With years of international experience across many jurisdictions, Philip Dowsett advises clients on business and finance issues in the Middle East, United Kingdom (UK), Europe, and North and South America. Representing clients from a variety of industries, Philip counsels on private equity and venture capital matters, complex cross-border mergers and acquisitions, takeovers, divestitures, joint ventures, and corporate finance transactions, including Islamic finance. Philip also advises clients on private investment fund structuring, formation, and governance matters. He is admitted to practice in England & Wales.
Philip’s clients include those in the oil and gas, energy, healthcare, media and technology, infrastructure, retail, and financial service sectors. Before joining Morgan Lewis, Philip was an associate in the corporate practice of another international law firm in Dubai. He also worked on secondment at one of the largest Middle East sovereign wealth funds. Philip is listed individually in Chambers and Partners and has been working in Dubai, United Arab Emirates (UAE), since 2008, and before that he worked in London and Hong Kong.
Private Equity and M&A
Represented compareit4me.com in its Series B convertible financing investment round.
Represented Service Souk (aka “movesouq”), an online marketplace for property services, in its venture capital investment from Addventure.
Represented Genero Capital, as underwriter and sponsor, in the management buyout (MBO) of CashU from Souq.com.
Represented GFH Capital in the acquisition of a US$125 million industrial real estate portfolio in the United States.
Represented the Constellis Group in its US$550 million acquisition of Olive Group Holdings, a Dubai-based provider of professional security services primarily to large international oil and gas companies.
Represented TVM Capital Healthcare Partners, the manager of the TVM Healthcare MENA 1 Fund, in numerous transactions including:
co-led on the sale of ProVita International Medical Center to NMC Health plc (LSE:NMC) for US$160.6 million. This is the first exit by its TVM Healthcare MENA I Fund.
an investment in ProVita, which established the first long-term care and rehabilitation facility for patients requiring ventilator support in the United Arab Emirates.
the acquisition by the fund of in an interest in Ameco Medical Industries Company S.A.E., an Egyptian company listed on NILEX.
an investment in Bourn Hall International, a transaction that brought the Nobel Prize–winning in-vitro fertilization concept to the Middle East and India.
the establishment of and investment in a greenfield project related to facilities providing long-term medical care and rehabilitation in the United Arab Emirates. This matter also involved co-investment by other private equity firms.
the acquisition of a substantial controlling interest in Al Manzil, a group of companies providing home nursing services.
Represented Wamda MENA Ventures Fund I C.V., in connection with the US$8 million Series A investment in Mumzworld (being a co-investment with, among others, twofour54 and Endeavour Catalyst).
Represented STC Ventures Fund Company B.S.C.(c), a closed-ended technology, media, and telecommunications venture capital fund established by Saudi Telecom Company and managed by Iris Capital, in connection with:
a venture capital investment in ikoo, the largest online advertising service provider in the Middle East.
a venture capital investment in Careem, a Middle East–based chauffeur-driven car booking service.
a venture capital investment in compaireit4me.com, a Middle East financial services and insurance comparison website.
Represented London-based Blue Water Energy, a leading energy focused private equity firm in connection with:
their strategic investment in Unique Maritime Group, one of the world’s leading integrated turnkey subsea and offshore solution providers with local presence in the Middle East, US, UK, South Africa, Nigeria, India, and Singapore.
the US$32 million convertible financing of Kentech Corporate Holdings, a Middle Eastern-based oilfield services company.
Represented Gulf Capital Credit Partners in connection with:
its acquisition of a minority stake in Sakr Energy Solutions, a leading provider of power generation solutions, in conjunction with its secured bilateral financing of Sakr.
its US$30 million investment in Evolvence Knowledge Investments, a entity engaged in the establishment and operation of private schools and nurseries in the GCC including the renowned Repton School Dubai
Represented Saudi Printing and Packaging Company, a listed Saudi company, in its acquisition of 100 percent of the share capital of Emirates National Factory for Plastic Industries.
Represented a prominent sovereign wealth fund in the disposal of its interest in a joint venture company providing engineering, design, procurement and construction services for major oil and gas, refining, and petrochemical projects in the Middle East.
Represented the founders of an IT security company in the acquisition of an interest by a prominent Middle East private equity investor.
Represented Lime Rock Partners L.P. and portfolio companies in connection with various energy sector transactions in the Middle East, Europe, India, Iraq, the United Kingdom, and the United States. Such investments include Lime Rock's investments in Artificial Lift Company Ltd., DHS Oil International, Expert Petroleum, OiLSERV, Tercel Oilfield Products, and TGT Oilfield Services.
Represented a leading Middle East sovereign wealth fund in its divestiture of its joint venture interest in a Middle East focused oil field services company.
Represented Dubai International Capital L.L.C. in a number of transactions, including its divestiture of:
its entire limited partnership interest and general partner shares in a substantial real estate fund and certain other funds.
a substantial portion of its interest in a leading retail group in the Middle East.
its joint venture interest in two Middle East focused property development companies.
Represented a leading private equity firm in its acquisition of a controlling interest in a chain of leading spas and salons in the UAE.
Represented the shareholders of Gulf Perlite Limited in connection with the acquisition of a minority interest in the group by a leading private equity firm.
Represented Rivoli Group in connection with its joint venture for Qatari retail operations.
Represented Tatweer Dubai LLC in its joint venture with New York Mercantile Exchange to establish the Dubai Mercantile Exchange (DME), and subsequent investment and restructuring of the DME group in connection with the acquisition by Oman Investment Fund of an interest in the DME.
Represented DME in the structuring and sell-down of indirect equity in the DME to a number of investors including Goldman Sachs, JP Morgan, and Shell.
Represented Dubai International Capital L.L.C. in a number of transactions including its acquisition of:
a minority interest in European Aeronautical Defence and Space Company EADS NV, the world's second largest aerospace conglomerate.
a substantial investment in HSBC Holdings plc.
a 2.87 percent interest in ICICI Bank Limited, a leading Indian financial services firm.
Represented HgCapital in the restructuring of its obligations relating to its acquisition of United Kingdom (UK)-based wind farms in connection with the packaging and disposal of its UK wind farm portfolio.
Represented HgCapital in connection with its acquisition of a 75 percent interest in Havsnäs Vindkraft AB, owner of the largest onshore wind project in Sweden; named 2008 Renewables Deal of the Year by Infrastructure Journal.
Represented Saraya Holdings Limited in connection with its establishment and restructuring of operations in the Dubai International Financial Centre, by way of share swap arrangements, in the amount of US$128.5 million.
Represented Huntsman LLC, a major global chemicals company, in connection with its acquisition through an asset purchase of the global textile effects business of Ciba Specialty Chemicals with assets in over 60 jurisdictions.
Represented Fox Sports in the acquisition of programming and distribution rights for various international sporting events including Formula 1, the English Premier League and the World Cup.
Fund Structuring and Formation
Represented NBK Capital in connection with the structuring and documentation of NBK Capital Mezzanine Fund II, L.P., a US$200 million MENA mezzanine fund.
Represented GFH Capital in the structuring and documentation of a single-asset investment platform to acquire a US$125 million industrial real estate portfolio in the United States.
Representing a Middle East regulated alternative investment manager in the structuring and documentation of a Middle East focused real estate income fund.
Representing a prominent Middle Eastern private equity firm on the structuring and documentation of a US$400 million private equity healthcare fund.
Representing a European fund manager on its establishment of a fund manager in the Middle East and structuring and documentation of a Middle East venture capital fund in connection therewith.
Represented a UAE-listed entity on the structuring and documentation of an investment platform for select investors focused on investment in the Middle East food and beverage market.
Representing a Middle East regulated alternative investment manager in the structuring and documentation of a single-asset investment platform investing in a real estate portfolio in the United States.
Representing a prominent Middle Eastern bank on the structuring and documentation of a real estate investment fund.
Represented the sponsor in relation to the structuring and documentation of an investment platform acquisition vehicle to facilitate the MBO of a substantial Middle East consumer business.
Representing the sponsors in the structuring and documentation of a US$500 million global pledge fund.
Represented a prominent Middle Eastern bank in the structuring and documentation of a single-asset investment platform to acquire a portfolio of residential properties in Turkey.
Represented a prominent Saudi Arabian family in the structuring and documentation of a fund serving as a family trust to hold various real estate assets in the United Kingdom
Represented TVM Capital Healthcare Partners in connection with the structuring and documentation of their second private equity fund, the first fund registered under the DIFC’s QIF regime.
Represented Al-Futtaim Capital (part of the Al-Futtaim Group) in connection with the governance of the Al-Futtaim MENA Real Estate Development Fund and Al-Futtaim MENA Real Estate Shari'a Development Fund. The two funds (combined) had a first closing at AED1.84 billion (US$500 million).
Represented TVM Capital Healthcare Partners, the manager of the TVM Healthcare MENA 1 Fund, in connection with the acquisition of the fund.
Represented TVM Capital Healthcare Partners in the restructuring and conversion of the TVM Healthcare MENA I Fund from a Shari'a-compliant fund to a conventional fund.
Represented NBK Capital and GSC Corporation in connection with the structuring and documentation of NBK Capital-GSC Mezzanine Fund I, L.P., a US$200 million MENA mezzanine fund.
Represented STC Ventures Fund Company B.S.C.(c), on the structuring, formation and ongoing governance of the STC Ventures Fund, a Middle East closed-ended technology, media, and telecommunications venture capital fund established by Saudi Telecom Company.
Capital Markets and Restructuring
Represented a Kuwaiti investment company in connection with its corporate and financial restructuring.
Represented a prominent Saudi healthcare operator in its proposed initial public offering on the Saudi Stock Exchange (Tadawul).
Represented a Saudi entity operating retail chains and distributors in Saudi Arabia, in its proposed initial public offering on the Saudi Stock Exchange (Tadawul).
Represented Liquidity Management Centre B.S.C.(c) in connection with the restructuring of the obligations of the obligor in connection with the Lagoon City Sukuk.
Represented emgs, a Norwegian oil and gas services company, in its initial public offering in Europe and international private placement.
Represented Britannia Bulk, a UK-based international shipping company in its initial public offering on the New York Stock Exchange.
College of Law of England and Wales, London, 2004, LPC (With Distinction)
University of Warwick, England, 2002, LLB (Hons) 2.1
England & Wales (Solicitor)
Awards and Affiliations
Member, Practice Group of the Year, Energy, Law360 (2016)
Ranked, Investment Funds, Middle East–wide, Chambers Global (2017–2019)
Ranked, Corporate/M&A, United Arab Emirates, Chambers Global (2019)
Recommended, Capital Markets, United Arab Emirates, The Legal 500 EMEA (2019)
Recommended, Commercial, Corporate and M&A, United Arab Emirates, The Legal 500 EMEA (2017–2019)
Recommended, Investment Funds, United Arab Emirates, The Legal 500 EMEA (2017–2019)
Recommended, Islamic Finance, United Arab Emirates, The Legal 500 EMEA (2017, 2018)
Winner, Banking & Finance Team of the Year in The Oath Middle East Legal Awards (2015)