory 2014 Toronto highlights Bank of America arranges US$2bn in senior secured loan We acted as international counsel (other than in the US) to Bank of America, NA, as administrative agent, and as lender, to establish senior secured asset based revolving credit facilities in the aggregate principal amount of US$2bn (including US, Canadian and Irish facilities) in favor of US computer giant Dell Inc. Royal Bank of Canada in 23bn market-leading deals We assisted Royal Bank of Canada with the registration of a 23bn global covered bond program under new Canadian legislation, and on approximately US$9.5bn worth of benchmark international covered bond deals. The market-leading deals were issued in the US, Europe and Australia. Waterloo enters into PPP agreement for light rail transit system We advised the Regional Municipality of Waterloo on its public private partnership agreement with the GrandLinq consortium to design, build, finance, operate and maintain stage one of the region s light rail transit systems. ING sells Canada unit to Scotiabank for C$3.1bn We advised ING Groep NV on the C$3.1bn sale of ING Direct Canada to Scotiabank. This was the largest banking sector M&A transaction in Canada in more than a decade and a further marker of a general move by European banks to reduce their exposure outside Europe. Pacific Rubiales Energy expands across Latin America We advised Toronto-listed Pacific Rubiales Energy on its US$1bn offering of new senior unsecured notes; and (separately) its continuing acquisition of Latin American oil assets, including C&C Energia for C$630m, PetroMagdalena for C$230m and the US$335m acquisition of Peruvian offshore assets from BPZ Resources, as well as its acquisition of Petrominerales Ltd for approximately C$1.6bn. Pacific Rubiales now has exploration assets in, among other markets, Colombia, Peru, Guatemala, Brazil and Papua New Guinea. TELUS moves forward with share conversion proposal We advised TELUS Corporation as special situations counsel on its share exchange proposal after it was met with a proxy solicitation. The dispute was settled by all parties, enabling TELUS to move from a dual class to a single class structure of outstanding shares. May

70 Norton Rose Fulbright Law around the world Latin America overview We are a leading international legal practice in Latin America, providing services to clients operating from Mexico to Argentina. We have offices in Caracas, Bogotá and Rio de Janeiro and a dedicated Mexico desk. We have an excellent reputation in energy, mining and financial institutions and we are also strong in infrastructure and technology. We represent major Latin American and international clients in corporate and commercial transactions, particularly in dispute resolution; corporate, M&A and securities; banking and finance; employment and labor; tax; antitrust and competition; and regulation and investigations. Offices Bogotá Caracas Rio de Janeiro Lawyers in Latin America 73 Partners in Latin America 24 Contact Elisabeth Eljuri [email protected] 66 May 2015 Practice strengths Antitrust and competition Banking and finance Business ethics and anti-corruption Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environmental Insurance Public and administrative law Real estate Regulation and investigations Tax Selected clients Abbott Laboratories American Airlines Anglo Gold Ashanti AIG Bayer BNP Paribas Bridgestone Firestone Citibank Chevron ConocoPhillips Delta Airlines Empresa de Energía de Bogotá EEB Forbes & Manhattan Gran Colombia Gold Grupo Diavaz IAMGOLD IATA Johnson & Johnson Pacific Rubiales Energy PepsiCo Petronas Pfizer Sierra Oil & Gas Schlumberger Shell Siemens Telefónica Wood Group

71 Global coverage Latin America Tier 1 Energy and natural resources Chambers & Partners Latin America-wide 2015 Sources say: ʻThe firm consistently manages to put in front of me practical lawyers that Iʼm happy to work with. They are knowledgeable, forming a good team that is well organized.ʼ Chambers & Partners Latin America-wide 2015 Latin America highlights Sierra Oil in landmark Mexican private equity investment We acted as lead counsel, advising Sierra Oil & Gas S. de RL de CV, Mexico s first independent exploration and production company, in a secured private equity commitment of US$52.5m with an option to double it to US$1.05bn. This transaction was recognized as the deal of the fourth quarter of 2014 in Mexico by Transactional Track Record. Eximbank of Russia funds power plant in Ecuador We assisted Eximbank of Russia, Vnesheconombank and Gazprombank, with a US$195.2m loan to Celec EP, an Ecuadorian state energy company, to build a new power plant (Termogas Machala) in the Republic of Ecuador. The loan is secured by two sovereign payment guarantees granted by the Ministry of Finance of the Republic of Ecuador, acting on behalf of the Republic of Ecuador and the Ministry of Finance of the Russian Federation. Wood Group in US$2.8bn global sale to GE We advised on the divestiture of Venezuelan participations included in Wood Group s sale of several businesses to General Electric. In order to transfer the group of entities to GE, certain shareholdings, which had previously been sold to third parties, had to be recovered (including a 50 per cent stake originally sold in Corporación ESP Venezuela). As a result, we also reviewed and advised on several agreements and compliance matters. US$1bn syndicated loan for Bahamas-registered FPSO We advised the arranger of a US$1bn syndicated loan facility to a single purpose company incorporated in Luxembourg for the conversion, installation and operation of a Bahamas-registered floating production storage and offloading unit Cidade de Paraty to be chartered to PNBV, a Dutch company, through a joint venture between PNBV, BG and Galp for use offshore Brazil. The transaction was sponsored by a Brazilian company, a Swiss company and two Japanese companies, each of which had a share in the borrower. The transaction involved taking security in three jurisdictions. Pacific Rubiales pay US$1.6bn for Petrominerales We assisted Pacific Rubiales Energy Corp, a Canadian based oil and gas production and exploration company with operations focused on Latin America (the largest independent oil and gas exploration and production company in Colombia), on its acquisition of Petrominerales. This deal was valued at approximately US$1.6bn, and had two financing operations, on which our firm also advised: for US$1.3bn (5.375% senior notes due 2019); and for US$300m (7.25% senior notes due 2021). May

72 Norton Rose Fulbright Law around the world Venezuela (Caracas) Our Caracas team provides legal services across a wide range of industries, particularly in addressing the needs of multinationals operating in Venezuela. We offer a full-service legal practice, including corporate and commercial law, dispute resolution and litigation, employment and labor, regulation and tax. Lawyers in Caracas 45 Partners in Caracas 17 Contact Carlos Fernández-Smith [email protected] Practice strengths Antitrust and competition Banking and finance Corporate, M&A and securities Dispute resolution and litigation Employment and labor Insurance Public and administrative law Real estate Regulation and investigations Tax Selected clients AIG American Airlines Avianca Bayer Bridgestone Firestone Chevron Cimolai Cisco Systems Citibank CNPC Delta Airlines EMC2 General Motors Ghella Harvest Natural Resources Helm Bank Hong Leong Investment Bank IATA Iberia Johnson & Johnson Merck Nestlé Novartis Pfizer Schlumberger Société Générale Shell 68 May 2015

73 Global coverage Latin America/Venezuela Tier 1 Corporate/M&A Dispute resolution Energy and natural resources Labor and employment; tax Chambers & Partners Latin America Venezuela 2015 Tier 1 Banking and finance Corporate/M&A Dispute resolution Energy and natural resources Real estate Labour and employment Tax Legal 500 Venezuela, 2014 Sources say: ʻItʼs an excellent firm that is absolutely in the top tier. The team provides high-quality service, a comprehensive approach to problems and solutions that consider business factors.ʼ Venezuela highlights US$1.2bn ICSID arbitration for gas compression company We acted as co-counsel for a leading gas compression services company on an ICSID arbitration against Venezuela over gas compression services worth US$1.2bn. China Development Bank in US$4bn Venezuelan financing We acted as Venezuelan counsel to China Development Bank on negotiating and granting a US$4bn financing (extendable up to US$20bn) to Venezuelan development bank, Banco de Desarrollo Económico y Social de Venezuela. This is thought to be Venezuela s largest financing, to date. Anglo American seeks regulatory advice on nickel mine We advised Anglo American on the Venezuelan legal and mining regulatory aspects of the nickel mining operations of Venezuelan company, Minera Loma de Níquel CA. This has become a recognized model in the country for mining operations. Oil majors negotiate conversion agreements for projects We have assisted a range of oil companies in converting existing operating services agreements and association agreements into new mixed companies. This is part of a government process of converting former petroleum projects into joint ventures with a majority state participation. This has dramatically changed the petroleum industry in Venezuela. We continue to advise numerous clients which actively participate in mixed companies in the oil upstream business. Hong Leong Investment Bank Berhad in Sukuk financing We acted as lead arranger, lead manager and security agent, in the Venezuelan legal and security interest aspects of a Sukuk Murabahah financing under Shariah law by issuer KMCOB Capital Berhad. Chambers & Partners Latin America (Venezuela) 2015 May

74 Norton Rose Fulbright Law around the world Colombia (Bogotá) Colombia s strong, stable and diversified economy is well ranked for transparency and ease of doing business, compared with other major Latin American economies. As a result, it has drawn increasing foreign investment, particularly in its resources and infrastructure sectors. Our office in Bogotá is recognized for its banking and finance, corporate, environmental, employment and labor, and tax practices; it is also recognized for its experience in specific industries, including energy, mining, infrastructure, life sciences and healthcare, and transport. Lawyers in Bogotá 22 Partners in Bogotá 5 Contact Mauricio Zagarra-Cayón [email protected] 70 May 2015 Practice strengths Antitrust and competition Banking and finance Corporate, M&A and securities Dispute resolution and litigation Employment and labor Environment Insurance Public and administrative law Real estate Regulation and investigations Tax Selected clients Anglo American Exploration Anglo Gold Ashanti Ashmore Bridgestone Firestone Bluecrest Campari do Brasil Citi Bank Dorel Industries EEB Empresa de Energía de Bogotá Forbes & Manhattan Gran Colombia Gold Horizons Hudbay Minerals IAMGOLD Inverlink SA Kentz Caribbean Pacific Rubiales Energy Papeles Nacionales Statoil The Bank of Nova Scotia

75 Global coverage Latin America/Colombia Tier 1 Energy and natural resources: Mining Chambers & Partners Latin America Colombia, 2015 Sources say: ʻWe are really pleased with this firmʼs services they make legal concepts clear, are staffed with committed lawyers and are punctual in their delivery.ʼ Chambers & Partners Latin America Colombia 2015 Colombia highlights Ecopetrol and Talisman pay for US$2bn BP s Colombian unit We advised Ecopetrol, Colombia s state-owned, largest integrated oil company, and Talisman Energy on their US$2bn acquisition of BP s Colombian subsidiary BP Exploration Company (Colombia). The investment in BP s oil, gas and pipeline business is one of the largest in Colombia s petroleum sector. Gran Colombia in reverse takeover transaction We advised Gran Colombia, a Canadian-based gold and silver exploration company, on its reverse tаkeover trаnsаction to аcquire аll of the issued аnd outstаnding securities of Grаn Colombiа Gold SA. This included representing Grаn Colombiа on its purchase of one of Colombiа's lаrgest gold producers, the Frontino mine, for US$200m. Fondo de Infraestructura buys into El Dorado airport runways We represented Fondo de Infraestructura Colombia Ashmore I-FCP on the acquisition of a majority stake in the concession holder of two runways at Bogotá s El Dorado International Airport. The assistance included both the transaction and the regulatory authorizations required from the Colombian Aviation Authorities. Fondo Bursátil Horizons MILA 40 de S&P We advised Horizons ETFs Canada, a member of the Mirae Asset Global Investment Group, one of Asia s largest independent financial groups with approximately US$4bn in assets under management, on the preparation of prospectuses and bylaws, contacts with regulators, local fund managers and traders etc. Our assistance included setting up the first of four Exchange Traded Funds based on the Standard & Poor s MILA 40 Index, with stocks in Chile, Peru and Colombia. Hudbay Minerals Inc in copper/gold exploration projects We advised Hudbay Minerals Inc on structuring and negotiating options for seven copper/gold exploration projects. Financing for Cusiana/Cupiagua oil and gas development We advised a major oil and gas company on financing its investments in developing the Cusiana/Cupiagua oil fields in central Colombia. We have acted for the same company on joint venture agreements and on financing the 800km pipeline, which connects the oil fields in Cusiana with the port of Covenas. May

76 Norton Rose Fulbright Law around the world Brazil (Rio de Janeiro) Our Brazilian practice is based in Rio de Janeiro, the country s center for oil and gas, mining, energy, infrastructure, shipping and insurance. We have an established track record in advising Brazilian and global corporates and financial institutions on investment activities in Brazil, which are governed by New York, English, Canadian and other international law. We represent lenders, export credit agencies and multilaterals on project and other financings and international investors on M&A, projects and joint venture investments in Brazil. We also advise Brazilian corporates on M&A, projects, joint ventures, equity and debt capital markets transactions undertaken abroad. We have an active dispute resolution practice, including arbitration, and a well-developed anti-corruption and bribery practice. Lawyers in Rio de Janeiro 2 Partners in Rio de Janeiro 2 Contact Andrew Haynes [email protected] Glenn Faass [email protected] Practice strengths Banking and finance Business ethics and anti-corruption Corporate, M&A and securities Dispute resolution and litigation Financial restructuring and insolvency Project finance Regulation and investigations Selected clients Appian Capital DVB Bank Enterprise Investments ING Jaguar Mining Inc Japan Bank for International Cooperation Pacific Rubiales The Bank of Tokyo-Mitsubishi UFJ Vale SA 72 May 2015

77 Global coverage Latin America/Brazil Brazil highlights DVB Group in export credit-supported loan to OSX Brasil We assisted DVB Group Merchant Bank (Asia) Ltd with a US$420m export credit-supported loan facility to OSX 1 Leasing BV, a subsidiary of OSX Brasil SA. The loan facility will help finance the acquisition and conversion of OSX s first floating production storage and offloading unit (OSX 1 FPSO). The unit will be operated by OGX Petróleo e Gás LTDA in the Waimea prospect in BM-C-41 in the Santos Basin offshore Brazil. Jaguar Mining in US$320m recapitalization and financing We assisted Brazilian junior gold producer Jaguar Mining Inc, with its US$320m recapitalization and financing transactions. This was implemented through a plan of compromise and arrangement under the Companies Creditors Arrangement Act (Canada), and included an exchange of US$268.5m in convertible notes for new equity, a US$50m backstopped common share offering, and certain amendments to Jaguar s senior secured credit facility. Jaguar operates in the state of Minas Gerais and owns the Gurupi Project in North-eastern Brazil. Japanese banks provide US$1.125bn loan for FPSO offshore We advised Japan Bank for International Cooperation (JBIC) and The Bank of Tokyo-Mitsubishi on a US$1.125bn facility on the FPSO Cidade de Mangaratiba MV24, which will be used for oil and gas production in the BM-S-09/11 (Cernambi South) Block of the Santos Basin, offshore Brazil, in water depths of up to 2,300 meters. Petrobras is the beneficiary and debtor of this transaction. The other syndicate banks were Sumitomo Mitsui Banking Corporation, Mizuho Corporate Bank, Ltd. and The Sumitomo Trust and Banking Co, Ltd. ONGC and Shell pay US$1bn+ for stake in BC-10 block We advised ONGC on a joint acquisition with Shell by preemption under a JOA of a 35 per cent interest in the BC-10 block for US$1bn. SACE involvement in Vale financing promotes link with Italy We advised Italian export credit agency Servizi Assicurativi del Commercio Estero (SACE), and a pool of three international banks Sumitomo Mitsui Banking Corp, The Bank of Tokyo-Mitsubishi UFJ and Banco Bilbao Vizcaya Argentaria on a US$300m 10-year pre-export financing for global mining company Vale. May

78 Norton Rose Fulbright Law around the world Asia overview As one of the best-resourced legal practices in Asia, we are instructed on many of the region s most prominent cross-border transactions involving jurisdictions ranging from China, Indonesia, Hong Kong, Tokyo, Malaysia and Thailand to Bangladesh, Cambodia, Laos, Myanmar, the Philippines, Singapore, South Korea, Sri Lanka, Pakistan and Vietnam. We have strong, established relationships with a range of financial institutions, corporates and other key commercial organizations. Offices Bangkok Beijing Hong Kong Jakarta* Shanghai Singapore Tokyo *Susandarini & Partners in association with Norton Rose Fulbright Australia Lawyers in Asia 204 Partners in Asia 55 Contact Phillip John [email protected] Jeff Smith [email protected] 74 May 2015 Practice strengths Antitrust and competition Asset finance Aviation Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Insurance Intellectual property International arbitration Islamic finance Joint ventures Project finance Regulation and investigations Shipping Telecommunications Trade finance Selected clients ANZ AXA Bank of China BHP Billiton BNP Paribas Chinachem China Construction Bank China Development Bank China Exim Bank HSBC ICBC Itochu Macquarie Group Mitsui & Co Rothschild SMBC Sunac Sinopec

79 Global coverage Asia Tier 1 Shipping finance Chambers Asia Pacific Best trade finance law firm in Asia Pacific Trade Finance Asia highlights Hong Kong s US$1bn Sukuk is first from AAA-rated government A cross-border team advised the Hong Kong government on its inaugural Sukuk under the government s bond program, the first originated by an AAA-rated government. The US$1bn Sukuk, with a term of five years, saw strong demand from global investors and the tightest spread ever achieved on a benchmark US$ issuance from an Asian government (excluding Japan). This sets an important new standard in the sector for Hong Kong and the rest of Asia. South East Asia s first LNG floating storage/regasification unit We advised a group of banks led by Sumitomo Mitsui Banking Corporation on the financing for Golar LNG s first LNG floating storage and regasification unit (FSRU). Named Nusantara Regas Satu, it was financed through a US$155m term facility and a US$20m revolving facility. The FSRU is chartered to PT Nusantara Regas, a joint venture between Pertamina and Perusahaan Gas Negara. The vessel is owned by an Indonesian company and is Indonesian flagged in compliance with the country s cabotage requirements. PTT Exploration pays US$1.3bn for Hess s Indonesian oil and gas We advised on one of the largest acquisitions in the Indonesian oil and gas space, to date our client PTT Exploration and Production and Pertamina Hulu Energy s acquisition of Hess s Indonesian oil and gas producing assets for a total consideration of US$1.3bn. US$3.5bn loan for Chinese crude producer Sinopec We advised Sinopec Century Bright Capital Investment Ltd and Tiptop Energy Ltd on a US$3.5bn five-year syndicated term loan facility. Sinopec Group is one of the largest state-owned petroleum and petrochemical enterprise groups in China, and the country s second largest crude oil producer. HSBC advises China Mengniu on its US$1.6bn general offer We advised HSBC in its capacity as a joint financial advisor to China Mengniu International Company Ltd as offeror on the proposed voluntary general offer for all shares of Yashili International Holdings Ltd. Both China Mengniu and Yashili are dairy companies listed on the Hong Kong Stock Exchange. The offer, which is valued at approximately HK$12.6bn (US$1.6bn), was funded by an acquisition financing. May

80 Norton Rose Fulbright Law around the world China (Beijing and Shanghai) China is a major world economy and our growing presence in the country is important to our clients, particularly those in the energy, financial institutions and infrastructure, mining and commodities sectors. We have offices in Beijing and Shanghai, the government and commercial centers of China, respectively. We practise in English and New York law, advising local and international financial institutions and corporations on both foreign and domestic investment. Lawyers in China 25 Partners in China 10 Contact Beijing Wang Yi [email protected] Shanghai Justin Wilson [email protected] Practice strengths Banking and finance Business ethics and anti-corruption Corporate, M&A and securities Insurance Intellectual property International arbitration Project finance Regulation and investigations Shipping Selected clients AIG Ansteel Bank of China China Development Bank China-Africa Development Fund China Nonferrous Metals China Re China Resources Power CIMC Financial Leasing CNOOC International GlaxoSmithKline HSBC International Mining Co Shanghai LNG Sinopec 76 May 2015

81 Global coverage Asia/China Tier 1 Energy & natural resources (International firms) It s difficult to compete with them on the upstream oil and gas deals Chambers Global China 2014, 2013 Itʼs difficult to compete with them on the upstream oil and gas deals Chambers Global China 2014 Tier 1 Projects and energy: foreign firms Legal 500 Asia Pacific China 2015 China highlights China Development Bank and Barclays in cooperation We advised China Development Bank on a new strategic cooperation agreement with Barclays, building on a previous cooperation memorandum signed in This extends the banks cooperation to cover the international loan market, in particular to Africa, as well as covering investment banking and retail banking. Chinese Court rules in favour of INVISTA We obtained a favorable judgment from the Chinese Supreme People s Court for INVISTA Technologies Sarl in a case which clarified the legality of arbitration agreements in China. The judgment sets out existing law in China covering the validity of arbitration agreements. Following a reference to the Supreme People s Court of China, a court in Ningbo, Zhejiang Province, the case confirmed that the parties arbitration agreement required administration by CIETAC and was not therefore an agreement to ad hoc arbitration. Germany s Paragon in joint venture with Jiangsu Riying We advised Germany s Paragon AG on a joint venture for car electronics and sensor production and distribution with Chinese Jiangsu Riying Electronics Co Ltd. The international team handled both German and PRC matters to create a 65 per cent (Paragon) 35 per cent (R&Y) joint venture to produce and distribute electronic and electro-mechanic devices for cars, including air quality sensors and other systems, as well as instruments and components, in the PRC. China-Pakistan corridor yields Pakistan s power project We are acting for the Chinese sponsor, Shandong Ruyi, on the development, construction and financing of Pakistan s largest power project the Sahiwal, comprising two 660MW coal-fired power stations. Opened by Pakistan s Prime Minister, this is one of the cornerstone projects of the China-Pakistan Economic Corridor. China Development Bank loans US$650m loan to Wesizwe Our Beijing and South African offices advised China Development Bank Corporation on a secured US$650m loan to Wesizwe Platinum Ltd to repay a bridge financing and to finance the operation of the Wesizwe Frischgewaagd-ledig Platinum project. To be developed by Wesizwe Platinum, and operated by Bakubung Minerals (Proprietary) Ltd, the project aims to explore and mine platinum group metals located in the North West province of South Africa. May

82 Norton Rose Fulbright Law around the world Hong Kong Hong Kong is a center for international trade and finance, and a business and finance hub for South East Asia. We have a long history in Hong Kong and strong, established relationships with a range of financial institutions, corporates and other key commercial organizations. Many of our lawyers are Hong Kong-, English- and Australian-qualified, and we also have a team of US-qualified lawyers. We have an excellent track record in managing large and complex transactions, projects and disputes in the domestic market, mainland China and internationally. We advise on English, Hong Kong and US law. Lawyers in Hong Kong 67 Partners in Hong Kong 19 Contact Phillip John [email protected] Practice strengths Antitrust and competition Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Financial services Insurance Intellectual property International arbitration Islamic finance Private equity Regulation and investigations Shipping Selected clients Bank of China (Hong Kong) Ltd Cathay Pacific Airways Ltd Crédit Agricole Corporate and Investment Bank ebay Hang Seng Bank Hao Tian Resources Group Ltd HSBC IRC Rabobank Société Générale UBS Vale 78 May 2015

83 Global coverage Asia/Hong Kong Tier 1 Energy and natural resources (International firms) Shipping: finance (International firms) Chambers Asia Pacific China, including Hong Kong 2014 ʻNorton Rose Fulbright has an impressive history in Hong Kong, most notably in public M&A and Hong Kong takeoversʼ The Legal 500 Asia-Pacific 2015 Corporate (including M&A) Hong Kong highlights Hong Kong Parkview Group in reverse takeover We advised The Hong Kong Parkview Group Ltd on the HK$14.2bn (US$1.9bn) acquisition of a commercial real estate portfolio from COFCO Land Ltd. The transaction is a reverse takeover and is also deemed a new listing under the Hong Kong listing rules. Sinomax Group in HK$795m IPO We advised China Merchants Securities (HK) Co Ltd as sole sponsor, sole global coordinator, sole book runner and joint lead manager on the HK$795m (US$103m) global offering and initial public offering of shares of Sinomax Group Ltd, a leading manufacturer and distributor of visco-elastic pillows, mattress toppers and mattresses in the US, Hong Kong and China. Beijing Capital Land s HK$351m takeover of Juda We assisted Beijing Capital Land Ltd and Beijing Capital Group with the acquisition of approximately 66 per cent of the issued share capital of Juda International Holdings Ltd. Listed on the Hong Kong Stock Exchange, Juda is an investment holding company principally engaged in the production of phthalic anhydride and fumaric acid in China. CNQC Development takes stake in Sunley Holdings We acted for CNQC Development Ltd on its HK$540m (US$70m) acquisition of 75 per cent of the issued share capital of Sunley Holdings Ltd. Together with its subsidiaries, Sunley is principally engaged in the foundation business, and machinery rental in Hong Kong and Macau. HSBC s HK$3.3bn facility for Guotai Junan (Hong Kong) Ltd We advised HSBC as agent, mandated lead arranger and book runner on a syndicated loan facility of up to HK$3.3bn (US$430m) term and revolving facilities for Guotai Junan (Hong Kong) Ltd. The facilities were secured by a guarantee granted by the borrower s parent, Guotai Junan International Holdings Ltd. BNP Paribas in HK$588m top-up placing in Summit Ascent We advised BNP Paribas Securities (Asia) Ltd as the sole placing agent in the top-up placing of 52 million shares in Summit Ascent Holdings Ltd, a tiles and engineering products trader. The total value of the shares was approximately HK$588m (US$76m). The top-up placing is mainly to raise funds for further investment to develop a gaming and resort project in Russia, and for general working capital. May

84 Norton Rose Fulbright Law around the world Singapore in Singapore Singapore is the leading hub for South East Asia business and a global center for investment-related international arbitration. We have one of the largest international legal practices in Singapore, recognized for its strengths in aviation, shipping, energy, financial services, technology and infrastructure, mining and commodities. Our practice in has Singapore a strong cross-border element. We are one of the few international legal practices permitted to advise on aspects of Singapore law. We also practise English law, advising leading global and regional corporations and financial institutions, and have market-leading experience in resolving matters through the Singapore International Arbitration Center. Lawyers in Singapore 70 Partners in Singapore 18 Contact Jeff Smith [email protected] Practice strengths Antitrust and competition Asset finance Aviation Banking and finance Corporate, M&A and securities Dispute resolution and litigation Financial services Insurance International arbitration Islamic finance Projects and project finance Regulation and investigations Shipping Telecommunications Selected clients ANZ Asian Development Bank AXA BNP Paribas Deutsche Bank Government of Singapore Investment Corporation HSBC ICICI Bank Ltd Natixis QBE Insurance Group Royal Brunei Airlines Standard Chartered Bank UBS 80 May 2015

85 Global coverage Asia/Singapore Firm of the year for telecoms, media and technology (Singapore) Asian-MENA Council s in-house community firms of the year 2014 Tier 1 Shipping: international finance ʻThey have a tremendous reputation for ship finance.ʼ Chambers Asia Pacific Singapore Tier 1 TMT: international firms Chambers Asia Pacific Singapore Tier 1 Asset finance: foreign firms International arbitration Legal 500 Asia Pacific Singapore Singapore highlights Singapore Sports Hub takes PPP model into new territory We advised the Singapore Sports Hub consortium on building and running the world s biggest sports and entertainment venue in Singapore. This was an award-winning transaction, which pushed the boundaries of the public private partnership funding model into new territory, involving multiple subcontractors and diverse payment streams. PT Höegh LNG Lampung secures financing for Korean FSRU We advised a syndicate of lenders on a limited recourse financing to PT Höegh LNG Lampung to finance the construction of an LNG floating storage and regasification unit (FSRU) being built in Korea, and the procurement of a tower yoke mooring system. The financing comprises a US$299m commercial and ECA-backed loan facility together with a US$10.7m standby letter of credit facility to PT Höegh LNG Lampung. K-sure provided ECA support. The syndicate of lenders was co-arranged by The Bank of Tokyo-Mitsubishi UFJ, DBS Bank, Korea Development Bank and Oversea-Chinese Banking Corporation and Standard Chartered Bank Ltd. PT Perusahaan Listrik Negara s power plant financing We advised Indonesia s state electricity company PT Perusahaan Listrik Negara on financing two gas-fired power plants in Aceh and Central Kalimantan. The plants will supply electricity to more than 150,000 homes. One of the plants, powered by LNG, will be the largest gas engine based peaking power plant in Indonesia, while the other, a 155MW gas engine based plant, will produce electricity for the Kalimantan grid. US$787m part-financing to procure LNG vessels We advised a syndicate of lenders on four limited-recourse facilities totalling US$787m to part-finance the procurement of four LNG vessels, to be built by Hudong-Zhonghua in China. The syndicate was made up of CNOOC Energy Technology & Service Ltd, Teekay LNG Partners LP, China LNG Shipping (Holdings) Ltd and BW Gas Ltd. The vessels will be delivered in 2017 and 2018, and will be on long-term charters to a subsidiary of BG Group as part of its global shipping fleet. US$225m financing of First Reserve and Petrofac joint venture We assisted Natixis s Singapore operation, as sole mandated lead arranger and underwriter, on a US$225m limited recourse project financing facility to fund two floating production facilities for PetroFirst Infrastructure Ltd, a joint venture between energy-focused private equity leader First Reserve and oilfield services giant Petrofac. May

86 Norton Rose Fulbright Law around the world Indonesia (Jakarta) With extensive natural resources, Indonesia has a fast-growing emerging economy, attracting a wide range of international investors. Our associate firm, Susandarini & Partners, is strategically positioned in Jakarta, Indonesia s financial and commercial center, and has developed strong corporate, commercial, and banking and finance practices. Lawyers in Jakarta 23 Partners in Jakarta 6 Contact Susandarini Rick Beckmann [email protected] Practice strengths Agribusiness Aviation Banking and finance Corporate, M&A and securities Dispute resolution Infrastructure Insurance Mining Oil and gas Power Project finance Regulation and investigations Selected clients AXA Bank of Tokyo-Mitsubishi UFJ Generali Halliburton Indonesia Port Corporation Noble Group Pertamina Salamander Energy Sumitomo Mitsui Banking Corporation Republic of Indonesia Unilever 82 May 2015

87 Global coverage Asia/Indonesia Indonesia highlights Astra and Aviva join forces to sell life insurance in Indonesia We represented Indonesian conglomerate Astra International in a joint venture with Aviva to establish a life insurance company in Indonesia. The insurance market is growing significantly as the development of the country s middle class propels demand upwards. US$260m in financing for upstream Senoro gas field We represented Standard Chartered Bank, Singapore, in a US$260m reserve based lending facility to Medco to develop the upstream Senoro gas field in Indonesia. The gas field is expected to deliver its first LNG cargo in mid-2015, with gas supply to the 2 million metric tons per year LNG plant starting in the first half of Indonesia s largest Sukuk under US$5bn program For the third successive year we have acted on the update and upsizing of the Global Islamic Trust Certificate Program by the Republic of Indonesia through special purpose vehicle Perusahaan Penerbit SBSN Indonesia III. We advised on the issuance of US$1.5bn trust certificates in its second drawdown the largest Sukuk offering in Indonesia to date. Multi-billion dollar port redevelopment in Jakarta We are advising state-owned port developer and operator Indonesia Port Corporation on the multi-billion dollar redevelopment and financing of the Port of Jakarta. This is the largest port project currently under way in Asia. We also assisted with the appointment of Mitsui & Co as the container terminal s first operator. May

88 Norton Rose Fulbright Law around the world Japan (Tokyo) Japan is one of the largest developed economies in the world with strong electronics, automotive, banking, and shipping industries, among others. Our office in Tokyo advises prominent Japanese banks, government agencies, shipyards, trading houses, insurers and other major corporates on a range of legal issues, particularly in the banking, energy and transport sectors. Lawyers in our Tokyo office are qualified in the UK, US and Australia. We practise English law and regularly work with clients which are expanding into global markets, including Australia, the US and Brazil. Lawyers in Tokyo 11 Partners in Tokyo 5 Contact Jeremy Gibb [email protected] Eiji Kobayashi [email protected] Practice strengths Banking and finance Corporate, M&A and securities Projects and project finance Regulation and investigations Shipping Telecommunications Selected clients The Bank of Tokyo Mitsubishi UFJ Ltd Japan Bank for International Cooperation Marubeni Corporation Mitsui & Co, Ltd Mizuho Bank, Ltd Showa Denko KK Sumitomo Mitsui Banking Corporation 84 May 2015

89 Global coverage Asia/Japan Tier 1 Shipping: international firm: joint ventures Legal 500 Asia Pacific Japan 2013, 2015 Japan highlights US$847m financing for African FPSO unit We advised Japan Bank for International Cooperation (JBIC) and the commercial lenders, led by Sumitomo Mitsui Banking Corporation as lead arranger, on a US$847m loan for a floating production, storage and offloading (FPSO) unit to be made available to a Ghanaian subsidiary of Tullow Oil plc for oil and gas production in the Tweneboa, Enyenra and Ntomme fields in the western Ghanaian sea. Six Brazilian FPSO financings since 2008 We have advised the commercial lenders and JBIC on six Brazilian FPSO financings to financial close since we opened in Tokyo in Most recently, we advised JBIC and The Bank of Tokyo-Mitsubishi UFJ Ltd as lead arranger on behalf of the commercial lenders (which benefited from insurance from Nippon Export and Investment Insurance (NEXI)) on a US$1.1bn facility for the FPSO Cidade de Caraguatatuba MV27, which will be used for oil and gas production in the Carioca field, offshore Brazil. US$555m financing of Four Ramform seismic survey vessels We advised Sumitomo Mitsui Banking Corporation and JBIC on two loans worth a total of US$555m to finance four new generation Ramform Titanclass seismic survey vessels for Petroleum Geo-Services ASA. US$369m financing of two LNG carriers for Total We advised Sumitomo Mitsui Banking Corporation as structuring bank and arranger on behalf of a syndicate of banks on a US$369m limited recourse financing of two LNG carriers for long-term charter to Total. US$250m investment in dedicated Japanese solar platform We advised Partners Group on the successful closing of a US$250m investment to develop a dedicated Japanese solar platform. Partners Group co-led an investment consortium that was established to fund the construction of utility-scale solar power plants across Japan. Joint venture for water business in China We advised Sumitomo Corp and Sumitomo Corp (China) Holding Ltd on the acquisition of three waste water treatment projects with a total treatment capacity of 290,000 cubic meters per day in the Chinese provinces of Shangdong and Zhejiang through a joint venture with Beijing Capital Co Ltd s wholly owned subsidiary Beijing Capital Hong Kong Ltd. May

90 Norton Rose Fulbright Law around the world Thailand (Bangkok) As a newly industrialized country, Thailand has developed rapidly as a major exporter and a target for foreign direct investment. In addition to advising local businesses, our office in Bangkok advises on Thai law on investments from a range of regional and international organizations, particularly in the financial institutions and infrastructure sectors. We are experienced in inward investment transactions and in major projects. Lawyers in Bangkok Practice strengths Asset finance 13 Banking and finance Capital markets (debt, equity) Partners in Bangkok Corporate, M&A and securities Financial restructuring and 1 insolvency Infrastructure projects Contact Insurance Somboon Kitiyansub Project finance Regulation and investigations [email protected] Selected clients Bangkok Bank HSBC IRPC PTT Aromatics and Refining Siam Commercial Bank Standard Chartered Asset Management TOT Total Access Communications True Corporation 86 May 2015

91 Global coverage Asia/Thailand Firm of the year for energy and natural resources Asian-MENA Council s in-house community firms of the year 2014 Thailand highlights Siam Commercial Bank finances ten solar power projects We advised The Siam Commercial Bank Public Company Ltd on financing ten solar PV projects with an aggregate capacity of 72MW. The ten projects consist of seven 8MW solar power projects, two 6MW solar power projects, and one 4MW solar power project. US$440m facility for telecoms investment in Thailand We advised Bangkok Bank Public Company Limited on a US$440m (THB13bn) secured term facility to Charoen Pokphand Holding Co Ltd for a rights-offer subscription of shares in True Corporation Public Company Ltd. The equity raised by True, the third largest telecommunications operator in Thailand, will reduce its interest expenses and fund the rollout of a faster fourth-generation network with new telecom licences expected to become available in a bid in US$3bn financing for gas-fired power plants We advised Bangkok Bank Public Company Ltd and The Siam Commercial Bank Public Company Ltd on the financing of US$3bn facilities for Ratchaburi World Cogeneration Co. Ltd to build two gas-fired cogeneration power plants. Ratchaburi World is a company jointly owned by Ratchaburi Electricity Generating Holding Public Co Ltd, one of the largest power companies in Thailand, and the TAF Group. US$200m TICON Industrial Growth Property Fund Our Bangkok and Hong Kong offices advised SCB Asset Management Company Ltd as acting fund manager, on the establishment of TICON Industrial Growth Leasehold Property Fund, the domestic and international public offering by the fund of 555 million investment units, and the acquisition of 56 factories and warehouses, freehold and leasehold, in various locations near Bangkok. The transaction attracted investment of approximately US$200m. IRPC sells IRPC Clean Power stake to Global Power Synergy We advised IRPC Public Company Ltd, a fully integrated petrochemical complex with plants located in Rayong Province, on the sale of shares by IRPC in IRPC Clean Power Company Ltd to Global Power Synergy Company Ltd, part of the PTT Group. This gave Global Power Synergy Company Ltd a controlling 51 per cent stake in IRPC Clean Power Company Ltd, with IRPC holding the remaining 49 per cent. May

92 Norton Rose Fulbright Law around the world Australia overview Australia is the 12th largest world economy and a major hub for capital markets activity in Asia Pacific. Its main industries are mining, infrastructure, agriculture, healthcare, energy, utilities and services. Australia s business conditions, and its political and financial stability, attract significant foreign investment. We have lawyers based across our offices in Sydney, Melbourne, Perth and Brisbane and we are one of the largest Australian practices operating at a global level. Offices Brisbane Melbourne Perth Sydney Lawyers in Australia 405 Partners in Australia 126 Contact Wayne Spanner [email protected] 88 May 2015 Practice strengths Antitrust and competition Banking and finance Corporate, M&A and securities Dispute resolution and litigation Employment and labor Financial restructuring and insolvency Government Infrastructure and major projects Insurance and financial services Intellectual property Real estate Regulation and investigations Tax Selected clients Caltex GlaxoSmithKline Leighton Group Macquarie Group McDonald s Australia NSW Networks QBE Rio Tinto Stockland

93 Global coverage Australia Tier 1 Insurance: insurer Legal 500 Asia Pacific Australia 2014, 2013 TMT deal of the year (Ooredoo Group s US$15bn investment in Myanmar) American Lawyer s Asian lawyer s emerging markets awards 2014 Tier 1 Shipping Chambers & Partners Tier 1 Transport Legal 500 Asia Pacific Australia Australia highlights Major natural disaster class actions in Australia We are acting on two of the largest class actions in Australia arising from major natural disasters: for a water infrastructure developer in the anticipated class action arising from the 2011 Queensland Floods, in which prolonged rainfall led to flooding of historic proportions; and for the Victorian government (instructed by its insurers) in two group proceedings arising from the Black Saturday bushfires, which occurred in Victoria in A$20.4bn Curtis Island LNG presents novel regulatory context We are advising McConnell Dowell and Consolidated Contracting Company (a joint venture between leading Australian oil and gas contractors) on the gas gathering and pipeline elements of the coal seam gas project in Queensland. This has involved managing significant claims in a novel regulatory environment, and the protection of legal rights, in order to maintain cash flow during the project and to establish a commercial close-out on completion. The entire project is valued at around A$20.4bn. Indonesia s Senoro gas field gains upstream financing We acted for Standard Chartered Bank and PT Bank Mandiri as mandated lead arrangers on the US$260m syndicated reserve based financing to PT Medco E&P Tomori Sulewasi to develop the Senoro gas field. The project is expected to deliver its first LNG cargo in mid US fund partners with property group to buy A$770m in assets We are advising one of the largest funds in the US on setting up its strategic alliance with a major Australian property group to pursue an acquisition of prime assets in Australia valued at A$770m. A$1.24bn oil and gas share acquisition and financing in PNG We advised the Independent State of Papua New Guinea on its A$1.24bn share acquisition of Oil Search, an ASX-listed company, which holds a 23 per cent stake in a licence for the Elk/Antelope gas discoveries in Papua New Guinea. This is reported to be the largest undeveloped gas resource in Papua New Guinea. May

94 Norton Rose Fulbright Law around the world Energy The energy sector is regrouping to meet regulatory and economic policies while controlling costs and maintaining systems. Our energy team is advising domestic and international clients involved in upstream and downstream projects across financing, M&A, regulatory issues and significant disputes. Solution focused, commercially minded and able to drive the deal forward. Chambers & Partners energy and resources 2014 Contact Simon Currie Energy highlights Baytex Energy in C$2.6bn acquisition of Aurora Oil & Gas We advised Baytex Energy, a dividend-paying oil and gas corporation based in Calgary, on a scheme of arrangement to acquire Aurora Oil & Gas, an ASX-listed company with liquids-rich shale assets in Eagle Ford in Texas, US. Simultaneously, Baytex Energy undertook a C$1.5bn equity raise and expansion of its debt facilities to C$2.5bn, requiring tight coordination between the three work streams. The acquisition is Baytex s largest, one of the biggest Australian M&A deals in Fosun in A$489m takeover of ROC Oil Company Our cross-border team advised Fosun International Ltd, China s largest privately owned corporation, on the A$489m takeover of ASX-listed ROC Oil Company Ltd. Interest from foreign investors in Australian energy, resources and infrastructure markets remains strong. Our Melbourne, Shanghai, Perth, Hong Kong, London, Singapore and Jakarta offices advised on this transaction. Kurnell refinery converting to fuel storage terminal We are the sole advisors to Caltex on its high-profile conversion of Kurnell refinery into an import and fuel storage terminal. This high-stakes project requires end-to-end management of complex regulatory approvals, dredging and dumping issues, raising issues of maritime law and constitutional law, and contaminated land. Sale of largest Australian renewable project We acted for AGL Energy Ltd in the sale by Meridian Energy of its 50 per cent interest in the 420MW Macarthur wind farm (a more than A$1bn renewable energy project in Australia) to Malakoff. This is the largest brownfield renewable energy sale in Australia to date. 90 May 2015

95 Global coverage Australia Financial institutions Australia s financial institutions are managing change resulting from regulatory reform, while limiting business risk and ensuring return on investment. Our regulatory knowledge and experience of working with the world s leading institutions underpins our strength in advising on cross-border transactions and disputes. Responsive and attentive, with very strong industry knowledge and commercial acumen. Asia Pacific Legal 500 banking and finance 2014 Contact Adrian Ahern [email protected] Financial institutions highlights Bank of China s ASX Renminbi agreement We advised Bank of China on its ground-breaking agreement with the Australian Securities Exchange to deliver Renminbi settlement services to the Australian and Chinese financial markets. This means counterparties can use Renminbi as a settlement currency for trade deals, foreign exchange transactions and investments, making investment across borders a smoother process. Managing the acquisition of A$1.6bn Suncorp loan book We are advising both the Goldman Sachs SPV mortgagee and various receivers and managers appointed to the distressed commercial loan book acquired from Suncorp, which has a face value of over A$1.6bn. BMO Global Asset Management enters Australian market We advised Bank of Montreal on the regulatory and commercial aspects of its entry into the Australian asset management and financial services market. This is part of a trend for foreign banks to enter friendly jurisdictions in order to diversify their capital base and expand their business. Forge Group in cross-border insolvency We advised the receivers and managers appointed to Forge Group Ltd, an ASX-listed engineering, procurement and construction company with operations in Australia, South Africa, Asia and the US. We are also acting for the appointor, ANZ Fiduciary Services P/L, as security trustee for secured lenders Australia and New Zealand Banking Group, QBE and Swiss Re International SE. May

96 Norton Rose Fulbright Law around the world Infrastructure, mining and commodities Australia s strong pipeline of investment opportunities in large infrastructure, mining and agribusiness continues to attract overseas investors. We have worked on some of the largest transactions involving multi-disciplinary cross-border teams across energy and resources, healthcare, transport and water. They are very strong on large projects. Chambers & Partners projects 2014 The firm s global presence is a clear strength in international energy and resources matters. Keen and current understanding of the PPP market. Asia Pacific Legal 500 energy and resources 2014 Contact Alen Pazin alen,[email protected] Infrastructure, mining and commodities highlights Tiger Resources acquires 40 per cent of Kipoi copper project Our cross-border team advised Tiger Resources on its US$111m acquisition of 40 per cent of Société d Exploitation de Kipoi SPRL, which owns the Kipoi copper project in the Democratic Republic of Congo, from Gécamines. We also advised on a US$94m placement and accelerated non-renounceable entitlement offer (underwritten by Canaccord) and a US$100m bridging finance facility with Taurus Mining Finance to fund the acquisition. Brookfield Rail taps US liquidity in US$485m placement We advised Australian infrastructure provider Brookfield Rail on its successful US 144A private placement. The placement consisted of three US dollar tranches of senior secured debt totalling US$485m and refinancing of syndicated bank facilities totalling US$100m. Bidding for the US$1.5bn Toowoomba second range crossing PPP We are advising the financier to a consortium bidding for the new Toowoomba second range crossing public private partnership in Queensland. This US$1.5bn project is an important government initiative aimed at improving safety and efficiency of freight activity across Australia s national land transport network. US$1.74bn acquisition of Papua New Guinea agribusiness We are advising Kulim (Malaysia) Bhd, a major shareholder in New Britain Palm Oil Ltd, on the proposed US$1.74bn acquisition of New Britain by Sime Darby Bhd. New Britain has almost 100,000h of planted palm oil estates, sugarcane and grazing pastures, along with 12 oil mills and two refineries. It is Papua New Guinea s top beef producer. 92 May 2015

97 Global coverage Australia Life sciences and healthcare Commercial transactions and litigation across borders is accelerating as pharmaceutical companies face increased pressure from regulation, the need for improved infrastructure and rapidly developing medical technology. We are part of a global healthcare team which advises on every stage of the product lifecycle, from protection to investment. Well regarded insurance specialists. They produced groundbreaking results for us. Chambers & Partners Asia Pacific 2014 Responsive service, in-depth industry knowledge, costconsciousness and practical approach. Asia Pacific Legal 500 intellectual property 2014 Contact Richard Fogl [email protected] Life sciences and healthcare highlights GlaxoSmithKline in patent infringement battle with Reckitt We are acting for GlaxoSmithKline in a patent infringement litigation against Reckitt Benckiser (Nurofen) over a dosing device for children s Panadol. We successfully secured the discharge of interlocutory injunctions, returning the product to market in its prime sales period. This litigation continues. Tele-health services Coronial inquest follows patient death We successfully protected the interests of a national health organization in an inquest into the death of a patient following the use of a tele-health service. This is one of the first tele-health cases to be subject to close judicial scrutiny. Royal Adelaide Hospital A$1.85bn PPP is Australia s biggest We are acting for the joint venture between Hansen Yuncken and Leighton Contractors on all aspects of the design and construction of Australia s largest and most advanced hospital project. The Royal Adelaide Hospital, which is valued at more than A$1.85bn, is structured as a PPP project with international participants, requiring detailed advice on risks associated with contracting with non-australian entities. GSK, Thermo Fisher and Boehringer Ingelheim We have acted on some of the highest-profile domestic and cross-border merger clearances in the life sciences sector, including: GlaxoSmithKline in its three-part global business swap with Novartis; Thermo Fisher in its acquisition of Life Technologies; GlaxoSmithKline in its divestiture of a portfolio of products to Aspen; and Boehringer Ingelheim in its acquisition of the animal vaccine business divested by Pfizer, a condition of the Australian regulator s clearance of the latter s acquisition of Wyeth. May

98 Norton Rose Fulbright Law around the world Technology and innovation Technology continues to transform the business landscape, changing traditional forms of retail and media, and the way in which data is used. We have a large consumer brands and technology team which advises on product development, protection, procurement and licensing, and investments in developed and emerging markets. Praised for its technical qualities and practical focus. Asia Pacific Legal 500 TMT 2014 Contact Nick Abrahams [email protected] Technology and innovation highlights Australia auctions broadcasters radio spectrum We advised the Australian Communications and Media Authority on all aspects of preparing and conducting its sale and re-allocation of digital radio spectrum currently used by free-to-air television broadcasters. Largest US VC investment into Australian tech company In a transaction which reflects the increasing interest which US venture capitalists are showing in non-silicon Valley technology innovators looking to achieve global scale, we advised Technology Crossover Ventures on its investment into SiteMinder an Australian-based business that powers online hotel bookings with over 11,000 clients worldwide. 7-Eleven Australia buys Starbucks US retail assets in Australia We assisted 7-Eleven Australia on its acquisition of all Starbucks US retail assets in Australia. This also involved the purchaser securing development rights from Starbucks US for the Australian market, allowing the privately owned group to franchise the network in future. Kordia Solutions in litigation against Nokia We are acting for Kordia Solutions, a major Australasian telecommunications managed services provider, in several large pieces of litigation against Nokia Solutions and Networks over Kordia s performance in meeting its obligations to Nokia Solutions in maintaining Vodafone s network. 94 May 2015 Alleged cartel conduct in laundry detergent sector We are acting for the regulator in proceedings in the Federal Court of Australia on alleged cartel conduct across a range of laundry detergent products, against three major players which allegedly had a significant effect on competition in an industry valued at almost A$500m per year in Australia.

99 Global coverage Australia Transport Investment in cost-efficient and sustainable connections between transport, real estate and infrastructure (including port developments) is critical in order to meet future demand. We have in-depth experience in PPP financing and structuring, dispute resolution in shipping, aviation and rail, and in-depth knowledge in sustainability, climate change, urban regeneration, ports, rail, environmental and planning and health and safety. Tier 1 Transport Legal 500 Asia Pacific Australia Without question a leader in the market. Legal 500 Asia Pacific Transport 2014 Tier 1 Shipping Chambers & Partners Contact Ernest van Buuren [email protected] Transport highlights A$40bn project to develop Gladstone Port for higher LNG exports We advised Gladstone Port Corporation on its A$40bn development of LNG projects at Gladstone Port to facilitate increased exports of liquefied natural gas and expand existing coal terminals and alumina refineries. We provided all legal support, including land acquisition and tenure, logistics, infrastructure and facilities delivery and materials offloading facility and jetty agreements. We also assisted with the user funded infrastructure agreement for direct funding by proponents of the capital dredging works, costing in excess of A$1.4bn. Itochu and Bombardier win A$4.4bn Queensland Rail bid We advised Itochu Corporation and Bombardier Transportation on their successful bid to design and construct approximately 75 six-car train sets as well as a modern, purpose-built maintenance center. This is the single largest investment by the Queensland government in rail operations. Largest marine environmental oil spill in the South Pacific We are advising the owners and insurers of the container ship RENA, following her grounding in the largest marine environmental incident in New Zealand. This involved handling the initial response to the casualty, evidence gathering and the subsequent management of claims being brought or threatened by a number of different parties. Judicial sale of Hai Shi bulk carrier vessel We represented the Admiralty Marshal on the judicial sale of the bulk carrier vessel Hai Shi, following its arrest by the Bank of China due to owners defaulting under the loan agreement. Faulty machinery, lapsed insurance, and its volatile location gave rise to a number of complicated issues which impacted the sale. This matter was described by the Admiralty Marshal as one of the hardest and most complicated judicial sales he has dealt with. May

100 Norton Rose Fulbright Law around the world Africa overview Africa is attracting considerable investor interest, especially in energy, infrastructure, mining and commodities, as well as in technology, agriculture and manufacturing. We work in more than 40 common law- and civil lawbased African jurisdictions, including rapidly growing economies such as Nigeria, Uganda and Zimbabwe. We advise on a variety of laws, including English law, Tanzanian law and South African law, and have experience in Lusophone jurisdictions, specifically Mozambique and Angola. We have offices in South Africa and Tanzania, and alliances with firms in Uganda, Burundi and Zimbabwe. Offices Bujumbura** Cape Town Casablanca Dar es Salaam Durban **Alliances Lawyers in Africa 293 Partners in Africa 117 Contact Harare** Johannesburg Kampala** Rob Otty [email protected] Selected clients Anglo American Barclays/Absa Bank Exxaro Resources FirstRand Industrial Development Corporation Nedbank Seacom Ltd Sonangol Standard Chartered Bank Zimbabwe Power Company Practice strengths Antitrust and competition Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employment and labor Insurance Intellectual property Professional liability and construction Project finance Real estate and infrastructure Regulation and investigations Structured trade and commodity finance Tax 96 May 2015

101 Global coverage Africa Best trade finance law firm in Sub-Saharan Africa Global Trade Review Tier 1 Financial and corporate (international firms) Ghana, Mozambique, Nigeria, Uganda, Zambia IFLR Tier 1 Corporate/commercial Projects and energy: mining and minerals Chambers Global Africa wide Africa highlights Northwest Rail venture to enable oil imports from Zambia We are advising Northwest Rail Company in Zambia on its joint venture with Grindrod for the construction of a railway line from the Zambian copperbelt to the Angolan border. This has involved preparing and negotiating the joint venture agreement and the commercial terms for the operating agreement, and the offtake agreements. The first phase will boost the servicing of existing ore and finished copper traffic while the second is intended to open up a direct corridor to Lobito, enabling landlocked Zambia to import oil directly from Angola, and to stimulate further mining activity in the western copperbelt. Rio Tinto sells stake in Palabora Mining A team from our Johannesburg, London and Beijing offices advised Rio Tinto on the sale, with joint shareholder Anglo American Plc, of a combined 74.5 per cent stake in Palabora Mining Company Ltd, a JSElisted company. This was one of the most significant M&A transactions in Africa in the last couple of years, and one of few disposals completed by a mining major. The controlling interest was sold to a consortium led by Hebei Iron & Steel Group Co Ltd of China and Industrial Development Corporation of South Africa. Exxaro in US$3.4bn combination with Tronox We assisted Exxaro Resources Ltd with the combination of its mineral sands operations with the businesses of US-based pigment firm Tronox in a US$3.4bn transaction which created an Australian holding company, in exchange for approximately 38.5 per cent of shares in Tronox. The latter is now the world s largest fully integrated producer of titanium ore and titanium oxide. US$3bn financing for Zimbabwe Power Company We advised on the US$3bn financing of two mining-related power projects at Hwange and Kariba Dam in Zimbabwe. We helped our client to manage the transfer of coal mining concessions, coal and limestone supply agreements and structured power purchase and mezzanine financing arrangements in a deal which will help meet Zimbabwe s rising power requirements. May

102 Norton Rose Fulbright Law around the world Morocco (Casablanca) North Africa has rich natural resources and an advanced financial institutions sector; its wealth is growing rapidly. We have been active in the region for 15 years, advising corporates, financial institutions and state entities. Our presence in Morocco, combined with the support of our lawyers across our offices worldwide, allows us to provide broad corporate and commercial advice to regional organizations and to foreign investors in North Africa and francophone sub-saharan Africa. We are particularly strong in energy, infrastructure, telecommunications, financial institutions and real estate. We advise on local and international law. Lawyers in Casablanca 7 Contact Alain Malek [email protected] Anne Lapierre [email protected] 98 May 2015 Practice strengths Antitrust and competition Banking and finance Capital markets (debt, equity) Compliance Corporate, M&A and securities Islamic finance Project finance Real estate Regulation and investigations Selected clients Abeinsa Business Development Abraaj Capital AIG Akwa Group Alliances Développement Immobilier Attijariwafa Bank Caisse de Dépôt et de Gestion Chevron Compagnie Générale Immobilière Delta International Property Fund GDF Suez/La Compagnie du Vent Holcim Label Vie/Carrefour Maersk Drilling Maghreb Steel Mandarin Oriental Hotel Moroccan Agency for Solar Energy Palmeraie Développement Société Générale Sofiprotéol Vermeg

103 Global coverage Africa/Morocco Tier 1 Corporate and M&A Projects and public law Tourism and real estate Legal 500 EMEA Morocco 2014 Tier 1 Algeria, Morocco, Tunisia (international firms) IFLR Tier 1 Foreign firms Legal 500 EMEA Tunisia 2014 Morocco highlights Morocco enters second and third phases of solar plan We are advising the Moroccan Agency for Solar Energy (MASEN) on the call for tenders to develop, finance, build, operate and maintain the second and third concentrated solar power phases of the NOOR solar power complex in Ouarzazate, Morocco, for an aggregate capacity of 300MW. This is the first in a series of vast solar projects planned in Morocco; the country is aiming to become a world-class renewable energy producer for both internal consumption and export. Morocco s largest capacity desalination plant in Agadir We advised InfraMaroc, the investment fund sponsored by Moroccan Caisse de Dépôt et de Gestion, on the negotiation and signature of a PPP agreement between Morocco s national electricity and water company (ONEE) and InfraMaroc in an alliance with Abengoa. The agreement is to build Morocco s largest capacity desalination plant to date in Agadir. Delta International buys Morocco s AnfaPlace Shopping Center We advised the South African fund, Delta International Property Fund, on the acquisition of the AnfaPlace Shopping Center, one of Morocco s premier malls, and one of Casablanca s key development projects. Vivendi divests Maroc Telecom stake to Etisalat We advised the Moroccan government on the sale of Vivendi s shareholding in Maroc Telecom to Etisalat, a major M&A transaction in the Moroccan Kingdom. The Emirati telecoms group acquired 53 per cent control of Maroc Telecom, and the Moroccan state remains a minority shareholder. Moroccan state to sell 30 per cent of Marsa Maroc through an IPO We are assisting the Moroccan government with the privatization of Marsa Maroc, the Moroccan port terminals and installations operator, in conjunction with Attijari Finances Corp and Roland Berger. The Moroccan state plans to sell 30 per cent of Marsa Maroc s capital through an IPO. Alliances Développement Immobilier builds Tangier resort We are advising Alliances Développement Immobilier on the development and operation of the Lixus Marina golf resort located in southern Tangier, which includes hotels, villas, apartments and leisure centers. May

104 Norton Rose Fulbright Law around the world South Africa (Cape Town, Durban and Johannesburg) South Africa is a global commercial and financial center and a gateway to Africa s emergent economic growth. With offices in Johannesburg, Durban and Cape Town, we have one of the largest legal footprints in South Africa and a presence that is more than a century old. We advise clients across the full range of business law and have particular strength in the financial institutions, energy and infrastructure, mining and commodities industries. Lawyers in South Africa 214 Directors in South Africa 116 Contact Rob Otty [email protected] 100 May 2015 Practice strengths Antitrust and competition Aviation Banking and finance Broad-based Black Economic Empowerment Capital markets (debt, equity) Competition Constitutional, administrative law Corporate, M&A and securities Data privacy Dispute resolution and litigation Employment and labor Environment Financial restructuring and insolvency Insurance Intellectual property International arbitration Professional liability and construction Real estate and infrastructure Regulation and investigations Structured trade and commodity finance Tax Selected clients African Development Bank Anglo American Bank of China Barclays/Absa Bank Exxaro Resources FirstRand Industrial Development Corporation Investec Nedbank Rio Tinto Standard Bank

105 Global coverage Africa/South Africa Overall professional services firm of the year South African Professional Services Awards 2014 Law firm of the year South African Professional Services Awards 2014 Tier 1 Energy and infrastructure: Disputes; Project development; Corporate; Finance Bank lending Project finance Capital markets IFLR Tier 1 IT & telecommunications Mining (energy & natural resources) Dispute resolution Projects and energy Chambers Global South Africa 2014 South Africa highlights Absa Bank and Barclays sell stake in private equity fund In the largest transaction concluded in South Africa s secondary market, we acted for Absa Bank and Barclays Africa Group on the disposal of a per cent interest in Absa Capital Private Equity Fund, and a 100 per cent shareholding in Absa Capital Private Equity Pty Ltd. US$472m acquisition of Total Coal South Africa We acted for Exxaro Resources Limited on its US$472m acquisition of Total Coal South Africa (Pty) Ltd from Total SA, a transaction considered one of the biggest in South African mining in Our team advised on all South African law aspects of the transaction, providing integrated advice across six practice areas corporate, mining (regulatory), tax, competition, environmental and employment. South Africa s renewables program proceeds A team of lawyers from our Abu Dhabi, Cape Town, Dubai, Durban, Johannesburg and London offices have advised more than half of the preferred bidders selected in the three bid submission phases of South Africa s ambitious 20-year renewable energy procurement program. The Department of Energy structured the program to generate energy from a range of renewable sources, mainly from biomass, wind, solar and smallscale hydropower schemes, backed by subsidies and carbon financing. Grindrod in rolling stock deal in Mozambique, Zimbabwe We were instructed by Grindrod Freight Services (Pty) Ltd, to provide rail, ports and infrastructure advice on a deal worth US$55m. This involves ECIC-backed multi-tranche receivable based equipment financing for rolling stock, senior and mezzanine inter-creditor arrangements, as well as back-to-back finance leasing arrangements in Mozambique and Zimbabwe. Bank of America Merrill Lynch advises on CFR Pharma buy A large team of lawyers, spanning our IP, corporate and M&A practices, acted for Bank of America Merrill Lynch, advising lenders to CFR Pharmaceuticals SA on the acquisition of the issued ordinary share capital of Adcock Ingram Ltd, as well as the takeover regulations, the scheme and the funding and security arrangements. May

106 Norton Rose Fulbright Law around the world Tanzania (Dar es Salaam) The last few years have seen a surge in foreign direct investment in Tanzania. This has been driven by a combination of factors, including the discovery of large off-shore natural gas fields, an on-going program of restructuring and reform of the business environment, and a pressing need for energy and infrastructure, resulting from sustained economic growth across the mining, agriculture, manufacturing, housing and IT sectors. Our Tanzania practice consists of internationally recognized lawyers with deep knowledge and experience of the local business, legal and regulatory environment. Our major national and international clients include corporations, governmental organizations, investment funds and financial institutions. Lawyers in Tanzania 5 Directors in Tanzania 2 Contact Adam Lovett [email protected] Practice strengths Antitrust and competition Aviation Banking and finance (including acquisition finance, project finance, property finance and trade finance) Communications, media and technology Corporate, M&A and securities Employment and labor Insurance Intellectual property Mining Oil and gas Real estate Regulation and investigations Selected clients Anglo American Catalyst Principal Partners Établissements Maurel & Prom International Finance Corporation Pavilion Energy Rand Merchant Bank Silver Street Capital Standard Bank Standard Chartered Bank Vodacom Wananchi Group 102 May 2015

107 Global coverage Africa/Tanzania Tier 1 International firms active in Tanzania IFLR , 2013 Tier 1 Projects and energy: mining and minerals (Africa-wide) Mining (Africa-wide) Chambers Global Tier 1 Mining (energy and natural resources) Chambers Global Dar es Salaam highlights Tanzania Electric Supply secures US$29bn term loan We advised Rand Merchant Bank and First National Bank of Tanzania as lead and Tanzanian counsel on a US$220m guaranteed syndicated loan for the Tanzania Electric Supply Company Ltd as part of its US$29bn (ZAR307bn) strategy to bring access to power to Tanzania s rural population. We advised the parastatal electricity generation, transmission and distribution organization on structuring the security package in light of regulatory restrictions. We also negotiated the guarantee, and reviewed, commented on and negotiated the facility agreement and other security documentation. Mnazi Bay gas field interests restructured We advised Établissements Maurel et Prom on its rights and obligations under a natural production sharing agreement and joint operating agreements for its exploration and production licenses in Mnazi Bay, Tanzania. Based on this, we advised on the restructuring of its subsidiaries in Tanzania. The transaction involved providing structuring advice, as well as corporate, taxation and regulatory advice, and negotiation with the Ministry of Minerals and Energy, and the Tanzania Petroleum Development Corporation. Pavilion Energy acquires deepwater gas exploration assets We helped Pavilion Energy with its farm-in of a 20 per cent interest into three deepwater exploration blocks held by Ophir. We provided oil and gas regulatory advice, corporate and tax advice as Tanzanian counsel, and acted as lead counsel in obtaining competition clearance for four separate (but connected) acquisitions that formed part of the overall acquisition. Standard Chartered secures US$99.5m in regional trade finance We assisted Standard Chartered Bank as lead and local counsel in setting up a US$99.5m trade finance facility for a regional petroleum products trader, secured over commodities in transit and stored in Tanzania, Kenya, Uganda and Rwanda. Silver Street Capital invests in Tanzanian agricultural sector We advised Silver Street Capital on its investments into the Tanzanian agricultural value-chain, including the acquisition of existing agribusinesses, agricultural land, commodities and livestock. May

108 Norton Rose Fulbright Law around the world Middle East overview Our work in the Middle East encompasses the entire Middle East region and extends into Central Asia and Africa. We advise regional and international businesses on major transactions, projects, ongoing commercial operations and disputes, many of them award-winning. Our in-depth knowledge of the local legal, regulatory and business environments enables us to provide our clients with a distinctive and comprehensive service to meet their business requirements. Offices Abu Dhabi Bahrain Dubai Riyadh* *Mohammed Al-Ghamdi Law Firm in Association with Fulbright & Jaworski LLP Lawyers in the Middle East 58 Partners in the Middle East 14 Contacts Patrick Bourke [email protected] John C. Boehm [email protected] Selected clients Abraaj Capital Bahrain Ministry of Finance Emaar Emirates NBD Goldman Sachs HSBC Islamic Development Bank JP Morgan Majid Al Futtaim Mubadala Development Company Standard Chartered Bank Saudi Oger Practice strengths Banking and finance Capital markets (debt, equity) Construction Corporate Defense Dispute resolution and litigation Employment and labor Energy infrastructure Intellectual property Investment funds Islamic finance Private equity Projects and project finance Real estate Regulation and investigations Sports, media and entertainment Technology and outsourcing Telecommunications Tourism and hospitality 104 May 2015

109 Global coverage Middle East Best law firm in corporate & commercial Islamic Finance News 2014 Tier 1 Mergers and acquisitions IFLR 1000 Bahrain Tier 1 Real estate & construction: real estate Chambers Global UAE 2014 Tier 1 Projects and energy: experts based abroad Chambers Global Qatar 2014 Middle East highlights Islamic Development Bank draws US$1.5bn We advised the Islamic Development Bank on its US$1.5bn 2.111% trust certificates due 2019 issued under its US$10bn trust certificate program, after an earlier US$1.5bn drawdown in The joint lead managers were CIMB Bank (L) Limited, Deutsche Bank, First Gulf Bank PJSC, GIB Capital LLC, HSBC, Maybank Investment Bank Berhad, National Bank of Abu Dhabi PJSC, Natixis and Standard Chartered Bank. The co-lead managers were Bank of London and the Middle East Plc and NCB Capital Company. DEWA s first renewable solar plant in Dubai We are advising the Dubai Electricity and Water Authority (DEWA), together with KPMG (financial advisor) and Lahmeyer International (technical advisor), on the financing, procurement, construction, operation and maintenance of a 100MW solar photovoltaic plant at the Mohammed bin Rashid Al Maktoum Solar Park, Dubai. This is Phase II of the project, the first renewable independent power project for DEWA and Dubai. US$1.2bn Umm al-hayman wastewater project, Kuwait We are advising the Partnerships Technical Bureau and the Ministry of Public Works on a new wastewater treatment plant and an extension transmission and distribution system at Umm al-hayman in Kuwait s Southern Area. This US$1.2bn build-operate-transfer project will increase daily treatment capacity from 27,000m³ to 500,000m³, with an option for further expansion. HSBC in largest bilateral lend to a corporate in Bahrain We advised HSBC Bank Middle East on refinancing Islamic facilities to VIVA Bahrain, a subsidiary of Saudi Telecom. This is the largest bilateral lend to a corporate in Bahrain to date. US$1bn plus debt restructuring for syndicate of GCC banks We are advising a syndicate of international and GCC banks on restructuring in excess of US$1bn of debt owed to them by a government-related entity. The transaction involves restructuring both Australian and US dollars and conventional and Islamic facilities. Syndicated financing for landmark Mall of Egypt in Cairo We advised Banque Misr and the National Bank of Egypt as mandated lead arrangers on the US$441m syndicated financing for the Mall of Egypt for the major UAE-based real estate developer Majid Al Futtaim. May

110 Norton Rose Fulbright Law around the world Abu Dhabi The needs outlined in the Abu Dhabi 2030 plan are closely reflected in the Abu Dhabi team s capabilities and key strengths. We act for Abu Dhabi government entities, corporates and financial institutions on their domestic and outbound business. We offer a full-service practice and have worked on many landmark urban development, energy, infrastructure, transport and technology projects in the Emirate. Our lawyers understand and can advise on key local law issues, and a number are fluent in Arabic. We are committed to educating future generations and actively support a program of Emiratization. Lawyers in Abu Dhabi 8 Partners in Abu Dhabi 3 Contact David Baylis [email protected] Practice strengths Banking and finance Capital markets (debt, equity) Corporate Dispute resolution and litigation Intellectual property Islamic finance Private equity Projects and project finance Real estate Regulation and investigations Sports, media and entertainment Technology and outsourcing Tourism and hospitality Transport Selected clients Abu Dhabi Commercial Bank Abu Dhabi Commercial Bank Abu Dhabi Islamic Bank Abu Dhabi National Industrial Projects Company Aldar Department of Municipal Affairs Etihad Etisalat First Gulf Bank Mubadala Development Company PJSC National Bank of Abu Dhabi 106 May 2015

111 Global coverage Middle East/Abu Dhabi Has comprehensive experience on M&A deals and a wide range of commercial agreements for high-caliber regional clients, most prominently banks and real estate developers. Chambers Global 2014 Abu Dhabi highlights Abu Dhabi in Middle East s largest energy project We advised a strategic arm of the Abu Dhabi government on the corporate structuring and joint venture agreements for a confidential energy project in the Middle East, one of the largest to date. First Gulf Bank acquires Dubai First PJSC for US$164m We advised First Gulf Bank PJSC on a US$164m (AED601m) acquisition of the entire issued share capital of Dubai First PJSC, a leading consumer finance company specializing in liability and credit card products. The sale was structured as an auction process with 22 initial contesting bidders. The final four bidders included major UAE and international banks. This is First Gulf Bank s first major acquisition and will enhance its retail capabilities and client base. Abu Dhabi Islamic Bank sets up US$5bn Sukuk program We assisted Abu Dhabi Islamic Bank with the establishment of a US$5bn trust certificate issuance program, which at the time of issuance was the second to be launched by an Islamic financial institution. With a value of US$5bn, it was also the largest, and the first program of its kind to be listed on the London Stock Exchange. Mubadala Development invests in Al Maryah Island We acted for Mubadala Development Company on all aspects of Al Maryah Island s development (formerly Sowwah Island). This included advising on the sale of a number of plots to foreign investors for use for retail, commercial and residential purposes; Mubadala s joint venture with Gulf Related to develop, lease, and operate the Galleria at Sowwah Square; negotiations with Rosewood Hotels & Resorts as part of the development of the Rosewood Hotel Abu Dhabi; and on the leasing of Grade A office space at Sowwah Square on institutional terms. May

112 Norton Rose Fulbright Law around the world Bahrain We opened our Bahrain office in We have a core team of lawyers on the ground and many other lawyers in the region working on Bahrain matters. We have a long-standing connection with the Ministry of Finance and the Central Bank of Bahrain. We have been heavily involved in the development of Bahrain s infrastructure, and are the only legal practice to have advised on all PPP infrastructure projects in the country. Our experience gives us a market-leading perspective on legal and regulatory issues, and in-depth knowledge of the key drivers of the Bahrain government and related institutions. Lawyers in Bahrain 4 Partners in Bahrain 1 Contact Joanne Emerson Taqi [email protected] Practice strengths Banking and finance Construction Corporate, M&A and securities Dispute resolution and litigation Energy Infrastructure Islamic finance Project finance Real estate Regulation and investigations Selected clients Al Salam Bank Bahrain Petroleum Company Bahrain Bay Development Company Bahrain Airport Company Central Bank of Bahrain Kuwait Finance House Ministry of Finance Ministry of Works National Oil and Gas Authority Oil and Gas Holding Company PineBridge Investments Middle East Saudi International Petrochemical Company 108 May 2015

113 Global coverage Middle East/Bahrain Infrastructure law firm of the year in the Kingdom of Bahrain Corporate International Global Awards 2014 This international firm is a well-known brand having been established in the country for several decades clients praise its responsiveness, thoughtful approach and great grasp of the commercial implications. The firm has a diverse corporate practice, with experience ranging from real estate to telecoms, and a notable track record on local infrastructure projects. Chambers Global Bahrain 2014 Bahrain highlights Bahrain to develop new LNG import terminal The National Oil and Gas Authority in Bahrain is drawing on our experience of advising on LNG projects, to assist in developing and forming a new LNG import terminal in Bahrain. AXA manages data privacy issues across the GCC We advised global insurance company AXA on data privacy issues across the GCC countries: Saudi Arabia; Oman; Bahrain; UAE; and Qatar. This included guidance on whether certain data can be stored in a particular IT system, advice on specific guidelines and data processing standards, and details of procedures that financial institutions are required to follow when managing certain types of data. Wastewater treatment plant PPP in Muharraq We continue to advise the Ministry of Finance and the Ministry of Works on the construction and operation of a wastewater treatment plant in Muharraq on a build-own-operate basis. First social housing PPP project in Bahrain We assisted the lenders on the construction, financing and operating aspects of the first social housing PPP in Bahrain. The project will be developed by Naseej, a real estate and infrastructure development company, established by prominent private and public sector investors to act as a pioneering catalyst to address the region s need for affordable housing. Establishing a real estate regulator in Bahrain We are advising the Government of Bahrain, as part of a consortium with KPMG, on creating a new real estate regulator in Bahrain, as part of the Government's strategy to boost the economic stability of Bahrain. ABC International Bank redevelops King s Reach Tower We advised ABC International Bank, a wholly owned subsidiary of Arab Banking Corporation, on a 350m Shariah-compliant development financing facility to redevelop the King s Reach Tower in London. Secured term and revolving facilities for Bahrain Steel We are advising the mandated lead arrangers, Arab Banking Corporation (BSC), HSBC Bank Middle East Ltd and Mashreqbank psc on a US$340m secured term and revolving facilities for Bahrain Steel. May

114 Norton Rose Fulbright Law around the world Dubai We have been helping our clients to do business in Dubai for many years. We offer a full-service practice and have particularly strong experience in energy, infrastructure, financial institutions, transport, technology, real estate and hospitality. Our team understands and can advise on key local law issues and regulations. We are committed to educating future generations and actively support a program of Emiratization. Lawyers in Dubai 30 Partners in Dubai 9 Contacts Patrick Bourke [email protected] John Boehm [email protected] Practice strengths Banking and finance Capital markets (debt, equity) Construction (contentious and noncontentious) Dispute resolution and litigation Employment General corporate and commercial Hospitality Intellectual property Investment funds Islamic finance M&A Project finance Real estate Regulation and investigations Tourism Selected clients Abraaj Capital Dubai Islamic Bank Emaar Emirates NBD Goldman Sachs HSBC JP Morgan Majid Al Futtaim Rothschild Standard Chartered Bank 110 May 2015

115 Global coverage Middle East/Dubai Private equity law firm of the year UAE Acquisition International 2014 We like dealing with Norton Rose Fulbright because of their high level of professionalism, knowledge, dedication and responsiveness. Chambers Global Middle East 2014 Racks up an impressive list of Islamic and conventional fund formation deals for major regional and international clients. Has notable experience in acting for clients investing in the energy, infrastructure and agricultural sectors. Chambers Global Middle East 2014 Dubai highlights Majid Al Futtaim in one of first international hybrid bond issues We advised Majid Al Futtaim on one of the first international hybrid bond issuances by a corporate borrower in the GCC, a significant development for the debt capital markets market in the region. The issuance of US$500m reset subordinated perpetual notes, callable after five years, were rated BB+ and received a 50 per cent equity credit by both Standard & Poor s and Fitch. Islamic Development Bank in first aircraft financing We advised the Islamic Development Bank (IDB) on the financing of two Boeing ER aircraft to be operated by Uzbekistan Airways. It was the first aircraft financing to be undertaken by the IDB. We were operating in a jurisdiction which has had few international financings of this size and we were called upon to act, in effect, as project counsel since the borrower did not appoint its own counsel. We worked very closely with the IDB to ensure that their commercial aims were realized; this included procuring advice on aircraft insurance and liaising with Boeing on behalf of our client. IKEA makes first direct investment in the Middle East We advised the world s largest furniture retailer, IKEA, on its distribution center in Dubai. The project was procured on a build-to-suit basis with IKEA entering into an agreement with a joint venture between Gulf Resources Development and Investment LLC and Dubai Aviation City Corporation. The new facility is part of IKEA's global expansion, and marks its first direct investment in the region, totalling circa US$94m. Global financial institution in US$30m shareholder dispute We assisted a global financial institution on a shareholder dispute and related ICC arbitration in the sum of approximately US$30m. US$850m refinancing of iconic hotel Atlantis, The Palm We are advising Istithmar World, the global investment arm of Dubai World, on the UAE law aspects of the US$850m refinancing of its iconic hotel Atlantis, The Palm. This includes advice on structuring and negotiating the security package from a financing and real estate perspective to ensure that Istithmar can continue to deal with and develop its real estate asset. May

116 Norton Rose Fulbright Law around the world Saudi Arabia (Riyadh) We have been advising our clients in Saudi Arabia for many years, acting for a mix of international and Saudi-based clients. Our lawyers have substantial knowledge of the legal and regulatory environment and the culture and traditions of the country. We are market leaders and innovators in Islamic finance, offering extensive experience in structuring transactions in a Shariah-compliant manner. We also regularly advise clients on forming and operating companies, local and international arbitration, as well as general trade regulations throughout the Middle East. In Riyadh, we practise in association with the Mohammed Al-Ghamdi Law Firm. Lawyers in Riyadh 7 Partners in Riyadh 1 Contact Mohammed Al-Ghamdi Law Firm in Association with Fulbright & Jaworski LLP John Boehm [email protected] Practice strengths Capital markets (debt, equity) Construction Corporate and commercial Dispute resolution and litigation Employment Energy Infrastructure Investment funds Licensing Project finance Real estate Regulation and investigations Selected clients Bank AlJazira BinLadin Group HSBC Islamic Development Bank JP Morgan Maaden NCB Capital Saudi Oger 112 May 2015

117 Global coverage Middle East/Saudi Arabia Saudi highlights US$1.2bn airport expansion is first full Saudi PPP We advised the sponsors TAV Havalimanlari Holding, Saudi Oger and Al Rajhi Holding on the financing and construction of the US$1.2bn expansion of Madinah Airport in the Kingdom of Saudi Arabia. This is the first full public private partnership in Saudi Arabia, and one of the largest infrastructure projects in the Middle East. The Islamic Development Bank updates finance program We assisted the Islamic Development Bank with updating its US$6.5bn trust certificate issuance program, and the first drawdown under the updated program. Freight and passenger railway to connect port cities We assisted an engineering procurement and construction company bidding for the engineering and construction of a freight and passenger railway connecting the port cities of Jeddah, Dammam and Jubail. EVA and PVA plants and infrastructure for petrochemicals We advised the project company Sipchem and Hanwha Chemical on a petrochemical project in Saudi Arabia comprising an EVA plant, PVA plant and associated infrastructure. Saudi Oger plans mixed-use development in Makkah We advised on an engineering, procurement and construction contract, based on the internationally recognized FIDIC Red Book industry guidelines, for a large mixed-use development comprising hotel and residential towers and associated infrastructure in Makkah. May

118 Norton Rose Fulbright Law around the world Central Asia overview Central Asia s fast-growing economy is driven by its natural resources, hydrocarbons and minerals. Our office in Almaty in Kazakhstan provides a broad corporate practice with strengths in oil and gas, infrastructure, banking, mining and commodities. Kazakhstan s aim to become a top global oil exporter is attracting international corporates, government and entrepreneurs. Our clients are also local companies and financial institutions. We have an established track record of operating in Central Asia s challenging legal environment, backed by in-depth knowledge of local, regional and national laws and business methods. We advise on Kazakhstani and New York law. Offices Almaty (Kazakhstan) Lawyers in Central Asia 10 Partners in Central Asia 2 Contact Yerzhan Kumarov [email protected] Practice strengths Banking and finance Capital markets (debt, equity) Corporate, M&A and securities Dispute resolution and litigation Employment and labor Project finance Projects Real estate and construction Regulation and investigations Tax Selected clients Altynalmas Equus Petroleum Ferrero Russia ING International Finance Corporation RosNeft Khan International Ltd Sberbank of Russia Uranium One 114 May 2015

119 Global coverage Central Asia Central Asia highlights Sumeru agrees to sell Altynalmas Gold to Polymetal International Our London, Almaty and Toronto offices advised Sumeru Gold BV and Sumeru LLP, on the sale of Altynalmas Gold Ltd to Polymetal International Plc for around US$618m. Altynalmas Gold Ltd is incorporated in Canada and is the holding company for the Kyzyl gold mining project comprising the Bakyrchik and Bolshevik gold deposits in north-eastern Kazakhstan. Rabobank advises on Stork s 272.5m senior notes issue We advised Coöperatieve Centrale Raiffeisen-Boerenleenbank BA (trading as Rabobank International) on the Kazakhstani law security aspects of intercreditors arrangements for the 272.5m issue of 11.0% senior secured notes for Stork Technical Services Holdco BV, which were guaranteed by Stork Technical Services Topco BV and its subsidiaries, including Kazakhstani subsidiaries. KazCanadian in US$100m sale of Kazakhstan concessions We assisted KazCanadian Oil & Gas Services with the US$100m sale to Total of 75 per cent of two Kazakhstan concessions (the North and South blocks) previously operated by its local subsidiary Nurmunai Petrogas LLP. The transaction was documented through the farm-out and joint operating agreement. Sequa acquires stake in Kazakhstan oil and gas exploration We advised international investment group Sequa on the acquisition of a stake in an oil and gas exploration contract in Kazakhstan. This included drafting agreements for sale and purchase, a credit facility and a joint operating agreement, as well as preparing due diligence on the seller and obtaining regulatory approvals for the acquisition. OMV Aktiengesellschaft to buy stakes in units We are advising OMV Aktiengesellschaft in its proposed acquisition from JSC NC (KazMunayGas) of stakes in two subsidiaries, which have a number of subsoil use contracts in Kazakhstan. Glencore International buys US$1.4bn stake in Kazzinc We advised Glencore International AG on its US$1.4bn acquisition of a stake in Kazzinc LLP from Verny Investments. We also worked with our client on a US$63m financing of CaspiNeft JSC, a company engaged in oil and gas operations in Kazakhstan. May

120 Norton Rose Fulbright Law around the world 116 May 2015

121 Desks Desks India 118 Israel 119 Mexico 120 Nordic region 121 South Korea 122 Turkey 123 May

122 Norton Rose Fulbright Law around the world India We have a strong record of advising clients with interests in India, as well as acting for Indian corporations and financial institutions on their global activities. Our work includes banking and finance, corporate advisory (including M&A and joint ventures) and dispute resolution for a variety of clients. Our lawyers coordinate across Asia Pacific, Canada, Europe and the Middle East, and our relationships with leading Indian law firms are long-standing. Best international arbitration law firm of the year Legal Era Awards 2014 Practice strengths Acquisition and leveraged finance Antitrust and competition Asset finance Banking and finance Corporate, M&A and securities Dispute resolution and litigation International arbitration Regulation and investigations Shipping finance Contact Sherina Petit [email protected] Selected clients Aditya Birla Group Axis Bank Coal India Genting Power HSBC ICICI Bank InterGlobe Group KfW Lanco Infratech Linc Energy Mascon Global Ltd Motherson Sumi Systems SNC Lavalin Société Générale Suzlon Group Tata Group Recent deals/mandates Essar Africa acquires control of Zisco We assisted Essar Africa Holdings with its US$750m purchase from the Zimbabwean government of a controlling stake in Zimbabwe Iron and Steel Company and Buchwa Iron Mining. This was one of the biggest foreign acquisitions in the country, to date. Lanco buys Australian coal mine We assisted Lanco in its A$800m acquisition of one of Western Australia s biggest coal mines, with production of more than 4 million tons per year. The coal from the thermal coal mines will feed Lanco s expanding base of power plants. Client dispute favorably settled We represented a global infrastructure company based in India in disputes over its acquisition of mining concessions in Indonesia. We filed two arbitrations with the Singapore International Arbitration Centre for claims in excess of US$50m for breaches of warranty made by the sellers. Our Singapore and Indonesia offices assisted our client in achieving a favorable settlement to the dispute, including a substantial discount to the original purchase price for the acquisition. 118 May 2015

123 Desks Israel We have a long history of representing Israeli and Israeli-related entities and have well-established Israel desks in New York, London and Toronto. We have particular experience in advising Israeli companies on corporate, securities and financing transactions in the energy and technology, communications and infrastructure sectors worldwide. We acted as US counsel in the first public offering of an Israeli technology company in the US and have represented numerous companies in Israel on public and private financings, acquisitions, litigation, antitrust issues, venture capital and restructuring. Practice strengths Banking and Energy finance Infrastructure Corporate, Project M&A and finance securities Real estate Dispute resolution and litigation Contacts Neil Gold [email protected] Steven Suzzan (New York) [email protected] David Sinclair (London) [email protected] Ned Steinman (Ottawa) [email protected] Selected clients AudioCodes Ltd Delek US Holdings Israel Electric PPHE Hotel Group Recent deals/mandates AudioCodes raises capital in US We represented AudioCodes Inc, an Israeli company listed on Nasdaq, in a public offering of its ordinary shares in the US, which raised US$32.2m. Delek acquires controlling interest in Lion Oil We assisted Delek US Holdings in its acquisition of a controlling interest in Lion Oil Company, which owns a refinery in Arkansas, and related terminals and pipelines. We also advised on three separate sales of oil and gas properties in the west of the US. Queenco acquires control of QLI We advised Queenco Ltd on its offer to purchase from the holders of Queenco Leisure International the London and Tel Aviv Stock Exchange-listed, entertainment center and casino developer and operator (QLI) all QLI s issued and outstanding ordinary shares which it did not already own, (approximately 36.3 per cent of QLI s share capital). Summit Germany IPO We advised Summit Germany, a subsidiary of Tel Aviv Stock Exchange-listed Summit Real Estate Holdings, on its 185m listing on London s AIM stock exchange. May

124 Norton Rose Fulbright Law around the world Mexico Mexico is Latin America s second largest economy, and a major oil producer and exporter. Reforms planned for its energy, infrastructure, banking, financial services, telecommunications, competition and tax sectors, combined with the proposed privatization of state monopolies, and other changes such as revised bankruptcy laws, are driving growth and attracting international investors. We have broad experience of the Mexican oil and gas industry, advising clients including PEMEX for many years, and we have an established track record of advising banks, export credit agencies and multilaterals. ʻAn eminent firm; I can t recommend it highly enough.ʼ Chambers Global 2014 Practice strengths Banking and finance Business ethics and anticorruption Corporate, M&A and securities Financial restructuring and insolvency Project financing Regulation and investigations Contact Selected clients International Finance Corporation PEMEX Exploración Producción Recent deals/mandates PEMEX bids for natural gas exploration We acted for PEMEX Exploración Producción over a three-year period on the preliminary studies, design and implementation of its multiple service bids for natural gas exploration and production services. Steel maker sells units for US$1.4bn We advised a Mexican steel maker and distributor in closing the US$1.4bn sale of its iron ore mining and steel manufacturing business to an integrated steel and mining company, and in forming a joint venture with the acquirer to sell and distribute products in Mexico and the US. Elisabeth Eljuri [email protected] William Wood [email protected] Fund buys into Mexican partnership We assisted a global infrastructure fund with the acquisition of equity interests in a Texas limited partnership which owns, indirectly, natural gas transportation companies and joint ventures in Mexico. 120 May 2015

125 Desks Nordic region (Denmark, Finland, Iceland, Norway and Sweden) The Nordic business environment is driven by innovation and an entrepreneurial spirit. It has a legacy of strong financial institutions, energy and natural resources in abundance, and a large number of global corporates. We advise corporates and financial institutions from the Nordic region across a range of sectors, including renewable energy, nuclear energy and mining. Spotlight table: banking and finance experts based abroad (We are the only legal practice recognized in this category) Chambers Global Sweden 2014, 2013 Practice strengths Banking and finance Corporate, M&A and securities Dispute resolution and litigation Energy Financial restructuring and insolvency Infrastructure Projects Regulation and investigations Shipping Contact Tomas Gärdfors [email protected] Selected clients Arla Foods Danske Bank DnB NOR Dong Energy Lantmännen Nordea Norsk Hydro Royal Greenland Seafood Saab Sandvik SAS Saxo Bank SEB SSAB Statoil The Swedish Club TeliaSonera Vattenfall Recent deals/mandates TeliaSonera reviews Eurasian operations We advised TeliaSonera, the leading telephone and infrastructure mobile network company in Sweden and Finland, in reviewing its operations in certain Eurasian countries. This comprised analysis of its transactions, together with a risk assessment from a business ethics perspective. Falck Danmark acquisitions We have advised Falck Danmark on a number of acquisitions, including Medical Services and Frontline Fire Protection in the UK, and Hostile Environment Services in Western Australia. Greenland Seafood sells German fish facility We assisted Royal Greenland Seafood A/S, one of the top ten seafood producers in Europe, with the sale of its fish processing facility in Wilhelmshaven, Germany, to two Singaporean companies, Sahara Investment Group, and Meridian Investment Group. May

126 Norton Rose Fulbright Law around the world South Korea South Korea, one of the G-20 countries, is one of the world s top ten exporters and importers. We have an established track record in advising clients with interests in South Korea, as well as Korean corporations and financial institutions. Our advice is wide-ranging and we are strong in financial institutions, energy (including oil and gas, and power), infrastructure, mining, commodities and technology. Practice strengths Antitrust and competition Banking and finance Corporate, M&A and securities Dispute resolution and litigation Selected clients Doosan Corporation Gulf Energy Maritime Hanwha Chemical Hyundai Oil Refinery KEXIM KOGAS Korea Development Bank Korea Exchange Bank LG Display Samsung Corporation SK Group Recent deals/mandates US$4bn gas and petrochemicals project We advised KEXIM, Korea Trade Insurance Corporation (KSURE), Asian Development Bank and other lenders providing project finance for a US$4bn integrated upstream gas and petrochemicals project, which was litigation sponsored by Korea Gas Corporation (KOGAS), Honam Petrochemical Corporation, STX Energy Co Ltd and Uzbekneftegaz. HSBC eyes stake in Korea Exchange Bank We advised HSBC Holdings plc on a proposed acquisition, through HSBC Asia Pacific Holdings (UK) Ltd, of a majority stake, worth over US$6bn, in Korea Exchange Bank, the sixth largest bank in Korea at the time of the sale. Contact George Gibson [email protected] Lotte Shopping buys Times Ltd We assisted Times Ltd, a Hong Kong-listed hypermarket operator in China, on its US$630m takeover by Lotte Shopping, South Korea s leading department store retailer. The acquisition is understood to be the largest acquisition, to date, of a Chinese business by a Korean buyer. 122 May 2015

127 Desks Turkey A top 20 world economy at the crossroads of Europe and Asia, Turkey is increasingly of interest to a number of our clients. It is a leading producer of agricultural products, construction materials, consumer electronics, textiles and transportation equipment. The Turkish government s robust privatization program is attracting international finance. We are particularly active in Islamic finance and energy transactions involving Turkey. We have lawyers worldwide with insight into this market, and experience of substantial cross-border transactions in all major industries. Practice strengths Antitrust and competition Banking and finance Corporate, M&A and securities Dispute resolution and litigation Islamic finance Tax (offshore) Contact Thomas Vita [email protected] Selected clients Anatolia Energy Azerbaijan National Oil Company Citi Coca Cola Icecek Credit Agricole Yatirim Bankasi Türk EBRD Genel Energy International Halkbank ING IS Investment KEXIM Standard Unlu Menkul Degerler Torunlar Turkcell Valeura Energy Zorlu Enerji Recent deals/mandates Albaraka Türk Katılım in Sukuk We advised Albaraka Turk Katılım Bankası AS on a US$350m Sukuk issuance with certificates due The Sukuk, while backed by the credit of Albaraka Turk as obligor, was issued by Bereket Varlık Kiralama AŞ, an asset leasing corporation established in Turkey pursuant to the Lease Certificate Communiqué in Turkey. The joint lead managers were Emirates NBD Capital Limited, Nomura International plc, QInvest LLC and Standard Chartered Bank. The international Sukuk is Albaraka Türkʼs second, following the issuance of its tier 2 Sukuk in 2013, on which we also advised. Kuveyt Turk secures murabaha loan We assisted ABC Islamic Bank (EC), Abu Dhabi Commercial Bank PJSC, Citibank NA, Emirates NBD Capital Limited, HSBC Amanah Malaysia Berhad, Kuwait Finance House (Bahrain) BSC(c), and Standard Chartered Bank as arrangers with a US$275.5m and a 83m murabaha facility to Kuveyt Turk Katilim Bankasi AS. Financing for Kirikkale IPP We advised a club of Turkish commercial lenders on the English law finance documents, and engineering procurement and construction contract, to finance a 850MW combined cycle power project in the Kirikkale region of Turkey. May

128 Norton Rose Fulbright Law around the world 124 May 2015

129 Global practice groups Global practice groups Banking and finance 126 Corporate, M&A and securities 127 Dispute resolution and litigation 128 Intellectual property 129 Antitrust and competition 130 Employment and labor 131 Real estate 133 Tax 134 Regulation and investigations 135 May

130 Norton Rose Fulbright Law around the world Banking and finance We have one of the longest histories of any legal practice in advising major banks, finance providers, export credit agencies, corporate and sovereign entities, and other participants in the global banking and finance arena. We advise across the full spectrum of banking and finance matters, acting for all parties, from multinational lenders to growth corporations. As well as advising on day-to-day banking and finance matters for issuers, underwriters, borrowers and lenders, we are leaders in complex, cross-border banking and finance transactions for the world s most prominent financial institutions and corporates. Lawyers 900 Contact Jeremy Edwards [email protected] Tier 1 Asset finance Chambers Global 2014 Our practice covers Acquisition and leveraged finance Asset finance and leasing Asset-based lending Bank debt financing/syndicated lending Capital markets (debt, equity) Corporate lending Derivatives Financial restructuring and insolvency High-yield bonds Islamic finance Project finance Public finance Real estate finance Securitization Structured trade and commodity finance Best commodity/trade finance law firm (for the fourth consecutive year) Best trade law firm in Asia Pacific (for the sixth consecutive year) Best trade law firm EMEA (for the first time) Trade Finance Awards for Excellence May 2015

131 Global practice groups Corporate, M&A and securities Our global corporate practice advises market-leading corporations and financial institutions across a full spectrum of matters, including public takeovers, private M&A, joint ventures, disposals, equity capital markets, general commercial, and corporate advisory matters. We have a particular focus on providing assistance with complex domestic, cross-border and multi-jurisdictional transactions in emerging and developed markets. We are experienced in representing all parties in capital markets transactions, including issuers, underwriters, placement agents and selling shareholders, and other market players. Lawyers 1400 Our practice covers Asset management Capital markets (debt, equity) Commercial contracts Corporate governance and directors responsibilities Corporate regulations and restructurings Data privacy Funds and investment management International offerings Contact Ava Yaskiel [email protected] Investment fund IPOs Joint ventures M&A Private equity Private placements Rule 144A and regulation S offerings Secondary offerings (including rights offerings) Secondary tender offers and going private transactions Global firm... with improved capability on cross-border M&A transactions. Fields teams in North America, Australia, South Africa, Asia and the Middle East, as well as Europe. Routinely sought out for its sector expertise in energy, infrastructure, mining and commodities. Chambers Global 2014 Securities Securities regulation and enforcement Sourcing and technology May

132 Norton Rose Fulbright Law around the world Dispute resolution and litigation We have one of the largest dispute resolution and litigation practices in the world, with experience of handling and resolving multi-jurisdictional mandates and international arbitration across all industry sectors. We advise many of the world s largest companies on complex, high-value disputes. Our lawyers both prevent and resolve disputes by giving practical, creative advice that focuses on our clients strategic and commercial objectives. Lawyers 1200 Contact Gerry Pecht [email protected] Among the top global dispute resolution practices. Chambers Global 2014 Our practice covers Antitrust and competition Appellate Catastrophic and mass disaster disputes Class actions Commercial disputes Construction and engineering Data protection, privacy and access to information ediscovery and information governance Employment and labor Energy Environmental International arbitration Life sciences and healthcare Marine casualty, admiralty and shipping Mass tort and toxic tort disputes Patent litigation Pharmaceutical medical device disputes Product liability Professional liability Qui Tam/False Claims Act Real estate Regulatory and governmental investigations Securities litigation, investigations and SEC enforcement Transnational litigation White collar crime 128 May 2015

133 Global practice groups Intellectual property We have extensive experience of adding value for our clients by identifying, protecting and exploiting intellectual property rights at all stages of the innovation lifecycle. With more than 250 lawyers, patent and trade mark agents, we provide strategic advice on a global basis, covering all aspects of intellectual property rights, from registration of IP rights to commercialization and enforcement. Our services include protection and prosecution of patents, portfolio management, patent, trade mark and copyright litigation, and commercial IP advice. Lawyers 250 Contact Jane Caskey [email protected] Our practice covers Brand protection and trade marks, marketing and advertising law Business intelligence patent landscaping Commercialization strategies Data protection and data privacy Entertainment law Financing law Franchising law IP, regulatory and antitrust and competition law, and tax law IP audits IP due diligence and support for financing and corporate transactions (including M&A, restructurings and IPOs) IP litigation and enforcement of patents, trade marks, copyright, trade secrets and domain names License, supply, distribution and related commercial IP agreements Packaging and labelling strategies Preparation and prosecution of applications for patents, trade marks, copyright and industrial designs Strategic portfolio development and management Transfer of technology May

134 Norton Rose Fulbright Law around the world Antitrust and competition Our global platform allows us to offer a one-stop legal service for all antitrust aspects of international M&A deals, joint ventures and strategic alliances, including merger filings and clearances in multiple jurisdictions worldwide. It is essential to delivering global compliance strategies, managing competition litigation and claims, and for international investigations into cartels and anti-competitive practices. Our lawyers are qualified in the competition laws of many jurisdictions and have deep local knowledge of markets, laws, regulators and practice. Lawyers 130 Contact Martin Coleman [email protected] Elite 20 antitrust and competition practice Global Competition Review Awards 2014 Our practice covers Advertising and marketing practices Cartel and conspiracy investigations Competition litigation Compliance programs M&A and joint ventures Market investigations Merger review Monopoly and abuse of dominance Pricing, distribution and licensing practices Public procurement State aid Utilities and sector regulation WTO and international trade 130 May 2015

135 Global practice groups Employment and labor We have wide-ranging experience of all areas of contentious and noncontentious employment and labor law, including employee benefits, large global share plans and tax-efficient schemes, and pensions. Our work ranges from sensitive severance issues and workplace discrimination through to global share plans and international pension arrangements. We have an excellent record of handling high-profile disputes and regularly advise on the employment and labor law aspects of multi-jurisdictional corporate reorganizations. Lawyers 320 Contact Richard Charney Tier 1 Employment and labor Chambers Global 2014 Our practice covers Tier 1 Employment and labor Legal 500 Canada 2014, 2013 Boardroom disputes and severance claims Business immigration and international mobility Collective bargaining issues, including trade union recognition and negotiations Employment and labor law aspects of all corporate finance transactions Employment and labor litigation Employment policies, including IT Equal opportunity, discrimination and harassment International employment issues, including dual contracts Judicial review advocacy Occupational health and safety Pay and employment equity Privacy law and access to information Redundancies and dismissals Service agreements, contracts of employment and handbooks Transfer of undertakings (continues overleaf) May

136 Norton Rose Fulbright Law around the world Employment and labor (continued) Employee benefits Pensions Communication and disclosure of information Corporate governance and executive remuneration Deferred compensation and claw back Employment incentives Securities law issues and exchange control Share plans and bonus implementation Tax advice and tax approvals Acquisitions and disposals Corporate restructuring transactions Establishing new pensions plans Governance and administration of pension plans and retirement savings arrangements International pensions Pension and product documentation Pension investment, derivatives and custody Pension plan mergers Pensions regulation Product documents Tax treatment of pensions Terminations and wind-ups Treatment of pension surplus and deficits 132 May 2015

137 Global practice groups Real estate Our real estate lawyers act on investments, large-scale development, urban regeneration, asset management and property finance transactions and projects across all real estate asset classes and industry sectors. We advise on every type of real estate transaction and project, equity and debt financing and dispute, working closely with colleagues in our tax, funds management, debt financing and corporate teams to deliver complete solutions to our clients. Lawyers 200 Contact Peter Trevaskis [email protected] Tier 1 Commercial property: development Legal 500 UK UK 2014 Our practice covers Commercial leasing Construction and engineering Debt capital markets Development/regeneration Environment, safety and planning Expropriation Investment Islamic finance PFI and PPP Planning and zoning Project finance Projects, corporate and banking Real estate assessment and taxation, conveyancing and finance Real estate litigation Tax Title examination May

138 Norton Rose Fulbright Law around the world Tax We cover all areas of tax planning, investigation and litigation services to companies of all sizes, advising across industries and jurisdictions. We have significant international reach, with tax practitioners across our offices. We provide comprehensive services for all corporate, finance and real estate transactions, reinforced by our strong industry sector focus. Lawyers 150 Contact Andrius R. Kontrimas Our practice covers Asset finance Capital markets and financial instruments Corporate and partnership tax Corporate tax planning Dispute resolution and litigation Energy taxation Executive compensation and benefit plans Investment funds M&A Real estate Tax-exempt finance Transfer pricing Trusts and estates/private wealth 134 May 2015

139 Global practice groups Regulation and investigations Regulation and enforcement by regulators are at the forefront of issues facing all businesses today. We provide a one-stop connected global service to help our clients navigate the increasingly complex multijurisdictional nature of these issues. We offer significant international, multi-jurisdictional experience on the ground, knowledge of key industry sectors and cross-disciplinary best practice with in-depth understanding of the many legal, procedural, governance and reputational aspects of regulatory reviews and investigations. Many of our lawyers have held positions in some of the world s key regulatory bodies, and we are highly regarded for our experience. Lawyers 600+ Contacts Lista Cannon Norton Rose Fulbright LLP [email protected] Martin Coleman [email protected] Jonathan Herbst [email protected] Richard Smith [email protected] Bill Leone [email protected] Andrius R. Kontrimas [email protected] Chris Warren-Smith [email protected] (continues overleaf) May

140 Norton Rose Fulbright Law around the world Regulation and investigations (continued) Our practice covers Antitrust and competition Business ethics and anticorruption Commodities and derivatives Data privacy Environment Financial and white collar crime Financial services regulation Foreign investment rules Government investigations and enforcement Health and safety Internal investigations Planning Public and administrative law Sanctions and export controls Sector and utilities regulation State aid Tax investigations and controversy WTO and international trade investigations and proceedings 136 May 2015

141 Global practice groups Track record Former investment bank executive in criminal proceedings We are representing a Spanish national and former senior executive at JP Morgan s chief investment office in London in multi-jurisdictional regulatory and criminal investigations. This matter, involving a team of our European and US lawyers, includes US Securities and Exchange Commission civil proceedings, US Department of Justice criminal proceedings, UK regulatory tribunal proceedings and related extradition issues, including proceedings in Spain. A key element of our strategic conduct of this multi-regulator matter is engagement with the UK Financial Conduct Authority (FCA) through Reference proceedings to the Upper Tribunal over the identification of our client in the FCA s final notice to JPMorgan Chase Bank NA. This matter arises out of multi-billion dollar losses at JP Morgan and is referred to in the press as the London Whale case. Senior bank executives in LIBOR / forex investigations We are acting for senior bank executives of global financial institutions, on a LIBOR investigation and resulting in enquiries from the Serious Fraud Office, the US Department of Justice and the US Securities and Exchange Commission. We are also representing senior executives, including a global head of foreign exchange, and traders at global financial institutions in multi-jurisdictional investigations and criminal law and regulatory issues arising in relation to an alleged manipulation of the foreign exchange benchmark. Global financial institution: economic sanctions We are advising a global financial institution on economic sanctions issues arising out of recent developments in Russia and Ukraine. This matter involves the analysis of the multi-jurisdictional framework of economic sanctions and their application to complex financial instruments, and the potential exposure of several of the business s operations in the UK and multiple jurisdictions in Europe. Our team demonstrates our connected multi-jurisdictional and multi-dimensional capabilities: led from London, our team includes economic sanctions experts in the UK, US, and European practices, together with derivatives specialists from our banking and litigation practices. May

142 Norton Rose Fulbright Law around the world 138 May 2015

143 Industry strengths Industry strengths Financial institutions 140 Energy 142 Infrastructure, mining and commodities 144 Transport 146 Technology and innovation 148 Life sciences and healthcare 150 Office key (transactions) AMS Amsterdam CAR Caracas LA Los Angeles RIO Rio de Janeiro ATH Athens CAS Casablanca LON London ROM Rome AUS Austin DAL Dallas MEL Melbourne SAN San Antonio BAN Bangkok DAR Dar es Salaam MON Montréal SHA Shanghai BEI Beijing DUB Dubai MOS Moscow SIN Singapore BOG Bogotá DUR Durban MUN Munich SYD Sydney BRI Brisbane FRA Frankfurt NYC New York TOR Toronto BRU Brussels HK Hong Kong OTT Ottawa WAR Warsaw CAL Calgary HOU Houston PAR Paris WDC Washington DC CAP Cape Town JOH Johannesburg PER Perth May

144 Norton Rose Fulbright Law around the world Financial institutions We are a top five law firm for global financial institutions in the Acritas Sharplegal 2014 Global Elite Brand Index. Our global reach, regulatory knowledge and experience of acting on highprofile cross-border transactions and disputes underpin our strong relationships with the world s leading financial institutions, as well as corporate and sovereign borrowers both locally and on a global scale. Lawyers 1100 Contact James Bateson [email protected] Leading brand for favorability among financial institutions. Top firm for high-value legal work among financial institutions. Acritas Sharplegal Global Survey 2013 We deliver More than 1000 lawyers dedicated to financial institutions across the globe Commercial and market-savvy sector knowledge A tailored service in both mature and growth markets Market-leading asset/project finance and insurance teams An award-winning Islamic finance and Takaful practice World-class transaction, corporate and regulatory capabilities Stand-out insight in all areas of dispute resolution and litigation, including regulatory investigations A consistent track record of service excellence 140 May 2015

145 Industry strengths CLIENT Australian bush fires We are acting for the Australian Capital Territory government and the Victorian government in class actions relating to Australia s bush fires of 2003 and These are some of the country s largest proceedings, expected to break new ground in establishing the duty of care owed by a public authority in emergency situations and natural disasters. VALUE A$1.5BN OFFICES CLIENT Barclays/Absa combination We advised Barclays on the combination of its African operations with Absa, a 1.3bn deal which created the largest retail bank in Africa. We also advised Barclays Africa Group on the disposal of its per cent limited partner and related interests in Absa Capital Private Equity Fund. This is one of the largest private equity fund secondary disposals to date in South Africa. VALUE US$1.25BN CLIENT Goldman Sachs manages African Bank Investments rights offer We advised Goldman Sachs International on the successful US$525m rights offer of African Bank Investments Ltd. This is one of the largest rights offers by a South African financial institution. VALUE US$525M OFFICE LON NYC JOH CAN MEL OFFICES LON JOH CAP CLIENT Royal Bank of Canada Wealth Management We advised on the acquisition of Couttsʼ Latin American, Caribbean and African private banking business by Royal Bank of Canada s wealth division. This was an important growth economy transaction involving corporate, employment, tax and regulatory advice, and is evidence of the rebalancing that is taking place in the market. VALUE CONFIDENTIAL OFFICE LON CLIENT F&C Asset Management in 708M acquisition We advised long-standing client F&C Asset Management on a recommended 708m cash acquisition by BMO Global Asset Management (Europe) Ltd. This was one of the largest deals in the sector in 2014, and involved corporate, employment, tax and regulatory advice. VALUE 708M OFFICE LON CLIENT RBS Group in largest insurance transfer We assisted RBS Insurance in transferring the insurance business of Churchill, Direct Line and NIG into UK Insurance Ltd. The largest insurance portfolio transfer completed in the UK, this affected some 22 million policies, undertaken pursuant to Part VII of the Financial Services and Markets Act VALUE CONFIDENTIAL OFFICE LON JOH May

146 Norton Rose Fulbright Law around the world Energy We have one of the largest global energy practices in the world, with lawyers across our offices in energy capitals such as Houston, Calgary and London, and emerging energy hubs such as Rio de Janeiro, Bogotá, Casablanca, Dar es Salaam and Almaty. The breadth of our experience across all energy sectors and our strength in multiple disciplines sets us apart. Our lawyers use their experience of working at major energy companies and in the world s leading energy-producing countries to our clients benefit. We support innovation as our clients push the boundaries of technological and geographical advancement, from advanced renewable energy projects to the exploration of new frontiers. Lawyers 850 Contact Simon Currie [email protected] No 1 energy legal practice Acritas Sharplegal Global Elite Law Firm Brand Index Projects, energy and natural resources firm of the year Legal Tier 1 Projects and energy: oil and gas Climate change Chambers Global May 2015 We deliver World-class oil and gas lawyers with a presence in every major oil and gas market in the world A global power team highly skilled, experienced and knowledgeable at dealing with innovative ʻcountry firstʼ projects A shale and hydraulic fracturing task force in response to the increasing importance of natural gas and shale and the issues involved in exploring and producing this resource An award-winning renewable energy team with a reputation for completing complex, innovative and precedent-setting renewable energy transactions A dedicated global climate and sustainable finance team at the forefront of regulatory and market developments, working with governments, financial institutions and corporates across multiple jurisdictions Lawyers who are ranked internationally among the best in energy-related litigation and arbitration

147 Industry strengths CLIENT Gigawatt Global We assisted Gigawatt Global with a concession agreement, government guarantee and power purchase agreement for an 8.5MW solar photovoltaic power plant in Rwanda. The project, East Africa s first utility-scale solar field, has increased Rwanda s power generation capacity by approximately six per cent and is a model for the region. Agahozo- Shalom Youth Village, which has a mission to care for Rwanda s most vulnerable children, is leasing land to house the solar facility, generating fees to help pay for a portion of the village s charitable expenses. VALUE CONFIDENTIAL OFFICE LON CLIENT Eclipse Resources raises US$818M in IPO We represented Eclipse Resources Corp on one of the most anticipated energy IPOs of the last year, which raised US$818m on the New York Stock Exchange. Eclipse is an EnCap Investmentsbacked independent exploration and production company with a strong acreage in the Utica shale formation in Ohio. VALUE US$818M OFFICES DAR DAL HOU WDC CLIENT Repsol buys Talisman We advised Talisman Energy Inc, a global upstream oil and gas company headquartered in Calgary and Canada s fifth largest independent oil producer, on its acquisition by Spainʼs Repsol SA. The Spanish company paid US$8.3bn for the acquisition and will also take on US$4.7bn of Talisman s debt. The transaction comes after a significant drop in oil prices in 2014, prompting consolidation in the energy sector. VALUE US$13BN OFFICE CAL CLIENT Turkish IPP financed by consortium We are advising a consortium of lenders on the financing of an approximately 950MW greenfield gas-fired IPP developed by ACWA Power and located 50km to the east of Ankara, Turkey. This project was the first merchant power project financing for both K-EXIM and ACWA Power, and the first limited recourse financing of a gas-fired power station financed by international lenders since liberalization of the electricity sector with the Electricity Market Law in VALUE US$1BN OFFICES LON CLIENT Bangladesh CCGTs We are advising syndicates led by HSBC and Standard Chartered Bank on the US$613m financing for two combined cycle gas turbine power plants located in Ashuganj, Bangladesh. The loans are supported by a sovereign guarantee from the government of Bangladesh, and backed by export credit agencies including Compañia Española de Seguros de Crédito a la Exportación, Euler Hermes, Multilateral Investment Guarantee Agency and Korea Trade Insurance Corporation. This is one of the largest public sector projects of its kind in Bangladesh, and won Trade Finance Magazine s deal of the year in VALUE US$61M OFFICES SIN CLIENT HK US approval for LNG exports We represented a leading LNG developer in proceedings before the Federal Energy Regulatory Commission and the US Department of Energy under Section 3 of the Natural Gas Act to obtain the first authorizations issued in the continental US to site, construct and operate LNG export facilities and to export domestic natural gas as LNG. VALUE CONFIDENTIAL OFFICES HOU NYC WDC May

148 Norton Rose Fulbright Law around the world Infrastructure, mining and commodities Our infrastructure, mining and commodities group covers every market, sector and region worldwide. With an emphasis on emerging markets, we have advised on some of the world s most significant projects and transactions. With lawyers in the main mining markets, we are one of a handful of practices delivering a truly global mining service. Our infrastructure practice is experienced in transferring knowledge across sectors and regions. Our commodities team is an acknowledged market leader, advising on the full range of finance structures and commodities, and our fast growing agribusiness practice provides complete coverage of the sector from farm to fork. Lawyers 910 Contact Nick Merritt [email protected] Tier 1 Projects & energy: mining and minerals Chambers Global We deliver Commodities lawyers with considerable emerging markets experience Award-winning project finance A global PFI/PPP team with experience of the most complex infrastructure projects Top tier mining lawyers (including mining capital markets) (Who s Who, Chambers Global) Experience in the China-Africa mining and minerals axis, including project finance Technical and industry experience knowledge of construction and engineering Dedicated occupational health and safety, security, and environmental and planning practices Adjudicators and dispute resolution lawyers who advise on highly technical claims, disputes and arbitrations Internationally recognized leadership in international arbitration Extensive experience in natural resources and environmental issues in the mining and energy sectors A renowned intellectual property practice 144 May 2015

149 Industry strengths CLIENT 745M PFI for Scottish roads We are advising the lender consortium on the Aberdeen Western Peripheral road in Scotland, a 745m, 58km major transport infrastructure private finance initiative to transform travel in and around Aberdeen and the North East of Scotland. This is currently the largest and most complex combined debt (both commercial and EIB) and bond financing in the UK. The Scottish government will contribute 81 per cent of the upfront cost, with local councils contributing the remainder. The contractors are Balfour Beatty, Carillion and Galliford Try. VALUE 748M OFFICE JOH CLIENT Purple Line PFI We are acting for the lenders and underwriters supporting one of the short-listed bids from John Laing Investments Ltd, John Laing (USA) Ltd, Kiewit Development Co and Edgemoor Infrastructure & Real Estate LLC to design, build, finance, and maintain the US$2.5bn Purple Line light rail transit line in the US. This 16.2 mile line to be built in Maryland is an example of growing use in the US of the public private partnerships model to fund infrastructure. VALUE US$2.5BN OFFICES NYC LON LON CLIENT A$1BN Cubbie Station acquisition We acted for a consortium of Chinese and Australian investors on the A$1bn acquisition of Cubbie Station, Australia s largest cotton farm. Our team advised on all aspects of the deal, including the acquisition and tax structure, the acquisition financing, and the complex regulatory approvals required in both Australia and China. A key aspect of our role in this matter was advising on the strategy to successfully obtain Foreign Investment Review Board (FIRB) approval, working closely with media and government advisors. VALUE A$1BN OFFICES SYD CLIENT IFC in US$20BN Guinea iron ore mining project We assisted International Finance Corporation with the framework of its negotiations with Rio Tinto and the Guinean government for the project and corporate agreements to exploit the Simandou Iron Ore mine. This is considered to be Africa s biggest mining project with development costs estimated to be valued at US$20bn. VALUE US$20BN OFFICES LON BEI PAR CLIENT US$1.6BN Lekki Port project We are acting on behalf of the lenders, development finance institutions and export credit agencies on the US$1.6bn project financing of Lekki Port, a new greenfield port in the Lagos free trade zone in Nigeria. This is expected to be the largest port in the fast-growing Nigerian economy, removing significant bottlenecks in port capacity. It will offer container, liquid and dry bulk terminal services for the entire West African region and is expected to provide significant economic benefits for the region. VALUE US$1.6BN OFFICES CLIENT IHS Nigeria refinances to buy Etisalat s towers We are at the forefront of telecoms financing in Africa, having advised on numerous significant telecom tower financings in Ghana, Uganda, Tanzania, Nigeria, and the DRC. One of our recent, most significant transactions involves advising the lenders on a US$600m facility to IHS Nigeria to be used for refinancing/rollover of existing debt and the purchase of telecommunication towers in Nigeria from Etisalat. VALUE US$600M OFFICES LON May

150 Norton Rose Fulbright Law around the world Transport We are one of the leading full-service legal practices in the transport sector and advise clients throughout the global aviation, rail and shipping industries. We are strong across all practice areas, with a long track record in asset finance and dispute resolution and litigation, and a fast-growing corporate, M&A and securities business. Lawyers 350 Contact Harry Theochari [email protected] Tier 1 Shipping: finance Chambers Global Shipping law firm of the year Global Transport Finance Awards 2014, 2013 We deliver Market knowledge and a thorough understanding of how the transport sector operates, derived from decades of experience in the transport sector World-class asset finance lawyers in every major financial center Incisive market research Leading experience in M&A, joint ventures, strategic alliances and other forms of cooperation A strong track record in private equity and capital markets Tailored advice on debt financing and restructuring Guidance on antitrust, competition, and international regulatory systems and controls A dedicated business ethics, reputational and risk management program Experience of all forms of finance and leasing structure used in recent years, including Islamic finance Focused knowledge of sustainability, climate change, carbon finance, urban regeneration, ports, light rail, environmental, planning, and health and safety Extensive experience in all forms of court and arbitration forums across aviation, rail and shipping World-class experience in shipbuilding and aircraft and rolling stock manufacturing Experienced patent agents, including trained and experienced engineers and scientists Experience in crisis management 146 May 2015

151 Industry strengths CLIENT KfW IPEX-Bank in Asia s cruise ship financing We advised KfW IPEX-Bank GmbH and a syndicate of lenders on the Hermes-backed financing of two new cruise ships to be built at Meyer Werft shipyard in Germany for cruise ship operator Genting Hong Kong. The ships are due for delivery in 2016 and 2017, respectively, and will be among the largest of their kind in Asia. VALUE 1.2BN OFFICES LON MUN HK CLIENT LOT Polish Airlines in Dreamliner financing We advised LOT Polish Airlines on a US Ex-Im-backed financing of five new Boeing 787 Dreamliners, including subsequent capital markets Eximbond issues. This was a multi-jurisdictional financing with a capital markets flexibility for five aircraft, including the first Boeing 787 Dreamliner to be delivered in Europe. VALUE US$500M OFFICES LON NYC WAR CLIENT SNCF enters Greek rail privatization We advised French train operator SNCF on its participation in the privatization of TRAINOSE, the Greek national rail operator under Greece s privatization program to boost revenues as part of its international economic bailout. From our offices in London, Athens, Paris and Brussels, we provided advice on all aspects of corporate, finance, regulatory and competition law, including due diligence. VALUE CONFIDENTIAL OFFICES ATH BRU LON PAR CLIENT easyjet acquires 135 aircraft from Airbus We advised easyjet on an order to acquire 135 new aircraft from Airbus for delivery from 2015 until The airline has ordered 35 current generation A320 aircraft and 100 new generation A320neo aircraft for delivery from 2015 until Airbus has also granted easyjet the right to acquire up to 100 further new generation A320neo Family Aircraft. This is one of the largest aircraft orders placed in 2014 by any airline. VALUE CONFIDENTIAL OFFICES LON NYC AMS CLIENT Citi in ECA-backed financing for Golar We advised Citi as documentation agent, sole book runner and mandated lead arranger on drafting and negotiating transaction documents for an ECA-backed financing of six LNG carriers and two FSRUs for subsidiaries of Golar. This was a particularly complex and high-value deal, completed in a relatively short period of time to accommodate impending delivery of the ships. It was also unique in having no chartering requirement, reflecting well on the quality of the borrowers and also on the lenders understanding of the LNG carrier market. VALUE US$1.1BN OFFICES LON CLIENT ING in multi-jurisdictional rolling stock rail financing We advised ING on the secured financing of a fleet of over 370 rolling stock rail assets in a multi-jurisdictional crossborder transaction involving legal advice in ten European jurisdictions. VALUE 50M OFFICES NYC HAM LON MUN PAR WAR May

152 Norton Rose Fulbright Law around the world Technology and innovation Our global technology and innovation group advises a number of the world s leading corporations and institutions throughout the technology, business services, communications, media, entertainment and consumer markets sectors. With lawyers across the network, we provide our clients with a global service across established and emerging markets. Our lawyers around the world advise on the cutting edge of new developments in technology, such as data analytics, cloud, the Internet of Things, and agile development. Lawyers 500+ Contact Mike Rebeiro [email protected] African telecoms deal of the year IJGlobal Europe & Africa Award (Euromoney/Project Finance Magazine Awards) 2014 TMT deal of the year The Asian Lawyer Emerging Markets Awards 2014 We deliver Significant global sourcing and technology experience Experience in retail, brand and distribution One of the leading franchising practices A global international data privacy and protection team Experience of innovative crossborder telecoms projects, in both developed and emerging economies Lawyers focused on media convergence and new technology platforms Support with brand protection and digital rights management A reputation in consolidation, M&A and restructuring in the global technology sector Advice on all aspects of information technology agreements both developed and emerging economies Advice on conducting business on the internet Advice on all aspects of cyber security 148 May 2015

153 Industry strengths CLIENT BT agrees to pay 12.5BN for mobile operator EE Our London office is advising Orange SA on the sale of EE Limited, the UK mobile telephone operator currently jointly owned by Orange and Deutsche Telekom, to BT Group plc for 12.5 billion. The matter is subject to review by the UK Competition and Markets Authority and shareholders. VALUE 12.5BN OFFICE LON CLIENT US$2BN home security company sale We represented a large US publicly traded home security company in its US$2bn sale to another publicly traded company. The transaction combines two of the premier companies in the North American residential and commercial security industry. The transaction broadened the buyer s largest revenueproducing business group, a security franchise, into the residential market. VALUE US$2BN OFFICES CLIENT Ooredoo rolls out US$1.5BN Myanmar network We are advising Ooredoo (Qatar Telecom) as international counsel on its rollout of a greenfield mobile telecoms network in Myanmar. Ooredoo has committed a US$1.5bn investment into this project, making it one of the largest telecoms projects in the world in 2013/2014. The project covers all aspects of establishing a complex multi-billion dollar telecoms business in one of the world s most important emerging markets. VALUE US$1.5BN OFFICES DUB LON SIN SYD CLIENT SuccessFactors triple listing We assisted SuccessFactors, a cloud-based software leader, with its listing on the professional segment of Euronext Paris, simultaneously with its transfer from Nasdaq to the New York Stock Exchange, and its cross-listing on the prime standard segment of the Frankfurt Stock Exchange. SuccessFactors is the first company to be triple listed on the NYSE, Euronext Paris and Frankfurt Stock Exchanges. VALUE US$3.5BN OFFICES CLIENT Nortel Networks insolvency We advised Nortel throughout its multi-jurisdictional insolvency proceedings and the divestiture of businesses, including the auction of all of its remaining patents and patent applications to a consortium of Apple, EMC, Ericsson, Microsoft, Research In Motion and Sony. This was the largest-ever patent sale, which we managed as part of our role in acting for Nortel s global insolvency. VALUE US$4.5BN OFFICE TOR CLIENT NYSE Technologies Inc We assisted NYSE Technologies Inc, under English law, on its acquisition of Metabit, a Japanese financial services technology company with operations across Asia. This transaction is part of the consolidation of the stock exchange sector and the drive for technological edge. VALUE CONFIDENTIAL OFFICES HK LON SHA SIN SYD DAL HOU LA NYC WDC LON FRA PAR May

154 Norton Rose Fulbright Law around the world Life sciences and healthcare We act for global innovative pharmaceutical, bioscience and technology companies at every stage of the product life cycle, from intellectual property protections to commercial transactions, and M&A. We also act for healthcare clients, from hospitals to health insurers, on a variety of transactional and litigation matters. We provide regulatory guidance on clinical trials, marketing authorizations, post-market surveillance, governmental healthcare programs, antitrust, trade controls and anticorruption legislation. Lawyers 400 Contacts Patrick Kierans [email protected] Rick Robinson [email protected] Life sciences lifecycle firm of the year (Canada) LMG Publishing 2014 We deliver A comprehensive life sciences and healthcare practice, including lawyers and agents with advanced science degrees Experience of acting on significant corporate and commercial transactions, including M&A, partnering and collaboration transactions and licensing and fundraising Experience of litigating pharmaceutical patents Experience of defending product liability claims in the drugs and medical devices sector The capability to advise clients on regulatory, government investigations, competition and privacy issues worldwide 150 May 2015

155 Industry strengths CLIENT Medical devices company in investigation We assisted a large (Fortune 100) global manufacturer of medical devices with an internal investigation into potential quality system deficiencies, ultimately leading to a recall of products in many countries. We conducted the internal investigation and coordinated the company s communications with regulatory authorities and customers in numerous countries. VALUE CONFIDENTIAL OFFICES BAN FRA LON MEL NYC OTT WDC CLIENT Reckitt Benckiser buys consumer health business We advised Reckitt Benckiser Group plc on its acquisition of the global rights in the KY brand of lubricants from Johnson & Johnson. We also handled associated merger control filings internationally. At the time of the acquisition, KY brand products were being sold in over 50 countries. VALUE CONFIDENTIAL OFFICE NYC WDC SYD TOR CAL BOG BRU CLIENT US hospitals settle contractual/regulatory matter We represented 27 hospitals across six US states against a health maintenance organization for breach of network provider agreements covering military dependants and retirees. The complex contractual and regulatory matter was settled after substantial discovery, including depositions of dozens of hospital and health maintenance organization (HMO) personnel. VALUE CONFIDENTIAL OFFICE AUS CLIENT GSK in adhesive litigation We represented GSK as US national counsel in its denture adhesive litigation, including MDL proceedings and state court coordinated cases. We also designed the settlement program that resolved this litigation in the US. The resolution program was viewed as one of the fastest and most efficient dispositions of a national MDL. VALUE CONFIDENTIAL OFFICES AUS HOU CLIENT Life Technologies acquired by Thermo Fisher We advised and provided competition guidance to Life Technologies in its acquisition by Thermo Fisher, one of the largest mergers in the global life sciences industry in recent years. Both were considered multinational competitors in manufacturing molecular biology, cell culture and other life science products. We coordinated the global merger filing process on Life Technologies behalf, which required notifications to regulators in many jurisdictions, including the European Union, Australia, Canada, China, Russia and other Asia Pacific countries (we also assisted US counsel with its filing). VALUE US$13.6BN OFFICES HK JOH LON MON SYD CLIENT Pfizer, Eli Lilly, Merck, Servier, Gilead and others We have acted for numerous innovator clients in patent infringement actions. We are asserting and defending exclusivity rights to innovative medicines against generic drug manufacturers. VALUE CONFIDENTIAL OFFICES MON TOR May

156 Norton Rose Fulbright Law around the world 152 May 2015

157 Management team Global management team May

158 Norton Rose Fulbright Law around the world Global management team Peter Martyr Global chief executive, Norton Rose Fulbright Ken Stewart Global chair, Norton Rose Fulbright Chair, Norton Rose Fulbright US LLP Linda L. Addison Managing partner, Norton Rose Fulbright US LLP Charles Hurdon Managing partner, Norton Rose Fulbright Canada LLP Martin Scott Managing partner, Norton Rose Fulbright LLP Rob Otty Managing director, Norton Rose Fulbright South Africa Inc Wayne Spanner Managing partner, Norton Rose Fulbright Australia Adrian Ahern Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright Australia Stephen Parish Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright LLP Norman Steinberg Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright Canada LLP Sbu Gule Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright South Africa Inc 154 May 2015

159 Management team Peter Martyr Global chief executive, Norton Rose Fulbright Peter Martyr is the global chief executive of Norton Rose Fulbright. He is based in London Peter qualified as a solicitor in 1979 and became a partner in He practised as a commercial disputes lawyer, handling large-scale, international maritime, energy and insurance disputes. He became a member of Norton Rose s Management Committee in 1985, and was responsible for changing the focus of the business from traditional practice areas to industry sectors. Peter was also responsible for setting up the Norton Rose Charitable Foundation in Peter has been responsible for the successful expansion of the practice into Australia, Canada, Latin America, South Africa and, in June 2013, into the US, with the creation of Norton Rose Fulbright. In the course of Peter s tenure as Chief Executive, the practice has won a number of awards and rankings, including top 3 rated legal practice in the Acritas Global Elite Law Firm Brand Index (2014); the Managing Partners Forum Exceptional Achievement Award (2014, 2013); City A.M. Law Firm of the Year Award (2012); the Financial Times Innovative Lawyer Innovation in International Expansion Award (2011); The Lawyer Law Firm of the Year Award (2011); Legal Business Most Enterprising Law Firm of the Year (2010); The Lawyer HR Awards Innovation in Talent Management & Retention (2010); and The Financial Times Innovative Lawyer Resourcing Award (2009). Peter was named one of American Lawyer s top 50 innovators (2013), Legal Week s British Legal Awards Law Firm Leader of the Year (2012) and Legal Business Management Partner of the Year (2009); in December 2012, The Times listed Peter as one of 12 leading business figures of May

160 Norton Rose Fulbright Law around the world Ken Stewart Global chair, Norton Rose Fulbright Chair, Norton Rose Fulbright US LLP Ken Stewart is global chair of Norton Rose Fulbright. He is also chair of Norton Rose Fulbright US LLP. He is based in Houston and Dallas Dallas Houston With more than 30 years of legal practice, Ken s experience encompasses almost every aspect of corporate law. A certified public accountant as well as a seasoned counsellor, he offers his clients solid negotiation skills and a deep understanding of the law as it relates to corporate business transactions. Ken has handled mergers and acquisitions, partnership arrangements, securities transactions, business financings, and general corporate transactions and operations. Ken has worked with clients in several significant transactions, including the representation of a NYSE-listed Master Limited Partnerships in an energy sector merger, as well as the representation of the special committee of directors of a NASDAQ health care organization. He is a member of the American Bar Association (Business Law Section) and the Corporate Counsel Sections of the State Bar of Texas and the Dallas Bar Association. He acted as a member of the Center for American and International Law s Board and Executive Committee from 2006 until 2012, and its Secretary from 2010 to Among his professional honours, Ken was named a Texas Top Rated Lawyer by LexisNexis Martindale-Hubbell in May 2015

161 Management team Linda L. Addison Managing partner, Norton Rose Fulbright US LLP Linda L. Addison is managing partner of our US practice, a member of the global executive committee and chair of the US management committee. She is based in New York and Houston New York Houston [email protected] Described as one of the nation s smartest, most respected litigators, equally skilled at keeping CEOs out of the courtroom as representing them once there (Lawdragon), Linda was named one of the 50 most powerful women in New York (Crain s New York Business), one of the 50 most influential women lawyers in America and one of the 100 most influential lawyers in America (National Law Journal). Linda has more than 30 years of experience trying cases in US federal and state courts. She is a member of the American Board of Trial Advocates (ABOTA), and has tried more than 50 cases to judgment as lead counsel. Linda won one of the first Dodd-Frank whistleblower cases filed in America. Linda is also an experienced arbitrator and has presided over and represented parties in both domestic and international arbitration proceedings. She is a member of the Panel of Neutrals of the American Arbitration Association (AAA), the International Centre for Dispute Resolution (ICDR), and the AAA s Large, Complex Case Panel of Arbitrators. She is also a member of the World International Patent Organization (WIPO) Arbitration and Mediation Center s Domain Name Panel. Linda has received the prestigious ABA Margaret Brent Award for legal excellence and her advancement of women in law. Linda graduated from the University of Texas in 1973 with a BA cum laude in the Plan II Honors Program. In 1976 she received her J.D. from the University of Texas School of Law. May

162 Norton Rose Fulbright Law around the world Charles Hurdon Managing partner, Norton Rose Fulbright Canada LLP Charles Hurdon became managing partner of Norton Rose Fulbright Canada LLP in January He practises employment and labor law exclusively, advising and representing employers in both federal and provincial jurisdictions He has extensive experience in representing and advising employers in matters relating to executive employment agreements, executive compensation and executive terminations. Charles regularly appears before grievance arbitrators, labour boards, other administrative tribunals and the courts. Other areas of Charles Hurdonʼs practice include occupational health and safety, where he assists employers in developing health and safety programs and provides advice and representation in prosecutions under the Canada Labour Code and the Ontario Occupational Health and Safety Act. A member of the global Executive Committee, Charles was formerly national practice head of employment and labor law in Canada as well as managing partner of the Ottawa office. He qualified in May 2015

163 Management team Martin Scott Managing partner, Norton Rose Fulbright LLP Martin Scott became managing partner of Norton Rose Fulbright LLP in January He became a partner in 1991, after joining the London practice upon qualification in 1983, and became Global Head of Corporate, M&A and Securities in During the course of his professional career, Martin spent over six years in Hong Kong, where he is also a qualified solicitor. Martin has been involved in a wide variety of corporate transactions ranging from private company sales and acquisitions and public company takeovers to IPOs and secondary issues. He has acted for listed and private companies based in the UK, Europe and Asia, but has a strong focus on financial institutions. He also has experience of schemes of arrangement (and Part VII FSMA transfers), capital reductions, corporate governance and stock exchange issues generally. He has acted on international transactions, including securities issues, cross-border mergers and acquisitions and joint ventures. Martin s recent transactions include advising: Barclays Plc on the 1.3bn acquisition by Absa Group of Barclays banking operations in Botswana, Ghana, Kenya, Mauritius, Seychelles, Tanzania, Uganda and Zambia; a major UK retail bank on the implementation of a ring-fencing regime; AXA on the sale of the majority of its UK Life business to Resolution for 2.7bn; Coventry Building Society on the transfer of the engagements of Stroud & Swindon Building Society; and Bank of Ireland on the establishment of a new UK bank, Bank of Ireland (UK) Plc, and the transfer to it of the majority of the UK banking business of the Bank of Ireland by way of a Part VII FSMA banks business transfer. May

164 Norton Rose Fulbright Law around the world Rob Otty Managing director, Norton Rose Fulbright South Africa Inc Rob Otty is managing director of Norton Rose Fulbright South Africa Inc and is a member of the global executive committee. He is based in Johannesburg [email protected] Before becoming managing director in South Africa in 2011, Rob was deputy chairman of Deneys Reitz. He joined Deneys Reitz in 1991 and qualified as a lawyer in Robʼs experience during his career has been mainly focused on dispute resolution and commercial litigation in sectors ranging from construction and engineering, transport including shipping and aviation and insurance. After a spell as head of the Cape Town office, Rob was appointed deputy chairman in 2009, at which time he returned to Johannesburg. 160 May 2015

165 Management team Wayne Spanner Managing partner, Norton Rose Fulbright Australia Wayne Spanner is managing partner of Norton Rose Fulbright Australia and is a member of the global executive committee. Based in Sydney, Wayne was awarded managing partner of the year at the 2014 Lawyers Weekly Awards, recognized for his strong leadership in helping to drive through major change in the last few years [email protected] Before becoming managing partner in Australia in January 2012, Wayne was head of dispute resolution and litigation in Australia and global head of the employment and labor group. Wayne is a litigator focused on employment and labor law, with a strong track record in providing strategic, commercial and managerial advice. He holds a Master s degree from Oxford University, and has more than 20 years experience of working in Australia, South Africa and the UK. He qualified as a lawyer in May

166 Norton Rose Fulbright Law around the world Adrian Ahern Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright Australia Adrian Ahern is the global vice chair of Norton Rose Fulbright and chair of Norton Rose Fulbright Australia. Adrian is based in Sydney [email protected] Adrian became chair of Norton Rose Fulbright Australia in The head of our financial institutions team in Asia Pacific, he is highly recommended in Legal 500 for his corporate and M&A work. He has primarily focused on the financial services, infrastructure and transport sectors. Educated in Australia, Adrian also studied in Japan in the mid- 1970s and worked on secondment in Tokyo with a major Japanese investment house in the mid-1980s. He qualified as a lawyer in May 2015

167 Management team Stephen Parish Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright LLP Stephen Parish is global vice chair of Norton Rose Fulbright and the chair of Norton Rose Fulbright LLP. He is a member of the global supervisory board and is based in London [email protected] Stephen became chair of Norton Rose LLP in Before becoming chair, Stephen was global head of banking. His practice was broad-based and involved advising banks and borrowers across a wide range of practice areas including syndicated lending and restructuring, infrastructure finance, Islamic finance and renewable energy. Stephen has acted for clients in the UK and throughout Europe and the Middle East. He was listed as an expert in Chambers, The Legal 500 and Legal Experts and was named in The Lawyer s top 100 lawyers. Stephen qualified as a solicitor in May

168 Norton Rose Fulbright Law around the world Norman Steinberg Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright Canada LLP Norman Steinberg is global vice chair of Norton Rose Fulbright and the chair of Norton Rose Fulbright Canada LLP. Based in Montréal and Toronto, Norman is a member of the global supervisory board. He focuses on mergers and acquisitions, corporate finance, privatization and corporate governance [email protected] Norman s mergers and acquisitions experience includes multibillion dollar transactions in the hospitality, oil and gas, telecommunications, paper and printing, rolling products and electronics sectors. He has acted on numerous privatization matters for governments and major Canadian and North American companies. Within corporate finance, Norman has conducted numerous Canadian and Canada/US cross-border and international financings for both issuers and underwriters. He has acted on a range of initial public offerings in various industry segments. In the area of corporate governance, Norman has frequently advised on directorsʼ and officers liability, board of directors governance, committees, shareholder matters and other related matters. Norman qualified as a lawyer in May 2015

169 Management team Sbu Gule Global vice chair, Norton Rose Fulbright Chair, Norton Rose Fulbright South Africa Inc Sbu Gule is global vice chair of Norton Rose Fulbright and the chair of Norton Rose Fulbright South Africa Inc. Based in Johannesburg, he chairs the global supervisory board Sbu represents major corporate clients in South Africa and worldwide, as well as government and parastatals in all areas of employment and labor law, and immigration law. He is well respected as one of South Africa s senior labor lawyers and has served on the bench as an acting judge of the labor court. In October 2014, Sbu was awarded the lifetime achievement award for excellence in labour law at the South African Professional Services Awards (SAPSA). SAPSA recognizes individuals and organizations which excel in the South African professional services industry, and is judged by an independent panel of industry experts. Sbu qualified as a lawyer in May

170 Norton Rose Fulbright Law around the world 166 May 2015

171 Business principles Business principles May

172 Norton Rose Fulbright Law around the world Business principles Norton Rose Fulbright has one global set of business principles, which guide behavior and help to ensure that the business operates to the highest standards. Our business principles are based around quality, unity and integrity and apply to all our activities and staff worldwide. They describe our culture and personality both internally and externally, the way we work and what we stand for. Quality Unity Integrity Clients come first. We work on the basis that if we help our clients to be successful, we will be successful. Our focus is on providing consistently high-quality legal services to clients across the business. We are industry experts. We understand our clients businesses, industries and markets. Our strong industry focus helps us to forge our market reputation and distinguishes us from our peers. We have a commercial and pragmatic approach to advising clients on their business dealings. We develop innovative solutions for our clients legal and business issues. We seek to recruit only the best people and we aim to develop them to perform to the highest level. 168 May 2015 We operate in a team culture, collaborating and sharing information and knowledge across disciplines and markets to achieve the best results for our clients. We have a united, global perspective, servicing industries and clients on a global basis. We value our culture and work hard to preserve it. We value our people they are our most important asset and we promote a culture of respect for the individual. We expect to deliver work that meets the highest professional, ethical and business standards. We build long-term relationships with our clients and colleagues by being trustworthy, open and fair.

173 Norton Rose Fulbright Norton Rose Fulbright is a global legal practice. We provide the world s pre-eminent corporations and financial institutions with a full business law service. We have more than 3800 lawyers and other legal staff based in more than 50 cities across Europe, the United States, Canada, Latin America, Asia, Australia, Africa, the Middle East and Central Asia. Recognized for our industry focus, we are strong across all the key industry sectors: financial institutions; energy; infrastructure, mining and commodities; transport; technology and innovation; and life sciences and healthcare. Wherever we are, we operate in accordance with our global business principles of quality, unity and integrity. 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. Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the members but does not itself provide legal services to clients. More than 50 locations, including Houston, New York, London, Toronto, Hong Kong, Singapore, Sydney, Johannesburg, Dubai. Attorney advertising References to Norton Rose Fulbright, the law firm, and legal practice are to one or more of the Norton Rose Fulbright members or to one of their respective affiliates (together Norton Rose Fulbright entity/entities ). The principal office of Norton Rose Fulbright US LLP in Texas is in Houston. Save that exclusively for the purposes of compliance with US Bar rules, where James W. Repass will be responsible for the content of this publication, no individual who is a member, partner, shareholder, director, employee or consultant of, in or to any Norton Rose Fulbright entity (whether or not such individual is described as a partner ) accepts or assumes responsibility, or has any liability, to any person in respect of this communication. Any reference to a partner or director is to a member, employee or consultant with equivalent standing and qualifications of the relevant Norton Rose Fulbright entity. 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 NRF /15 (UK) Extracts may be copied provided their source is acknowledged.

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