IFLR 1000
The Guide to the World's Leading Financial Law Firms

Allen & Overy continues to cement its place in the Australian market. Its banking practice is steadily taking a foothold and has gained significant mandates. The addition of Adam Stapledon from Herbert Smith Freehills, gives further depth to the team. It acted for Intermediate Capital Group in connection with the provision of an approximate A$820 million mezzanine and third ranking finance for the acquisition by the Venturua Group of Grenada.

Two years ago, the legal market were not looking at Allen & Overy as too big a threat, but with its phenomenal growth and proven ability to reach into the financial markets and attract domestic and international clients, it is no longer dismissed so easily. Even given the advent of other international firms in the Australian market, Allen & Overy is the only one at present to offer a truly global financial offering.

One client enthusiastically praised partner Angela Flannery (since departed) and associate Nadia Kalic, saying, "As a partner Angela is excellent, a very safe pair of hands, reliable, extremely hardworking, excellent knowledge of the relevant law and has great experience. Angela and Nadia were unbelievable. No matter what time of the day or night they were contacted, they responded very quickly and efficiently. It was a pleasure to work with them."

Tony Sparks' move from Herbert Smith Freehills was a clear coup for the firm. One client says, "Tony is very proactive, across all relevant issues and cost conscious. He's established a good team to assist him." Another client from an international investment bank says, "He's a safe pair of hands, reliable, extremely hard working, excellent knowledge of the relevant law and has great experience."

Deals
Peter Wilkes led the team advising Fortescue Metals Group and FMG Resources on their $1.5 billion bond issues. Allen & Overy advised Fortescue Metals Group on all Australian law matters in relation to their high-yield bond issue. The capital raising was used to partially fund the expansion of their iron ore mine and port and rail infrastructure project in Western Australia.

Allen & Overy also advised the joint lead managers on the issue by Macquarie Bank of an exchangeable US dollar hybrid tier 1 security. The team advised Credit Suisse, HSBC, JPMorgan and Macquarie Capital in relation to Australian and English law matters. The hybrid tier 1 is an unsecured subordinated security, carrying non-cumulative distributions and, in certain circumstances, is exchangeable for ordinary shares of Macquarie Group. This was the first offshore hybrid tier 1 by an Australian bank since the announcement of the Basel III reforms.

Finally the team advised Lynas Corporation on the company's issue of $224 million in unsecured convertible bonds. Lynas used the profits to finance the completion of the construction and commissioning of stage one of the Lynas Advanced Materials Plant and to fund its capital needs. The bonds were subscribed by funds managed by Mount Kellet Capital Management for $50 million of convertible bonds on an unconditional basis following the announcement.

The team at Allen & Overy has been steadily gaining a foothold in the market and is attracting a lot of attention with its international offering as well as its continued domestic practice. Its ability to offer clients Australian, English and US law as well as drawing on expertise from the firm's global offices is a very big draw. As one client says, "I have had very good experiences working with the firm in Australia. I liked that the offer to bring in A&O experts from offshore jurisdictions was always there." The growth of the team has also pleased clients, with one saying they were happy with the depth, "especially now that A&O ECM has expanded its team". The firm now offers on-the-ground support from Abigail Boyd, who has extensive experience in regulatory capital and hybrid securities issuances.

The addition of Tony Sparks to the team from Freehills has only gone to show how serious the team is in building up its practice in Australia. One client says, "A&O are doing very well. They previously had a bit of a gaping hole, but that's been filled by Tony. I think he's one of the up and comers, one of the next major rainmakers. He's hands on. I get good partner attention; he knows the market and is good technically and commercially. He knows our drivers and is able to take the commercial view."

Meredith Campion has also won praise from clients. One client says, "She's always able to assist, both in and out of business hours, with quick and prompt response times and mostly able to provide advice on the spot. She understands our corporate objectives and the dynamics of our organisation when providing legal support."

Deals
Allen & Overy advised Hong Kong private equity firm Kerogen Capital on its A$110 million ($115 million) recapitalisation offer to provide both equity and mezzanine finance to AS listed AJ Lucas Group, an infrastructure and mining company. The firm advised Kerogen on its offer to provide both equity and mezzanine finance and involved various funding forms, including a direct placement, participation in an entitlement offer, sub-underwriting of the entitlement offer, subscription for options and the provision of mezzanine finance.

The firm also advised the joint lead managers in relation to a complex structured US hybrid tier 1 issue for the Macquarie Group. It was the first Basel III compliant hybrid tier 1 security from an Australian bank outside of the domestic market. The team advised Credit Suisse HSBC, JPMorgan and Macquarie Capital on Macquarie Group's London branch's new-style hybrid, which included both Australian and English legal issues and took advantage of the firm's global presence by pulling together expertise from, Australia, the UK and Singapore.

In Nexus Energy's A$122 million capital raising, the firm advised the company on its accelerated renounceable pro-rata entitlement offer. Although the offer was complicated by the renounceable rights and involvement of joint underwriters, it was concluded in a six week timeframe.

Allen & Overy have pretty much cornered the covered bond market. Since the introduction of the Banking Amendment (Covered Bonds) Bill in September 2011, which the firm was instrumental in helping to shape, the firm has acted in relation to all four of the bank's covered bond programs, three times as issuer. It was able to provide both Australian and English law advice to help establish the programs.

The team has made an outstanding impression with clients. As well as the continued strong domestic client base, the firm's global offering has attracted many local and international clients. One client said, "The requirement for feedback from their offshore counterparts (mainly the London office) was managed efficiently and within the time required." While another says, "Given A&O's global presence, any cross-border elements on transactions were very efficiently dealt with and this was a great advantage for us."

The firm's clients also commended the structured finance and securitisation team's technical skills and personable approach. The team has been described by one client as, "Professional, efficient, timely and cordial. All contacts were technically proficient in the area of their expertise, timely in their provision of their service, timely in their response to clients, accessible, highly commercial in their approach on legal issues and highly anticipatory, not only of potential troublesome issues, but of their clients' general needs".

A client from a large investment bank says, "Karolina (Popic) and Sonia (Goumenis) were always responsive. Any missed calls were followed up straightaway with an apology for their unavailability. Any email that they were not able to reply to straight away by virtue of being out of the office or in meetings was responded with an acknowledging email." Abigail Boyd's regulatory experience was noted by one client, who says, "She is dual qualified in the UK and Australia and has been great to have on these transactions."

Deals
The firm advised Capital Finance Australia in its Bella Trust No. 2 Series 2011-1 transaction, a public asset backed securitisation involving motor vehicle receivables. The deal was the first Australian securitisation involving a Sterling-denominated tranche for a number of years.

Karolina Popic lead the team acting in relation to the SMART Series 2012-1US Trust. The deal, which replicated the above Capital Finance Australia securitisation, was a public auto receivable securitisation transaction sponsored by Macquarie Leasing. The transaction was the first Australian sponsored public securitisation for 2012 and the first to be compliant with the new PPS regime.

Allen & Overy's securitisation team, led by Sonia Goumenis, advised Deutsche Bank and Deutsche Trustee Company in relation to Bendigo and Adelaide Bank's sponsor of the TORRENS Series 2011-1(E) Trust transaction. The deal was a public mortgage backed securitisation. In another first for the firm, this was Australia's first securitisation with a Yen-denominated tranche.

The firm's competition practice has gone from strength to strength. The practice still gains a great deal of its work from Allen & Overy's international offices, but it is also building up its own impressive client base. Dave Poddar (who has left the firm since publication) has been described by one client as: "our go-to guy," and a peer commented, "He's extremely knowledgeable on cartel and merger clearance matters."

Deals
Allen & Overy advised SABMiller on completion and regulatory matters in connection with its A$12.3 billion ($12.8 billion) acquisition of Fosters Group. The merger between the world's second largest brewer and Australia's largest brewer came under close scrutiny from the ACCC (Australian Competition & Consumer Commission) and the firm advised in all aspects relating to merger clearance issues and benefited from Allen & Overy's global offices when dealing with multi-jurisdictional matters.

Allen & Overy acted for Svitzer Australia in relation to its towage service operations in a number of ports in Australia and in relation to seeking to revoke the exclusive licences granted by the ACCC to Gladstone Ports in favour of Smit International. The case involved various changes to securities exchange regulations and to market surveillance infrastructure.

Allen & Overy's M&A team look set to build another prominent, high quality practice, It continues to be instructed on a number of significant and high value transactions. The firm advised Equinox on the offer by Barrick Gold Corporation of the company's shares for A$7.1 billion. It also advised Equinox in relation to the A$6.5 billion hostile bid by Minmetals Resources.

The firm advised on several significant transactions. Allen & Overy advised the Government of the Independent State of Papua New Guinea and two of the three state participants on PNG LNG Project. The project is expected to double the Gross Domestic Product of PNG to an average of A$7.8 billion.

"Allen & Overy is a leading firm," assures a competitor, this is a common sentiment across the market and the firm remains at the top of the market with its banking and finance practice.

"They were very responsive as well as proactive in ascertaining our needs and deadlines (both internally and externally) and doing their best to ensure that we met them and that expectations were properly managed. The lawyers are not only technically sound but have a decent level of EQ (emotional intelligence) so working with them is often very enjoyable and takes little effort," says a client.

Partner Yvonne Ho is highlighted specifically for her turnaround speed. "Yvonne Ho is the reason I like the firm," says another client, "they can deliver at very short notice, very keen to provide good advice. Also their advice is concise and clear, turnaround is fast. Speed is key in my business, I know they get things done right away. Her associates are attentive too."

Matthias Voss remains the other leading practitioner in the banking team with his key attributes being "responsiveness, thoroughness, accuracy of drafting, excellent understanding of the Chinese scene," according to one client, in addition to being a "fluent Mandarin speaker".

The team remains largely unchanged except for the promotion of Matthew Bisley and Cindy Lo to partners.

Deals
Last year Yvonne Ho was lead partner on the highlight $3.2 billion revolving loan facility to Noble Group, which involved a total of 58 banks.

Cindy Lo meanwhile was involved in the deal that saw Allen & Overy advise Jinchuan, a global base metals manufacturer, on an unsolicited overbid for Metorex Limited, a South African producer of copper and cobalt.

Having acted on one of the largest and most significant cases in recent years, that of Seagate, it is unsurprising that Allen & Overy has a high position in our table.

Given its UK origins, London strength of the firm is not surprising, but the firm has also recently been enhancing its competition teams in the US, a positive sign going forward.

Francois Renard is recognised as the most prominent antitrust practitioner of the firm's China practice. A peer recalls that the "the Seagate case they handled was a key one of 2011".

Deals
Last year the team advised Joy Global, a US mining machinery manufacturer on an investigation by MofCom (Chinese Ministry of Commerce) on the merger control aspects of the HK$4.5 billion ($580 million) acquisition of the Hong Kong-listed International Mining Machinery. The sensitivity of the sector and the length of the investigation garnered significant media attention, but MofCom eventually issued an unconditional clearance decision in respect of the transaction.

The firm also acted for Jinchuan Group, a Chinese state owned enterprise in the base metals business, on the multi-jurisdictional merger filings in respect of the Metorex takeover of, a South African-based producer of copper and cobalt. The case stands out for being among the first multi-jurisdictional filings by a Chinese state-owned enterprise.

With six China-based partners, Allen & Overy is a committed presence in the Chinese market. In the last year, the team has been involved on several outbound transactions, deals that show the increasing maturity of Chinese corporate players in multi-jurisdictional mergers and acquisitions and joint ventures.

Deals
Last year the team advised Swedish automobile maker Saab on the Chinese law aspects of a variety of complex inbound and outbound elements of their acquisition by Chinese automotive companies. In its last stage, in October 2011, Pang Da and Youngman acquired 100% of the Saab shares for €100 million, subject to relevant regulatory approval.

Allen & Overy also advised Jinchuan on its unsolicited overbid for South-African copper and cobalt producer Metorex, on a transaction valued at $1.36 billion which saw the client outbid Brazilian mining giant Vale for the same target.

Elsewhere Victor Ho acted for International Paper in China in regard to the merger of its packaging business, Shorewood Packaging, with AGI World. The first part of the deal consisted of the sale of Shorewood Packaging, followed by a 40% equity re-investment by International Paper in a combined entity consisting of the business of Shorewood Packaging and AGI World outside the US using consideration received from the Shorewood Packaging disposal.

While Allen & Overy's practice is not as well known as its financing team, the firm keeps busy with a good list of active funds among its clients, with a specialisation in the real estate sector. The firm has been recently working for a variety of clients, including Hong Kong-based private equity funds and Chinese private and sovereign wealth funds looking to invest around the globe.

Deals
The firm aided the private equity arm of a pension fund on a pre-IPO investment in an operator of online classified services in China. For the same client, the team advised on the purchase of shares in China Construction Bank from Temasek.

Acting for a private equity house, the firm also assisted on the secondary purchase of shares in a Hong Kong-listed retail development company.

"Allen & Overy is a leading project firm for sure," confirms a player in the market. The firm promoted Matthew Bisley and Cindy Lo to partner last year to enhance further its deep bench.

On the overall team, feedback is positive: "We were very satisfied with the team's performance. They would work with local legal counsel seamlessly," says a client.

"Yvonne Ho is very experienced and knowledgeable, and is able to give us valuable advice from both a legal and commercial perspective."

Deals
Last year Matthew Bisley led the team for Asian Development Bank (ADB) and China Everbright International on the $100 million facility to finance a number of waste-to-energy plants in China using clean technologies.

For Export-Import Bank of China, Joseph Tse and Yvonne Ho were part of the team that advised in regard to the $2.5 billion construction and development of a vast resort project in the Bahamas, one of the most significant projects in the Caribbean in recent years.

Elsewhere Matthias Voss and Bisley acted for Sinosure on a $1 billion export guarantee related to the export financing by a number of Chinese and foreign banks to Reliance Infra Projects for the Sasan power project in India.

Allen & Overy's banking team has been called, "Very professional. They give prompt responses to any questions, offer well thought out advice and are able to work under tight timeframes," by a major investment banking client. Another client adds, "A&O is a very good training ground for banking and finance matters. They are not afraid to tackle complex issues."

The firm has an impressive resume of transactions, including many 'firsts' in the market. Allen & Overy advise on high end corporate market lending, offshore Rmb loans, bilateral offshore Rmb loans, structured real estate financings, REIT financings, equity-driven financing and leveraged and acquisition finance.

Yet another client highlights the firm's associate development: "The team has clearly been well trained, and they seems to invest energy and time in developing juniors and supporting their career advancement by sending them on secondments and diversifying their product exposure as well as giving them substantial amounts of responsibility."

Individual partners are also recommended: "Joseph Tse is very reliable and always delivers. He is highly knowledgeable especially in the Hong Kong/China space and he has the right balance between being prudent and commercial," says one client. Another adds: "Roger Lui is a good technical lawyer with experience of structured financial transactions across a variety of regions."

Deals
Allen & Overy acted for a group of underwriters in relation to Hutchinson Port Business's $5.8 billion IPO and $3 billion syndicated loan last year. The firm advised on Singapore, Hong Kong and US law. Tse advised on the transaction, which was one of the largest syndicated loans at the time.

The firm also represented the Export-Import Bank of China in relation to the financing of up to $2.4 billion for the construction and development of the largest single-phase resort in the history of the Caribbean. The transaction involved close cooperation between Allen & Overy's Hong Kong and China offices, and covered the Bahamas, the US and China.

Elsewhere Ian Powell led the firm's team in advising a syndicate of lenders in respect of a HK$1.4 billion ($180 milion) term and revolving credit facility to Fortune REIT. The loan was to fund the acquisition from Hutchinson Whampoa and others of a group of real estate owning corporations.

The Allen & Overy debt team are known for their innovative structures and groundbreaking work on some of the most sophisticated transactions. They have led the way in respect of Dim Sum bonds, hybrids, medium term note programmes and are at the forefront of emerging market financing. The firm's resume is impressive, such as the first Chinese company to issue Rmb bonds offshore and the first dollar hybrid from the Philippines. Its on-the-ground expertise is accepted by peers and the ability to draw from its global expertise, particularly from the London office, gives it a depth of knowledge unseen by the majority of law firms.

The team has been recommended by a number of clients. One says, "Allen & Overy's technical skills, responsiveness and communicativeness are outstanding. The depth of team and quality of junior partners and associates is generally very good." Walter Son has been called, "a standout lawyer who we can rely on. He's good", while James Grandolfo has been called, "extremely knowledgeable and skilled in all types of capital markets products across international borders" and, "one of the most responsive partners I have worked with" by another. "He stays on top of deal progress and issues and makes clients feel like their deal is top priority, even while juggling multiple projects. Regardless of his time zone or whether weekday or weekend, he is always available to clients. He truly loves his work and also brings an enthusiasm and sense of fun into his job that is contagious and makes working with him a real pleasure."

Deals
The firm advised the issuer, Tesco, on its first Rmb725 million ($114 million) Renminbi bond issuance. Walter Son and Andrew Harrow advised Tesco on one of the few Rmb denominated bond issuances to be listed on the Hong Kong Stock Exchange.

In early 2012, Allen & Overy acted for the joint lead managers, ING, Deutsche Bank and HSBC, on Development Bank of Mongolia's $580 million bond issuance. The highly successful transaction attracted investors from around the globe.

Grandolfo led the team representing the underwriters, Goldman Sachs and JPMorgan in relation to the Cheung Kong Infrastructure's perpetual issuance. The firm advised on the debt and equity hybrid, a $300 million fixed rate callable perpetual securities issuance by Cheung Kong Infrastructure on a fiduciary basis by the Bank of New York Mellon.

Many peers have noted the loss of veteran Catherine Husted from the firm when she retired from Allen & Overy in 2012 and the effect it would have on the firm's practice, but one client noted a smooth transition of their work. The client says, "We now work with Matthew Hebburn. We use them for derivatives and structured programmes and Catherine had been setting up some programmes for us. The work was passed to Matthew. So far it hasn't affected us at all and the quality has remained the same. Matthew deals with the more complex issues and has handled them very well."

Deals
Allen & Overy advised on the establishment, issuance and listing of the Sealane II CLO. The synthetic transaction had an underlying asset class of short-dated trade finance obligations.

The firm advised on the issuance of three classes of notes by Equisar International Incorporated. Equisar is an indirectly wholly-owned subsidiary of the State of Sarawak, Malaysia. The notes were guaranteed by other subsidiaries of the State and listed on the Labuan International Financial Exchange.

Hebburn led the team advising ISDA (International Swaps & Derivatives Association) and the Fixed Income Money Market and Derivatives Association of India (FIMMDA) on the development of the master agreement for onshore Indian CDS. The agreement was developed alongside the key derivative association bodies (ISDA and FIMMDA) and market participants, the mandatory market standard documentation for CDS in India.

Allen & Overy retains a strong financial services practice, in spite of the loss veteran litigator Angus Ross to Ashurst in late 2012. Last year it acted for China International Capital Corporation in restructuring the existing client documentation, including redrafting terms and conditions governing its private wealth management business in Hong Kong and Singapore to comply with all applicable laws and regulations pursuant to current industry practices.

The mergers and acquisitions team at Allen & Overy have had a successful year in a patchy market, working on some of the highest profile and/or most significant transactions in the market, including outbound work, joint ventures and public M&A. The team received positive feedback from its clients. "They provide excellent technical advice, but also bring a practical business approach to each engagement," says one.

Another client says: "We tend to go to people who we think are outstanding lawyers but also generally very good at deal dynamics. Jeremy Hunt (since departed) is at the top of the class. He's hands on and very deal focused. He's done some tricky stuff for us and always comes up tops.

Deals
Mark Roppel led the team advising Jinchuan Group in relation to its $1.3 billion unsolicited overbid by way of a scheme of arrangement for Metorex Limited. Metorex is a Johannesburg listed South African based copper and cobalt producer. This was the first public takeover effected under South Africa's new Companies Law. Allen & Overy coordinated competition approvals from South Africa, Zambia and the Democratic Republic of Congo.

Allen & Overy also acted for AsiaSat on its proposed take-private transaction. The firm is advising Hong Kong listed AsiaSat, on the structuring of the proposed take-private to work under US defence regulation. The transaction involves a scheme of arrangement under Bermudan law for the cancellation of the public shares and for the issue of an identical number of new shares to a Management Stock Ownership Trust. The novel structure devised by Allen & Overy required clearance from the Hong Kong SFC and the Hong Kong Stock Exchange.

Allen & Overy's private equity team suffered the loss of Jeremy Hunt when he moved to Morrison & Foerster in October 2012 and it remains to be seen how much of an effect this will have on the practice. The firm will undoubtedly retain a number of its clients, particularly in light of its strong international presence. It advises some of the largest international private equity houses on cross-border, sophisticated venture and capital growth and buyouts.

Allen & Overy's projects team has been called, "Entirely competent throughout. The partners are hands on with everything and know how to staff the transactions appropriately." Another client compliments the junior members of the team, saying, "Allen & Overy has a great team of associates. I'm comfortable knowing no matter whether it's associate or partner, the quality won't slip." Yvonne Ho has been called by one client, "A solid and commercial lawyer who has built up a good practice in China."

The team has been further enhanced by the arrival of Paul Griffin from Allen & Overy's London office. Griffin has particular experience in relation to the oil, gas and LNG sectors and is well placed to advice clients in the booming resource and energy industries.

Deals
The firm advised the Export-Import Bank of China in relation to a $2.5 billion financing for the construction and development of a resort project in the Bahamas. This was the largest single-phase resort development in the history of the Caribbean and is an indication of the interest shown by China enterprises in moving into the Caribbean market. The preliminary agreement was signed in Beijing between Baha Mar Resorts and China State Construction Engineering Corporation.

In relation to the Dak Drinh Hydroelectric Dam Project, Allen & Overy advised the borrower on the $237 million project, which involved the development of the Dak Drinh electric dam in Son Tay District, Quang Ngai province, in Vietnam.

Allen & Overy advised the Asian Development Bank and China Everbright International Limited on a $100 million B loan facility to finance waste-to-energy plants using clean technology across China. The project was unlike most waste-to-energy projects in that the technology does not require coal supplements.

Allen & Overy in India has a best friend relationship with Trilegal. Andrew Harrow, heads the firm's Asia-Pacific Group and also leads the India practice. Sanjeev Dhuna, based in the firm's London office, handles India-related banking transactions, while James Grandolfo is an equity partner of the Indian team. Another partner, Kayal Sachi works on banking and finance transactions, with expertise in project, acquisition, and structured finance transactions.

The firm's corporate/M&A practice in India is headed by Barry Irwin. A specialist in mining, oil and gas, renewable energy and related infrastructure, Irwin has advised on a range of transactions including project acquisition and disposals, and joint ventures.

The team at Allen & Overy is led by Aled Davies and Adam Moncrieff and recognised as "good lawyers" by their peers. The firm is seen as a "fair contender" for the spot of best banking practice.

The banking team receives praise from close competitors and clients alike. One industry contact who worked across the table from the firm says: "Its lawyers are hard-working, smart and sincere. I appreciate their superb work."

Deals
One notable transactions saw Allen & Overy acting for Citibank Japan and JBIC as lenders on the $93.5 million ship financing to Safe Bulkers, a Greek shipping company, in relation to three new build bulker vessels sold by Sasebo Heavy Industries and Itochu Corporation.

The firm's ranking has changed to reflect the departure of respected partner Nobuo Nakata, who went on to establish a new firm as well as the broad market feedback regarding the team's reduction of its local capabilities. Key corporate deals of the last year include acting for Kyowa Hakko Kirin on its recommended cash offer for the entire issued share capital of Scottish pharmaceutical company ProStrakan for a total consideration of £292 million. On the inbound front, the firm advised Qantas' subsidiary Jetstar Airways on the JV with Japan Airlines and Mitsubishi Corporation to establish new low cost carrier Jetstar Japan.

Alongside its banking strength project financing and infrastructure work remains a key practice for Allen & Overy. Competitors are unanimous that "it deserves the top tier". "Clearly they are the market leaders," adds another partner. Players in the market recognise that Allen & Overy is the name most heard in this line of work and that its team "is in a good, solid shape". Aled Davies and Adam Moncrieff are mentioned as "good, worthy lawyers".

Deals
On one landmark deal, Adam Moncrieff advised the US dollar offshore lenders Asian Development Bank, Japan Bank of International Cooperation and Mizuho Corporate Bank, and also the Thai Baht onshore lenders Kasikornbank and The Siam Commercial Bank on the $1.2 billion project financing of a 1600MW combined-cycle natural-gas-fired power plant in Nong Saeng district, Saraburi Province of Thailand.

Allen & Overy advised BNP Paribas on a ¥7.1 billion ($90 million) financing loan, backed by the Nippon Export and Investment Insurance (NEXI - Japan's official export credit agency) and guaranteed by the Ministry of Finance (MOF) to a private corporation in connection with the development of the Nam Na 3 hydropower plant.

On another deal, the Allen & Overy team advised SMBC on a $64.2 million NEXI-backed, MOF-guaranteed financing to a private corporation in Vietnam in relation to the development and construction of the Srepok 4A hydropower plant project.

The foundation of Allen & Overy's stellar international reputation is based on its banking practice, so it is unsurprising that it leads the market in this area. The firm regularly acts for lenders such as Credit Suisse, DBS Bank, Barclays and JPMorgan Chase.

Partner Kayal Sachi is known for her India practice and works closely with the firm's India partner, Trilegal. "Kayal is excellent," a client says. "She understands the business very well and helps us close deals quickly. Her legal approach is quite innovative and she always tries to resolve the issues from the borrower's side without compromising the lender's position."

"There are two things that you need in a lawyer: one is obviously legal competence, and Kayal is technically excellent. The other thing is the ability to close a deal that both sides are happy with," says an Australian client. "She finds out-of-the-box solutions in difficult situations that both sides are willing to agree on, and carries them to closure."

Partner John Richards also wins plaudits from peers, who describe him as "a class act."

His practice ranges from banking to restructuring and insolvency, and he has worked in Southeast Asia for over a decade. He was involved in a series of high-profile deals for Indonesian companies PT Bumi Resource and PT Bakrie Sumatera Plantations this year.

Deals
Reflecting interest in Australia's natural resources, partner Kayal Sachi and Sydney partner Chris Robertson advised lenders Standard Chartered in connection with a subsidiary of Mundra Port and Special Economic Zone's $2 billion acquisition financing for the operating lease of the Abbott Point Coal Terminal from the State of Queensland.

The firm acted for Standard Chartered again when partner John Richards demonstrated his expertise in the Indonesian market advising on the granting of $395 million facilities to Apexindo Pratama Duta to refinance IDR debt incurred by Mira International Holdings. The transaction, which comprised a letter of credit facility and a mezzanine tranche, was at the end of a restructuring of debt of MIRA and its subsidiaries.

In a transaction demonstrating increased Asian interest in Africa, Sachi represented Axis Bank in a $45 million loan facility for Industries Chimiques Du Senegal, a manufacturer of chemicals incorporated in the Republic of Senegal. The facility was utilised to develop phosphate mines in the African country.

"Though there's a lot of international firms in Singapore, there are relatively few that we trust," says a banking client, "Allen & Overy is very good and when the firm is working for the banks, its partners are commercial in their approach and are very solution-driven, which we find very helpful. The issues we deal with are sometimes quite new, and sometimes quite demanding as well."

Allen & Overy retains its tier one position in the capital markets for its broad market coverage and strong regional network. This year the firm has completed transactions in Indonesia, the Philippines, Malaysia and Thailand, among others.

Though partner Hooman Sabeti-Rahmati, a respected Islamic finance specialist in the region, has left the firm to move in-house, the firm maintains a strong Islamic finance and structured finance practice. Managing partner Kenneth Aboud is a leading Islamic finance and securitisation specialist in the region and has worked on several important transactions this year, including advising Philippine Airlines on its securitisation of credit and charge card receivables generated on its US routes.

As for the debt and equity capital markets, Singapore-qualified partner Lock Yin Mei's practice is a strong alternative to that of the domestic law firms. "Lock Yin Mei is one of the best kept secrets in Singapore," a client says. "She's highly competent and will go the distance for client service. She does not only understand the law but also grasps its intent and its commercial points."

Deals
Counsel Eric Gonzalez, who moved from the firm's Hong Kong office in 2010, has made a name for himself in the region, acting with partners from the firm's Bangkok and Hong Kong offices regarding the IPO of Tesco Lotus Retail Growth Freehold and Leasehold Property Fund on the Thai Stock Exchange. The IPO raised Bt18.4 billion ($613 million), and was the largest in Thailand for more than five years.

Attesting to the popularity of perpetual bonds this year, partner Lock Yin Mei represented joint lead managers and joint lead bookrunners Citigroup Global Markets Singapore and DBS Bank in connection with the issue of S$350 million ($276 million) 5.375% perpetual securities by HSBC Institutional Trust Services as Trustee of Mapletree Logistics Trust. It was the first issue of hybrid perpetual bonds with a non-cumulative feature by a Singapore Reit.

In a transaction representing the proliferation of sukuk (Islamic bond) issuances for government-linked companies in both Malaysia and Indonesia, managing partner Kenneth Aboud advised Citigroup, HSBC and Standard Chartered Bank as joint bookrunners and joint lead managers for the issuance of $1 billion trust certificates due 2018 issued by Perusahaan Penerbit SBSN Indonesia, an entity owned by the Republic of Indonesia.

Allen & Overy's M&A practice offers a strong regional presence and international expertise. The firm covers much of Southeast Asia from its Singapore and Bangkok officse and enjoys partnerships with respected Indian firm Trilegal and Indonesian firm Ginting & Reksodiputro. Though well-regarded consultant Ban Leong Oo left the firm this year to move in-house, the firm still boasts a strong practice led by partner and head of M&A Chris Moore.

Moore has been in the region for over a decade and is a client favourite. Clients say, "he handles all the nuts and bolts and isn't afraid to roll up his sleeves."

Regarding his regional knowledge, an in-house counsel at a bank says, "Chris is very unusual in that he's been in the region a very long time and is very strong on Indonesia, Malaysia and generally throughout the region by virtue of the fact he's practiced here for so long. He has both technical skills and cultural sensitivity; it's hard to achieve cultural understanding if partners are rotated in-and-out of the office."

One of the challenges with an international network is to maintain consistency while also adapting to the local environment, as one client says, the firm seems to have achieved this: "Allen & Overy is a London-based magic circle firm, and the lawyers there are often very 'posh', [but] the partners here have to be more down to earth and be able to work with a wide range of people and Chris is a great guy."

Deals
Partners Chris Moore and Brendan Hannigan advised SCG Chemicals in its $430 million acquisition of a stake in PT Chandra Asri Petrochemical from Temasek and Barito Pacific, a transaction that involved complex issues related to the Indonesian Takeover Regulations.

The same team then represented Khuan Choo International in its $155 million acquisition of personal care product manufacturer Crabtree and Evelyn from Malaysian-listed Kuala Lumpur Kepong.

Allen & Overy's market-leading banking practice is now being matched by its project finance capability, led by partner Jason Humphreys. In the last year, the firm has acted in highlight deals such as Singapore's Jurong Aromatics, as well as advising on transactions in jurisdictions as diverse as India, Indonesia and the Maldives. The firm has benefited from its association with Ginting & Reksodiputro. Well-regarded consultant Andrew Digges has been seconded to the firm as a foreign legal counsel since January 2011.

Both Humphreys and banking partner Kayal Sachi are active in project finance, with Sachi primarily handling work for India-focused clients. "We use Sachi quite a lot. We work very closely with her and have known her for many years," says an India-based European bank client. "She's a combination of being commercial and academic and very accessible and responsive. We're very big fans of Allen & Overy for their international reach and we appreciate their best friend firm in India, Trilegal."

Humphreys drew client compliments for his demeanour and negotiation abilities: "Jason Humphreys is a skilled negotiator who is very effective in meetings. He's a great lawyer to have by your side when you're in difficult negotiations," a project sponsor says.

Another client adds, "Jason Humphreys is very involved, very practical and very personable. He's not overly aggressive, but he gets to the point in negotiations while using relevant examples. His team is also very strong; we especially appreciate the expertise of associate Sidrah Arif."

Clients are also enthusiastic about the counsel Charlie Grover's growing practice. "He stood out because his technical skills were incredible," says a prominent lender. "He was on top of every single detail, and he was very responsive."

Deals
Partner Jason Humphreys advised BP, Standard Chartered and ICON Capital as the participants and lenders in the subordinated financing of the Jurong Aromatics petrochemical project on Jurong Island, Singapore. The $2.4 billion financing required complex intercreditor agreements and structuring, and represents the biggest greenfield deal in the Singapore market.

Showcasing its Indonesia expertise, the firm, also led by Humphreys, acted for sponsors Aneka Tambang (Persero), Showa Denko KK and Indonesia Chemical Alumina in connection with the development and financing of the Tayan alumnia project in Kalimantan, worth $450 million. Lenders included JBIC and JOGMEC.

In a transaction highlighting the firm's strong India practice, partner Kayal Sachi advised Axis Bank in a $115 million secured loan facility for a joint venture between Singapore company Sembcorp Marina and India-based Kakinada Seaports for the acquisition and construction of a one-stop integrated offshore repair facility catering to offshore vessels and merchant ships.

Allen & Overy's restructuring and insolvency practice leverages off the global and regional reputation of its leading banking practice, and regularly acts for lenders in the largest transactions. Partner John Richards handles both banking and restructuring and insolvency work and his decade of Southeast Asia experience is invaluable in complex transactions. "John is undoubtedly a leader in Singapore," says a peer.

The firm boasts one of the strongest networks in Asia, with a presence in Perth, Sydney, Bangkok, Hong Kong, Beijing, Shanghai and Tokyo and has recently opened two offices in Ho Chi Minh City and Hanoi. Aside from its own office, the firm has associations with leading Indian firm Trilegal and Indonesian firm Ginting & Reksodiputro.

Deals
In one transaction highlighting partner John Richards' Indonesia expertise, he advised lender Credit Suisse regarding the restructuring of facilities secured over the shares of Bumi following a default under the $1.35 billion share-backed loan facility triggered by a collapse in Bumi's share price. The restructuring relied on the acquisition by PT Borneo Lumbung Energi & Metal of an indirect 50% stake in the Bakries' 47.6% stake in Bumi.

Richards is also advising lenders HSBC and DBS Bank as lenders to Torm Singapore in the standstill and restructuring of the debt of global shipping company Torm,

In another shipping restructuring case, Richards is collaborating with Allen & Overy's teams in London and Dubai to represent the lenders to Dubai Drydocks, the largest restructuring ever of government-related entities.

Allen & Overy confirms its top tier ranking this year and has won the respect of competitors: "They certainly have the deal volume to sustain their position," says a partner at another law firm. The team, led by Stephen Jaggs and Suparerk Auychai, has maintained its focus on large-scale hydropower and renewable energy-type projects as well as outbound acquisition finance. The team's work is testament to the healthy state of Thailand's capital base. Bank lending, especially in the real estate sector, has also been gaining momentum.

On the R&I front, peers recommend Suparerk Auychai, while Stephen Jaggs is described as "a major banking practitioner," by one peer. "His technical abilities are undisputed in the Bangkok market. The documents he prepares always work out." Clients praise the latter's experience in the energy sector: "He has been exposed to many transactions in this field, which gives him a good understanding of the market and of what is appropriate, reasonable and possible on a given deal."

"We particularly appreciate Jaggs' knowledge of both the Thai and regional market. We try to use his team for all Thai-related project financing transactions," says a client at an international financial institution. Another adds: "I am very happy with their work and responsiveness; we had excellent results on the deals they advised on."

Deals
One transactional highlight has been the team's advice to Japan Bank for International Cooperation (JBIC), Asian Development Bank, Mizuho Corporate Bank, The Siam Commercial Bank and Kasikornbank on the Thai law aspects of the project financing for the Nong Saeng Independent Power Project (IPP), a $1.2 billion gas turbine power plant in north-eastern Thailand.

Power projects in Lao PDR are an area of growing focus. Among them, the team worked on the financing agreement and risk assessment for a new 440MW hydropower plant, as well as advising on another Bt27 billion ($852 million) hydroelectric power project.

Loan financing and refinancing, specifically syndicated loan work for local and international banks and corporations have been an additional source of work.

The expression "market leading" is often used when defining A&O's presence in Thailand. Suparerk Auychai is mentioned by his peers as "a good lawyer for both debt and equity work, as well as for M&A transactions". A client expresses her satisfaction on the long term relationship with the corporate team: "We have cooperated for years and they really understand my company, our work and our projects, the cooperation on new deals is very easy."

Deals
Last year Suparerk Auychai advised Tesco on the establishment and IPO on the Stock Exchange of Thailand of the Tesco Lotus property fund. The Bt18.4 billion ($580 million) deal sets two precedents, as well as being Thailand's largest property fund IPO in history and the largest offering in the country since July 2006. It is also the second largest IPO in Asia this year.

Stephen Jaggs and Anchalee Limviriyalers were also tasked by PTT Canada International Finance, as issuer and PTT Exploration and Production, as guarantor, on the Thai law aspects of the $700 million issuance of guaranteed senior notes, which were listed on the Singapore Exchange's securities platform.

Auychai also worked with Singapore Telecommunications in relation to its Bt7.93 billion ($250 million) proposed acquisition of an interest in Advanced Info Service from Shin Corporation.

Another highlight saw Arkrapol Pichedvanichok as lead partner on the $64 million amalgamation between Siam Motors and Nissan Motors (Thailand).