Capital & Investment Advisory
Debt structuring, IPO advisory, private placements, and the capital raising architecture for sovereign and institutional mandates across Dubai, Singapore, and Seychelles.
What We Structure
Debt Advisory & Structuring
Syndicated lending, private credit origination, sukuk issuance ($200B+ outstanding globally), project finance (IWPP, solar PPA, infrastructure concessions), mezzanine and hybrid capital. We structure across three jurisdictions — Dubai, Singapore, and Seychelles jurisdictions — optimising for regulatory efficiency, tax treatment, and investor access.
Equity Capital Markets
IPO advisory across Tadawul, ADX, QSE, and HKEX. Cornerstone investor strategy for Gulf listings. Pre-IPO governance transformation (24-36 months of related-party unwinding, audit committee establishment, IFRS conversion). Direct listings vs traditional IPO economics. Post-SPAC market discipline.
Private Placements & Fundraising
PIPE transactions, Rule 144A / Reg S offerings, convertible instruments, and bespoke private placement structures for sovereign-backed entities and family-controlled enterprises seeking institutional capital without the disclosure burden of public listing.
Structured Finance
Securitisation, ABS, covered bonds, trade finance receivables, and warehouse facilities. The specific structuring capabilities needed for MENA-originated assets placed with international investors — navigating Sharia compliance, cross-border true sale opinions, and rating agency methodology across multiple jurisdictions.
Debt Advisory & Structuring
The global debt landscape has undergone structural recomposition. Private credit now exceeds $2.1 trillion in AUM — more than tripled since 2018 — driven by the sustained retreat of syndicated bank lending. For MENA borrowers, this is compounded by the rapid maturation of the sukuk market (over $200 billion outstanding across sovereign, quasi-sovereign, and corporate issuers) and the emergence of project finance as the dominant funding mechanism for IWPPs, utility-scale solar PPAs, and infrastructure concessions across Saudi Arabia, UAE, and Oman.
Our structuring capability is jurisdictionally deliberate. We architect instruments through Dubai entities where the mandate requires regulatory recognition, through Singapore-incorporated holding structures for Asian institutional capital, and through Seychelles entities where bilateral investment treaty protections and tax-treaty efficiency apply. We have structured issuances requiring a Dubai-issuing entity, a Singapore holding company, and a Seychelles intermediate entity simultaneously — achieving Sharia compliance certification, Asian institutional investor eligibility, and European bondholder protections in a single transaction.
Mezzanine and hybrid capital remain underutilised in MENA relative to their strategic value. Subordinated tranches, PIK toggles, and convertible instruments allow sponsors to optimise leverage without breaching senior covenants or diluting equity prematurely. For family enterprises preparing for a liquidity event within 3-5 years, well-structured mezzanine bridges the gap between current cash flow and the capex required for an attractive listing valuation.
Green sukuk — combining Sharia compliance with environmental use-of-proceeds criteria — represents the fastest-growing segment of Islamic capital markets. Structuring requires simultaneous fluency in Islamic jurisprudence (ijara and wakala structures), international capital markets law, credit rating methodology, and the emerging EU Green Bond Standard framework. This is not a capability that can be assembled ad hoc — it requires institutional knowledge accumulated across dozens of transactions.
Equity Capital Markets
The Gulf IPO pipeline is the most consequential in emerging markets. The Tadawul has attracted over $30 billion in IPO proceeds since 2022. The ADX has become the listing venue of choice for Abu Dhabi's government-related entities. The global SPAC market has contracted by more than 90% from its 2021 peak, leaving a generation of growth-stage companies without the quick-to-market mechanism they anticipated. The result: a return to fundamentals — traditional IPOs, direct listings for companies with sufficient brand recognition, and a renewed emphasis on cornerstone investor strategies where sovereign funds commit meaningful allocations before the public bookbuild.
Our advisory focuses on the 18-36 month transformation converting a private enterprise into an IPO-ready institution. CMA (Saudi), SCA (UAE), and GCC equivalents require independent board composition, audit committee formation, related-party remediation, and IFRS-compliant financials with minimum three years audited. For family businesses — the majority of Gulf private-sector economy — this is wholesale governance overhaul that must complete without disrupting the operational cadence that made the business attractive.
For dual-listing strategies — primary on Tadawul or ADX with secondary on HKEX or LSE to access Asian or European institutional capital — we provide cross-jurisdictional structuring and regulatory navigation that prevents a dual-track process from becoming a source of delay rather than value. We advise from initial governance assessment through listing day execution and post-IPO investor relations architecture.
Structured Finance
Structured finance in MENA occupies a distinct position: the underlying asset classes — trade finance receivables, real estate rental streams, infrastructure concession revenues, consumer finance portfolios — are high-quality and well-understood. But the securitisation infrastructure, rating agency coverage, and investor familiarity required to transform those assets into marketable securities remain less developed than in US or European markets. This gap is both a challenge and an opportunity.
ABS & Covered Bonds
Auto loans, consumer receivables, SME lending portfolios backed by ABS. Covered bond structures referencing real estate mortgage pools. Warehouse facilities providing interim financing during aggregation before term securitisation. Each requires bespoke legal and tax architecture — true-sale vs synthetic, overcollateralisation levels, tranche configuration targeting senior ratings while preserving subordinated yield.
The Rating Uplift
A well-structured securitisation achieves a higher rating than the originator's corporate credit, unlocks a broader investor base, and does not consume balance sheet capacity or corporate debt covenant headroom. For MENA originators accessing international markets for the first time, this is the most compelling alternative to unsecured issuance. We ensure Sharia-compliant assets can be structured into instruments satisfying both Islamic scholars and conventional institutional investors without parallel tranches that fragment liquidity.
"We structure capital across three jurisdictions and two legal systems. Every instrument we advise on carries the same burden of proof we would accept for our own balance sheet."
Our structural advantage is the ability to originate, structure, and place transactions simultaneously across Dubai, Singapore, and Seychelles, with senior professionals resident in each jurisdiction who understand not only the local regulatory and tax environment but the specific preferences, documentation expectations, and allocation processes of the institutional investors domiciled there. When a Saudi conglomerate needs a sukuk programme purchased by Gulf bank treasuries, repackaged into a Reg S note for Asian institutional accounts, and partially placed with European insurers under Solvency II-eligible documentation — the structuring complexity is not theoretical. It is the transaction. That is precisely where we operate.
Structure capital. Access markets.
Debt, equity, sukuk, structured finance — across three jurisdictions.