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Luxembourg

allenovery.com

Our Luxembourg office2

© Allen & Overy LLP 2018

No.1 The most competitive country in the European Union and number six worldwideSource: IMD World Competitiveness Yearbook, May 2015

No.1 Number one out of 468 cities and regions for economic potential Source: European Cities and Regions of the Future 2014/15 – fDi Magazine

No.1 Number one in Europe for personal safety with 10 out of 10 for its low crime rateSource: Mercer’s Quality of Living Survey 2015

No.1 Ranks first in the world for technological readinessSource: Word Economic Forum Global Competitiveness Report 2015

3rdThird place in the world for talent competitivenessSource: INSEAD Global Talent Competitiveness Index 2015

9thNinth out of 141 countries for global innovationSource: INSEAD Global Innovation Index 2015

Why choose Luxembourg?

Why choose Allen & Overy in Luxembourg? Because we have deep local knowledge and global reach

“You gain benefits from an international law firm with established roots in the Luxembourg market. Global knowledge, combined with local understanding, offers you and your business a full service of the highest quality. Where change happens, you will often find us leading the legal debate and we will always make sure that you are the first to know about the issues that matter.”Marc Feider, Senior Partner, Luxembourg

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25thAnniversary in 2015

Our law firm in Luxembourg was founded in 1990 and merged in 2000 with Allen & Overy in order to become part of one of the most prestigious global law firms. Today, some 140 people, of whom 90 are lawyers, work for one of the largest and international law firms in Luxembourg.

Our Luxembourg office4

© Allen & Overy LLP 2018

Because our culture is client-centric

For 25 years, clients have been at the heart of everything we do. Our clients are central to our strategy, culture and the way in which we deliver our advice. While each client is unique, our standards of excellence are universal. More than legal advisers, we aim to become strategic business partners for our clients. We support them at all stages of their development, and offer them a full range of legal services. We advise many of Luxembourg’s leading businesses and public bodies, and the world’s leading corporations, financial institutions, insurance companies and asset managers. Our clients face complex opportunities and threats that cross borders. They require high quality and tailored legal advice, quickly. We deliver that through our leading Luxembourg practice, seamlessly integrated into a global network of local experts and dedicated industry practice groups. We invest heavily in client relationships, for example by opening Luxembourg desks in major financial centres where our clients operate, offering training (in Luxembourg and beyond) which is dedicated to our clients’ needs, and being flexible and competitive when it comes to fee arrangements.

Culture and values

Our culture defines us and the values we share inspire the way we work and behave:

excellence in everyone and

everything

dedication to our clients

helping our people to

achieve their potential

respecting and including

every individual

working together as

one firm

entrepreneurial spirit and energy

“Our culture defines us and our values are priceless strategic assets of our business.”Henri Wagner, Managing Partner, Luxembourg

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AFRICACasablancaJohannesburg

ASIA PACIFICBangkokBeijingHanoiHo Chi Minh CityHong Kong Jakarta*PerthSeoulShanghaiSingaporeSydneyTokyoYangon

EUROPEAmsterdamAntwerpBarcelonaBelfastBratislavaBrusselsBucharest*BudapestDüsseldorfFrankfurtHamburgIstanbulLondonLuxembourgMadridMilanMoscowMunich ParisPragueRomeWarsaw

MIDDLE EASTAbu DhabiDohaDubaiRiyadh**

* Associated office** Cooperation office

OUR GLOBAL PRESENCE

LUXEMBOURG DESKSAsia PacificChinaLatin AmericaLondon North AmericaRussia

“I am convinced that our Luxembourg desks add value to the services we offer to our clients. With business connections between Luxembourg, the relevant countries, and regions, it allows for a unique combination of Luxembourg and foreign law expertise.” Marc Feider, Senior Partner, Luxembourg

NORTH AMERICANew YorkWashington, D.C.

CENTRAL & SOUTH AMERICASão Paulo

Because we have a common goal with you: Lead our businesses towards success

“Our aim is to remain the leader in the limited grouping of tier 1 law firms, and to foster high value relationships with key clients in order to grow key practices and tap new markets. We seek to enhance our international footprint through our desks and to innovate through all practice areas and support functions.”Henri Wagner, Managing Partner, Luxembourg

Our Luxembourg office6

© Allen & Overy LLP 2018

276%of organic growth since the merger with Allen & Overy in 2000

90+lawyers in Luxembourg

14 nationalities in the office

7 additional jurisdictions in which our lawyers are qualified

KEY FACTSLuxembourg Tax Firm of the Year ITR European Tax Awards 2010, 2011 & 2016

Number 1 in Benelux for M&A deals by volume Mergermarket, Bloomberg and Thomson Reuters, 2015

Benelux Law Firm of the Year Mergermarket Benelux M&A Awards 2015 (for the eighth time in nine years)

Most Innovative Law Firm in EuropeFT Innovative Lawyers Awards 2007, 2011, 2012, 2014 & 2017

Winner of the Intellectual Property-Trademarks category for LuxembourgILO Client Choice Awards International 2013

Luxembourg Law Firm of the Year International Financial Law Review (IFLR) European Awards 2007, 2009 & 2010

Because of our legal expertise

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Our strengths:– high quality international

standard products– stellar performance in global loans– leveraged finance and

restructuring space– increased footprint in regulatory field

Full spectrum of debt and equity capital markets products, including:– derivatives– listings on the Luxembourg

Stock Exchange–structuredfinance– securitisation and

repackaging programmes– prospectus approval process–fiduciarynotesissues– covered bonds– ongoing disclosure for listed

obligations’ issuers– IPOs– private placements and publicoffers

– liability management exercices

Our strengths:– leading capital markets practice– extensive experience for all ICM matters– unrivalled market share in securitisation

01 Banking &

Finance

02 Capital markets

03 Corporate/

M&A

Our strengths:– frequently labelled best M&A offering

in Luxembourg– full service offer (M&A, PE, ECM,

restructuring, corporate housekeeping)

–acquisitionfinance– antitrust– contracts and regulatory matters– corporate pre-litigation– corporate restructurings– corporate set-ups– equity listings and stock

exchange related work– hedge funds– joint ventures– management incentive packages– M&A– public and private corporate

compliance issues– private equity and

venture capital– redomiciliations and

expatriations

Financing and lending transactions:–acquisitionfinance–assetfinance–Islamicfinance–leveragedfinance–realestatefinanceand

syndicated lending

Restructuring and insolvency

Regulatory issues:– bank licensing– bank capital requirements– code of conduct rules– consumer credit regulations,

contractual terms of business and money laundering

Private banking

Our Luxembourg office8

© Allen & Overy LLP 2018

Individual issues:– contract design–flexitime– retention and bonus agreements– secondment and

expatriate agreements– retirement pension supplements

and early retirement as well as individual dismissals and settlement agreements

Collective issues:– negotiating collective agreements– contracts–staffrepresentation– health and security in the workplace– code of ethics– stock options– collective dismissals– social plans– company agreements and

mitigation plans– internal restructuring– due diligence on employment

law issues

Our strengths:– market leader for labour law and

related restructurings– one stop shop for regulatory problems

– advertising– copyrights– database rights– data protection law– domain names– e-commerce– internet– IP and TMT litigation– IT security– IT outsourcing– know-how– life sciences regulation– media– patents and SPCs– research and development– software issues– telecom– trademarks– trade practices/secrets– unfair competition matters

04 Employment

05 IP/TMT

06 Investment

management

– structuring and setting up Undertakings for Collective Investment in Transferable Securities (UCITS), part II funds, Specialised Investment Funds (SIFs) and SICARs

– advising fund counterparties and service providers – for example, custodians and prime brokers – on their agreements with Luxembourg funds

– advising institutional investors on their Luxembourg investment funds

– listing of investment funds on stock markets

Our strengths:– market leader and one of the first firms

specializing in IP– centre of excellence with one of the largest

ICT law departments in Luxembourg

Our strengths:– full spectrum of fund types– expertise in basic and

complex transactions– know-how in cross-border deals

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– administrative litigation– alternative dispute resolution– banking litigation– capital markets litigation– civil and commercial litigation– competition litigation– corporate litigation– employment and social security

law litigation– energy– natural resources and

infrastructure litigation– enforcement proceedings,

including exequatur and attachment proceedings

– fraud and white-collar crime litigation

– insolvency litigation– international arbitration– IP and TMT litigation– real estate and

construction litigation– tax litigation

– capital markets and other lending

– collective investment schemes structuring

– employee incentives– estate planning for

high-net-worth individuals–Islamicfinance– international tax planning– real estate taxation–structuredfinanceand

securitisations– tax aspects of M&A transactions

and restructurings– tax-driven investment schemes – tax optimised exit schemes– VAT

– advising real estate funds on the sale or purchase of property in Luxembourg

– advising on procedures for granting trade licences to department stores

– advising retailers in relation to real estate

– advising banks on their own real estate needs and projects

– drafting and negotiating contracts (including sales, purchases, leases, longleases,financialleases,management and joint ventures)

– advising on the tax structuring of real estate transactions and the set-up of acquisition vehicles and real estate funds in Luxembourg

– advising on international real estate sale and acquisition matters (asset and share deals)

–advisingonprojectfinancing– advising on title and land review– advising on town and

country planning

07 Litigation

08 Real estate

09 Tax

Our strengths:– legal adviser for many clients in the

financial services industry as well as Luxembourg public authorities

Our strengths:– market leader for real estate deals

Our strengths:– one stop shop providing

seamless service– strong technical understanding

Our Luxembourg office10

© Allen & Overy LLP 2018

Because of the complexity of our deals

We have highlighted below a selection of key deals on which Allen & Overy in Luxembourg has been advising recently.

The European Investment Fund on the establishment of the Luxembourg Future Fund, a multi compartment specialised investment fund with funds of up to EUR150m aimed at supporting early and growth stage innovative European companies, witheffortsontechnology-focusedSMEs, such as those operating in ICT and cleantech.

The Islamic Liquidity Management Corporation (IILM), an international institution which facilitates cross-border Shari’a-compliant liquidity management, onitsfirstsukukprogramme.

Deutsche Bank, with Morgan Stanley, as joint global coordinators, and the other underwriters, on the sale by Bertelsmann Capital Holding of up to 23,182,000 ordinary shares of RTLGroup,bywayofpublicofferingin Luxembourg and Germany, and in private placements in the U.S. and in several other jurisdictions.

The European

InvestmentFund

The Islamic Liquidity

Management Corporation

Deutsche Bank, with

Morgan Stanley

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Tyco International on its internal restructuring, involving the separation of its group into three independent businesses – Tyco International, TE Connectivity and Covidien.

Commerzbank on the sale of Commerzbank International Luxembourg, its private banking business with close to EUR3bn Assets Under Management, to Julius Baer Group.

Tyco InternationalCommerzbank

ExxonMobil on its landmark alliance with Rosneft, a strategic multi-billion dollar joint venture. This was by far the largest deal between Russia and a foreign oil company at this time. The agreements provided for the setting-up of a joint venture to manage an exploration programme in the Black Sea and the Arctic Kara Sea.

ExxonMobil

Our Luxembourg office12

© Allen & Overy LLP 2018

“Allen & Overy is always available, very practical, hands-on and very flexible.”

“The team’s standout qualities are its availability and commercial acumen.”

“Very proactive, always available and quick to respond.” Chambers Europe, 2015

“Allen & Overy is one of the best firms in Luxembourg. At least that’s the consistent message from clients across all departments. They describe the firm as having a ‘strong brand’, ‘good knowledge through to junior levels’ and being ‘leaps and bounds above the rest’. One even goes so far to say that ‘every lawyer was perfect’.”

IFLR1000, 2014

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Because of our people

Partners

Marc FeiderCorporate Partner

Tel +352 44 44 55 [email protected]

Henri WagnerBanking & ICM Partner

Tel +352 44 44 55 285 [email protected]

André MarcBanking, Employment & Real Estate Partner

Tel +352 44 44 55 [email protected]

Pierre SchleimerBanking & Investment Management Partner

Tel +352 44 44 55 [email protected]

Katia ManhaeveIP-TMT Partner

Tel +352 44 44 55 508 [email protected]

Fabian BeullekensCorporate Partner

Tel +352 44 44 55 169 [email protected]

Patrick MischoSenior Partner, Tax

Tel +352 44 44 55 233 [email protected]

Jean SchaffnerTax Partner

Tel +352 44 44 55 [email protected]

Jean-Christian SixInvestment Management Partner

Tel +352 44 44 55 [email protected]

Frank MausenManaging Partner, ICM

Tel +352 44 44 55 257 [email protected]

Peter MynersCorporate Partner

Tel +352 44 44 55 169 [email protected]

Our Luxembourg office14

© Allen & Overy LLP 2018

Counsel

Bénédicte Kurth Banking Counsel

Tel +352 44 44 55 718 [email protected]

Paul Péporté ICM Counsel

Tel +352 44 44 55 [email protected]

Serge HoffmannReal Estate Counsel

Tel +352 44 44 55 [email protected]

Yannick ArbautInvestment Management Counsel

Tel +352 44 44 55 [email protected]

François Guillaume de LiedekerkeBanking Counsel

Tel +352 44 44 55 [email protected]

Jacques GraasCorporate Counsel

Tel +352 44 44 55 [email protected]

Gilles Dall’AgnolEmployment Law Counsel

Tel +352 44 44 55 [email protected]

Thomas BergerLitigation & Banking Counsel

Tel +352 44 44 55 [email protected]

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Counsel

Christopher DortschyInvestment Management Counsel

Tel +352 44 44 55 [email protected]

Catherine Di LorenzoIP-TMT Counsel

Tel +352 44 44 55 [email protected]

Audrey ScarpaCounsel/Know-How

Tel +352 44 44 55 [email protected]

Julie CarbienerTax Counsel

Tel +352 44 44 55 [email protected]

Jacques Wantz Tax Counsel

Tel +352 44 44 55 [email protected]

Marine TarditiICM Counsel

Tel +352 44 44 55 [email protected]

Sophie Balliet Tax Counsel

Tel +352 44 44 55 [email protected]

allenovery.com

Allen & Overy means Allen & Overy LLP and/or its affiliated undertakings. The term partner is used to refer to a member of Allen & Overy LLP or an employee

or consultant with equivalent standing and qualifications or an individual with equivalent status in one of Allen & Overy LLP’s affiliated undertakings.

GLOBAL PRESENCE

Allen & Overy is an international legal practice with approximately 5,400 people, including some 554 partners, working in 44 offi ces worldwide. Allen & Overy LLP or an affi liated undertaking has an offi ce in each of:

Abu DhabiAmsterdamAntwerpBangkokBarcelonaBeijingBelfastBratislavaBrussels

Bucharest (associated offi ce)

BudapestCasablancaDohaDubaiDüsseldorfFrankfurtHamburgHanoi

Ho Chi Minh CityHong KongIstanbulJakarta (associated offi ce)

JohannesburgLondonLuxembourgMadridMilan

MoscowMunich New YorkParisPerthPragueRiyadh (cooperation offi ce)

RomeSão Paulo

SeoulShanghaiSingaporeSydneyTokyoWarsawWashington, D.C.Yangon

© Allen & Overy LLP 2018 | lux_office_E-brochure_ADD-75781

FOR MORE INFORMATION, PLEASE CONTACT:

Office contacts

Marc Feider Tel +352 44 44 55 415 [email protected]

Henri Wagner Tel +352 44 44 55 312 [email protected]

Luxembourg

Allen & Overy 33 avenue J.F. Kennedy L-1855 Luxembourg PO Box 5017 L-1050 Luxembourg

Tel +352 44 44 55 1 Fax +352 44 44 55 222