Khalifeh & Partners’ Khaldoun Nazer (Partner), Moawyeh Tarawneh (Senior Associate) and Dina Issa (Associate) advised a consortium of sellers on the landmark sale of 85.7% of the shares in Airport International Group (AIG), the concessionaire for Queen Alia International Airport (QAIA), to ADP International S.A. and new co-investors. The transaction is valued at approximately USD 530 million.

Khalifeh & Partners acted for the selling shareholders, which included Abu Dhabi Investment Company, Noor Financial Investment Company, J&P-Avax S.A., Joannou & Paraskevaides (Overseas) Ltd, and Edgo Investment Holdings Limited. The firm worked alongside Clifford Chance LLP (DIFC Office) as international counsel. Freshfields Bruckhaus Deringer LLP and Obeidat Freihat advised the buyers.

Following the transaction, ADP International S.A. acquired approximately 51% of AIG, gaining exclusive control of the concession. Additional new shareholders include Meridiam Eastern Europe Investments 2 S.A.S (Paris) and Mena Airport Holding Ltd (Abu Dhabi). Edgo has retained its co-shareholder position.

QAIA has been operated by AIG since 2007 under a 25-year design, build, operate, and transfer (DBOT) concession agreement. The concession involved extensive rehabilitation works and the development of a new passenger terminal. The project was financed by the International Finance Corporation, Islamic Development Bank, a syndicate of commercial lenders, and shareholder equity. Khalifeh & Partners previously acted for one of the bidding consortia at the project’s inception.

Under ADP’s leadership, the concession is expected to focus on expanding QAIA’s route network, enhancing passenger experience, improving operational performance, and advancing sustainable airport development.

In 2019, Khalifeh & Partners acted for Al Arabi Investment Group “AB Invest”, the Investment Manager of the Jordanian Banks’ SME Investment Fund, in connection with four strategic equity investments in targeted Jordanian companies across key sectors.

In December 2019, Khalifeh & Partners advised on the Fund’s acquisition of a 26% stake in the Eye Specialty Hospital, the first hospital in Jordan dedicated solely to ophthalmology. The team advising on this transaction included Khaldoun Nazer (Partner), Noor Abu Al Samid (Senior Associate), and Saed Obeidat (Junior Associate).

Earlier in 2019, the Fund acquired a 36.4% stake in ATICO Fakhreldin Group, a prominent hospitality holding company in Jordan. Khalifeh & Partners served as legal counsel on the transaction, which involved both a share transfer and a share subscription. The team advising on this matter included Khaldoun Nazer (Partner), Dana Mubaidien (Senior Associate), and Mera Alamat (Junior Associate).

The same K&P team also advised on the Fund’s acquisition of a 46% equity stake in Japanese Flavor Co., a limited liability hybrid food chain, through a capital raise at the company level.

In July 2019, Khaldoun Nazer (Partner) and Siwar Saket (Associate) acted as legal counsel to AB Invest and the Fund on the investment in a 35.63% equity stake in International Company for Outsourcing Services (“Crystel”), a Jordanian multilingual contact centre.

“Working with Khaldoun and the K&P team has been an absolute pleasure,” says Jameel Anz, Head of the Jordanian Banks’ SME Investment Fund.
“The level of commitment and unwavering support we have received from them played a key role in a swift and successful closing of these investments. We will most certainly be engaging K&P in more transactions going forward.”

Khalifeh & Partners continues to advise AB Invest and the Jordanian Banks’ SME Investment Fund on their investment activity across Jordan, supporting the growth of the local SME ecosystem and contributing to broader market development.

Jordan is rapidly positioning itself as a regional hub for renewable energy, driven by regulatory reform, investor interest, and the Kingdom’s strategic commitment to sustainability.

In January 2017, the EDAMA Association for Energy, Water and Environment, in partnership with USAID, released the first-ever Jordan Clean Technology Sector Report, identifying renewable energy and energy efficiency as the most mature clean technology sectors in the country. The report also highlighted future opportunities in hydropower and biogas.

Momentum in the sector has continued to build. In a recent milestone, His Majesty King Abdullah II presided over the launch of 12 photovoltaic power plants that are expected to contribute an additional 200 MW to the national grid. The Ministry of Energy and Mineral Resources (MEMR) has also invited expressions of interest for the development of a major utility-scale battery storage facility in the Ma’an governorate — one of the largest of its kind in the region — with phased commissioning scheduled through 2020.

Meanwhile, Jordan’s first commercial wind farm in Tafila recently marked its first anniversary of successful operations.

“The wind farm project in Tafila has laid the foundation for the government to achieve its goal of diversifying energy sources. Since the launch of this project, we’ve advised numerous developers, lenders, and EPC contractors in connection with a number of solar and wind projects,” said Ala’ Khalifeh, (Managing Partner) at Khalifeh & Partners.

Active renewable energy developments are now underway in Ma’an, Fujeij, El Quweira, Mafraq, and Aqaba, supported by a mix of domestic and international financiers, including the International Finance Corporation, ACWA Power, and the European Investment Bank.

Regulatory Landscape

Recent legislative changes — notably the Regulation for Organizing Non-Jordanian Investments No. 77 — have eased restrictions on foreign ownership, making Jordan a more attractive jurisdiction for clean energy investment. In parallel, the Renewable Energy and Efficiency Law (REEEL) provides robust support through long-term PPAs, tax and customs exemptions, and dedicated government incentives.

Jordan has committed to deriving 10% of its total energy mix from renewables by 2020, with continued growth expected beyond that target.

Private Sector and Employment Impact

According to EDAMA, 82% of companies active in the clean energy sector are Jordanian-owned, employing nearly 13,000 individuals — 72% of whom are engineers or technicians. The geographical spread of renewable projects also supports job creation in rural areas, improving local economies and social outcomes.

The sector’s growth has driven the expansion of university-level programs focused on energy engineering, environmental management, and water resource planning, building a talent pipeline for long-term industry development.