Sepenta is a specialised legal practice advising on medium-sized cross-border financings and corporate transactions in emerging and frontier markets, which despite their size require complex structuring, advanced documentation and sophisticated lawyering.Because of their complexity and challenging jurisdictions, these transactions require experienced lawyers with specific expertise and hands-on involvement from the structuring stage.Because of their size, the economics of these transactions do not justify the cost structure of the large, global law firms where most of this capability resides.Our small and sophisticated team offers an alternative: high-end quality, hands-on service and cost-effective pricing.Our team is qualified to practice New York, Canadian and English law.
Our strengths and distinctions
Complexity
Smaller deals are not simpler deals. In fact, they can be more challenging to manage because the scale does not accommodate a large legal budget.
We are particularly effective on smaller deals which have out-sized complexity. Having led many transactions featuring multiple parties and law firms, several jurisdictions, large volumes of dense documentation, difficult negotiations, legal complications and late surprises, we excel at creating order, organising processes, identifying what really matters and managing complexity.
Managing complexity and legal risks in a transaction requires a 360° perspective; we develop this by integrating a thorough grasp of a transaction's commercial and financial aims from the client's point of view with our seasoned legal understanding.
We don't pass on complexity to clients; instead, we aim to cut through it with clear, sharply defined and succinct advice.
Finally, our team's academic background in engineering and mathematics and professional experience in finance inclines us to analytical rigor and attention to detail, and makes us conversant with the concepts clients deal with.
Originality
Transactions in emerging markets often require creative solutions for structuring and to manage risks.
A transaction lawyer's toolkit is a direct function of the variety of deals, jurisdictions and knotty problems they have encountered. Our team has been developing market-first structures, precedent-setting approaches, novel financial instruments and original corporate structures in challenging jurisdictions for decades. This extensive, high-level experience in cross-border finance and corporate practice gives us an abundance of ideas to draw on.
Useful problem solving requires understanding what is being solved for. This is why we invest time in developing a full commercial and financial understanding of a transaction. We do not propose solutions in need of a problem.
Relationships
We prefer deeper and committed relationships with a select number of clients, where we are able to develop a solid understanding of the commercial aspects of the client's business and deliver commercially attuned advice, not only to close a particular deal but also to help advance a client's broader commercial interests.
We invest in various ways to create such relationships: we spend time to understand a client's commercial perspective, have pre-termsheet client discussions to identify issues and risks, propose and prepare form documents to streamline things, conduct training sessions to enhance client internal capabilities, and arrange secondments for the benefit of clients.
Economics
We understand transaction cost economics and work within those. We prefer predictable, fixed fees for transactions and are prepared to take some closing risk with clients.
We are able to be unusually cost-effective for several reasons:
- Involvement of experienced, hands-on partners having a thorough commercial understanding of a deal allows us to get things right quickly and in the first instance.
- Our transaction management skills keep things on track and avoid wasted time by transaction parties.
- For frequent transactors, we can develop processes and forms which reduce time and improve the documentation process.
EXPERIENCE
Transactional experience
Our team's expertise and ability to develop original solutions has been shaped by working on significant and novel cross-border transactions over some 30 years. Many of these deals were market firsts. Some examples are:
Geographical breadth
In the course of our experience, we have figured out solutions to deal problems in some 30 countries. This geographical breadth of experience allows us a deep well of solutions and ideas to draw on in resolving the types of problems that transactions must overcome to reach closing. Our team's experience with cross-border deals spans some 30 countries:
- Asia (Turkey, Azerbaijan, Kazakhstan, Uzbekistan, India, China, Japan, Korea, Hong Kong, Singapore, Malaysia, Indonesia, Thailand, Philippines, Mongolia)
- Middle East (UAE, Saudi Arabia, Kuwait, Qatar, Iran, Iraq)
- Africa (Egypt, Benin, Cote d'Ivoire)
- Europe (UK, Ireland, France, Italy, Switzerland,Spain, Portugal, Netherlands, Luxembourg, Germany, Russia)
- Americas (US, Canada, Mexico, Brazil)
- International organisations and multilaterals (ADB, IsDB, JBIC, World Bank Group, Islamic Financial Services Board)
Practice Areas
Finance
We advise private and public issuers, borrowers, lenders, arrangers and sponsors across a broad range of financings:
- Structured financings
- Private & public debt capital markets (bonds and sukuk)
- Lending (conventional & Sharia-compliant)
- Debt restructurings
- Private & public equity offerings
- Sovereign financings
- Investment fund formation, management and investments
Corporate
We advise businesses across industries on a wide range of cross-border corporate matters:
- Mergers and acquisitions
- Joint ventures and arrangements among shareholders
- Advanced corporate structuring
- Exits
- Restructurings
- Corporate governance
People
Hooman Sabeti, Partner
Hooman has been practicing as an international finance and corporate lawyer for some three decades. He was previously a partner of Allen & Overy, working in Singapore, London and New York, where he acted for various governments, all the major global investment banks and major corporations on a range of cross-border financing and corporate matters in Asia, the Middle East, Europe and the Americas, including various landmark financings. He also worked as a financial analyst at a major investment bank and served as general counsel at a supranational financial institution formed by various central banks. He brings broad geographic experience to bear on complex cross-border transactions, having worked on matters in some 25 advanced and emerging markets. Hooman studied mathematics at Duke University and law at Tulane University and is a member of the New York bar.
Amir Mirtaheri, Partner
Amir advises clients on corporate and financial law matters, usually with a cross-border element. He has extensive experience negotiating and documenting complex corporate restructurings, cross-border investments and M&A deals and corporate financing arrangements. He trained and practiced as a lawyer in Canada, and prior to transition into private practice was an internal legal counsel at Export Development Canada, Canada's export credit agency. As an experienced international transactional lawyer, Amir is attuned to understanding the business context of transactions and working closely with clients to devise effective and risk-managed solutions. He studied law (JD, magna cum laude) at the University of Ottawa, international relations (PhD) at Florida International University, telecommunication engineering (MSc) at Simon Fraser University and electrical engineering (BSc) at Sharif University of Technology. Amir is a member of the Law Society of Ontario.
CAREERS
We welcome applications from lawyers with a particular interest in advanced finance and corporate cross-border work in challenging jurisdictions.
We seek people who take responsibility for the quality of their work, think independently and critically, enjoy careful legal drafting, and approach legal issues with a problem-solving orientation.
Candidates should have:
- A strong academic background in law
- Admission to a bar
- Two or more years of transactional experience
- Excellent command of legal English, with proficiency in French being a plus
- The ability and willingness to work remotely if based outside the UK
If this describes you, please send a resume and cover letter explaining your interest to careers@sepentalaw.com.
CONTACT US
We welcome hearing from you. Please contact us at info@sepentalaw.com or complete the form.