September 3, 2020

Milbank Advises Apollo Global Management-led Consortium on $5.5B Real Estate Investment Partnership

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Milbank LLP has advised a consortium of investors led by Apollo Global Management Inc. and its subsidiaries in connection with the long-term strategic investment entered into with The Abu Dhabi National Oil Company ("ADNOC"), announced on September 2, 2020, for an underlying real estate portfolio valued at $5.5 billion. The strategic investment will leverage the rental income streams from select ADNOC real estate assets under a 24-year master lease agreement. The investment will unlock new pools of global institutional long-term capital for ADNOC, while supporting investment in its core business and strategic growth projects.

In one of the region’s largest real estate transactions, Apollo clients led a consortium of institutional investors in the acquisition of a 49% stake in Abu Dhabi Property Leasing Holding Company RSC Limited (henceforth referred to as “ADPLHC”), a wholly owned affiliate of ADNOC. Notably, the transaction included no financing, and was placed entirely with insurance and pension fund investors that focus on long-term and high-quality investments. ADNOC will retain a 51% majority stake, maintaining full ownership and control over the select real estate and social infrastructure assets and responsibility for all operations and maintenance. ADPLHC holds the long-term leasehold interests underpinned by the sizeable, diversified portfolio of assets located across the Emirate of Abu Dhabi. The transaction will result in upfront proceeds of $2.7 billion to ADNOC and is expected to close before year-end, subject to customary closing conditions and regulatory approvals.

The New York- and London-based Milbank team was led by Global Project, Energy and Infrastructure Finance partners Dan Bartfeld and John Dewar, Global Corporate partners Lisa O’Neill and Dean Sattler, and special counsel Chris Taufatofua and Iliana Ongun.

Dan Bartfeld said: “It was a privilege to advise Apollo and its co-investors on this very important and high-profile transaction. Structuring an innovative investment of this nature further highlights both the attractiveness of ADNOC’s infrastructure assets and Apollo’s ability to develop creative solutions for high-quality, long-dated yield. We congratulate both Apollo and ADNOC on entering into this strategic long-term partnership.”

Milbank LLP has a long-standing history of advising on significant transactions in the UAE and across the Middle East, including many of the most complex international transactions to reach financial close in the region.