Marwan Elaraby is a partner in the Capital Markets and Mergers & Acquisitions practices. He currently serves as Head of the Dubai Office.

Marwan advises clients on M&A and private equity transactions, as well as governments on strategic and regulatory matters.  He also advises both issuers and underwriters on equity and debt securities offerings.

Marwan represents sovereign-owned, corporate and private equity clients including Abu Dhabi National Oil Company (ADNOC), EFG-Hermes, Investcorp, NEOM Company, Ripplewood Advisors, ASMA Capital and Qalaa Holdings.

Marwan is ranked by Chambers Global 2022 as a leading individual for UAE Corporate/M&A: Abu Dhabi-based (Band 1); UAE Capital Markets: Equity; UAE Capital Markets: Equity (Foreign Expertise in Egypt); Middle East-wide Corporate/M&A; Middle East-wide Capital Markets: Equity; Egypt Corporate/M&A (Expertise Based Abroad – UAE); Egypt Capital Markets (Expertise Based Abroad – UAE); and Egypt Projects & Energy (Expertise Based Abroad – UAE). He is also highly regarded by IFLR1000 2021 for M&A and Private Equity.

Chambers Global 2022 states that Marwan is “a phenomenal lawyer”, someone who is “super-commercial, very sharp and reads situations well” and “widely respected for his capital markets skills, with particularly notable experience in the UAE and Egypt.” Clients note that Marwan is “flexible and able to adapt to market conditions that can change very quickly” and someone who can “come up with innovative solutions to resolve any issues that arise.”

Capital Markets

• ADNOC, Borealis AG and Borouge plc on the $2 billion initial public offering of Borouge, marking the largest-ever listing on ADX.
• Fertiglobe on its $795 million initial public offering and listing on the Abu Dhabi Securities Exchange (ADX).This is the first ever IPO of an ADGM company on ADX.
• ADNOC and ADNOC Drilling Company PJSC on the $1.1 billion initial public offering of ADNOC Drilling and listing on the Abu Dhabi Securities Exchange (ADX). This was the largest-ever ADX listing at the time.
• ADNOC on its $1.64 billion combined offering of existing shares in ADNOC Distribution and issuance of equity-linked bonds, listed on the Vienna Stock Exchange (MTF). The combined offering is the first of its kind in the GCC.
• ADNOC on its completed placement to institutional investors of 10% of the total share capital of ADNOC Distribution, valued at $1 billion. The transaction constitutes the largest block placement of shares in a publicly-listed company in the GCC to date.
• ADNOC Distribution on its initial public offering and Abu Dhabi Securities Exchange listing, one of the largest public offerings in the UAE.
• The initial purchasers on Abu Dhabi Crude Oil Pipeline LLC’s inaugural $3.037 billion bond offering.
• The initial purchasers on the $814 million bond offering by ACWA Power Management and Investments One Limited.
• Emaar Misr on its approximately $300 million initial public offering and listing of shares on the Egyptian Stock Exchange.
• The underwriters on the initial public offering of Edita Food Industries S.A.E. on the Egyptian Stock Exchange and the London Stock Exchange.
• The underwriters on the initial public offering and London Stock Exchange listing of Integrated Diagnostics Holdings plc.
• EFG Hermes Promoting and Underwriting, as sole global coordinator and bookrunner, on the initial public offering and listing on the Egyptian Stock Exchange of Cleopatra Hospital Company.

Mergers & Acquisitions and Private Equity

• ADNOC on the acquisition of a 25% shareholding in Borealis AG from Mubadala Investment Company.
• A UAE-based sovereign-owned entity on the acquisition of a leading Middle East pharmaceuticals business.
• ADNOC on investment agreements between Abu Dhabi Chemicals Derivatives Company RSC Ltd (TA’ZIZ) and multiple UAE-based investors, marking the first domestic Public Private Partnership (PPP) in Abu Dhabi’s downstream and petrochemicals sector.
• ADNOC on the establishment and launch of its crude oil trading unit: ADNOC Trading, based in ADGM. The launch of the trading unit represents the next step in ADNOC's expansion of its global presence as it takes steps to increase value through its trading activities.
• ADNOC on its joint venture with ADQ to create a new investment platform to fund and oversee the development of chemicals industrial projects within the planned Ruwais Derivatives Park.
• ADNOC on the disposal of an interest in ADNOC Refining to Eni and OMV where the company was valued at c. $19 billion.
• ADNOC on a strategic investment with OCI NV to create Fertiglobe.
• ADNOC on a strategic investment in global storage terminal owner and operator VTTI.
• Investcorp on the launch of a joint venture with Aberdeen Standard Investments to invest in infrastructure projects in Gulf Cooperation Council countries.
• Investcorp on the launch of a joint venture to invest in the Asia food sector.
• GB Finance and GAIA Lux S.a.r.l on the EGP 750 million sale of a one-third stake in MNT Investments B.V. to ADP II Holding 9 S.a.r.l.
• EFG Hermes UAE Limited (EFG Hermes), a wholly owned subsidiary of EFG Hermes Holding S.A.E, on its acquisition of a 50 percent stake in Frontier Investment Management (FIM).
• Gulf Capital on an investment in a Gulf-based auction business.
• Ripplewood Advisors on several investments in the Middle East.
• HM Partners on its creation of a new hard-discount retail operation in Egypt under the brand “Kazyon”.
• A prominent Saudi Arabian Family Office on its minority investment in a large Dubai-based real estate venture.
• MENA Infrastructure Fund on the sale, by way of auction, of a 30.3% indirect interest in Alexandria International Container Terminals.
• ADNOC on the $4.5 billion refined products for crude oil supply arrangements with Egyptian General Petroleum Corporation and the Government of the Republic of Egypt.

Special Economic Zone & Regulatory Drafting

• Abu Dhabi Global Market on its establishment as a financial free zone, including on the legal and regulatory structure of the market and drafting new laws. Awarded “Corporate Team of the Year” by Corporate Counsel Middle East Awards 2015.
• Advising on the establishment of several new special zones in the Kingdom of Saudi Arabia.

Awards & Accolades

• Ranked in Band 1 for UAE Corporate/M&A: Abu Dhabi-based by Chambers Global 2022
• Ranked in Band 2 for UAE Capital Markets: Equity by Chambers Global 2022
• Ranked for UAE Capital Markets: Equity (Foreign Expertise in Egypt) by Chambers Global 2022
• Ranked in Band 2 for Middle East-wide Corporate/M&A by Chambers Global 2022
• Ranked in Band 3 for Middle East-wide Capital Markets: Equity by Chambers Global 2022
• Ranked for Egypt Corporate/M&A (Expertise Based Abroad – UAE) by Chambers Global 2022
• Ranked for Egypt Capital Markets (Expertise Based Abroad – UAE) by Chambers Global 2022
• Ranked for Egypt Projects & Energy (Expertise Based Abroad – UAE) by Chambers Global 2022
• Highly regarded for M&A and Private Equity by IFLR1000 2021
• Awarded MENA Regional M&A Legal Advisor of the Year at the Mergermarket Awards 2019 and 2018
• “A seasoned lawyer on acquisitions and disposals, typically acting for high-profile clients in the oil and gas sector. He is also well versed in strategic partnerships and joint ventures. His expertise spans the Middle East but most significantly relates to matters in the UAE, Saudi Arabia, Egypt and Kuwait” – Chambers Global 2022
• “Widely respected for his capital markets skills, with particularly notable experience in the UAE and Egypt. He is well versed in acting for issuer clients in the oil and gas sector” – Chambers Global 2022
• “Flexible and able to adapt to market conditions that can change very quickly, and he can come up with innovative solutions to resolve any issues that arise” – Chambers Global 2022
• “An especially prolific practice Egypt” – Chambers Global 2022
• “Super-commercial, very sharp and reads situations well. He's obviously experienced and well connected” – Chambers Global 2022
• “Excels in IPOs and other equity matters” and “truly understands the issues at hand” – Chambers Global 2022
• “Maintains a robust Egyptian practice that covers private equity, M&A and capital markets transactions” – Chambers Global 2022
• “Understands all the market dynamics and legal issues not only from a lawyer’s perspective but from an investor’s perspective as well” – Chambers Global 2022
• “He is an excellent guy. He’s been very helpful and knows our business very well” – Chambers Global 2022
• Marwan Elaraby receives high praise from sources, being noted as “a phenomenal lawyer” who “really understands the commercial side” – Chambers Global 2022