6 Mar 2012 16:33

Inter RAO to merge generating assets, offer own shares to minorities

MOSCOW. March 6 (Interfax) - Inter RAO UES intends to merge the power generating assets that it owns, the company told Interfax.

Most of the generating assets are concentrated at the OGK-1 and OGK-3 generating companies and Inter RAO Power Generation, in which it owns stakes of 72.45%, 81.93% and 100%, respectively.

Stakes of 16.43% in OGK-1 and 18% in OGK-3 have been placed in trusteeship in keeping with guidelines issued by the Federal Antimonopoly Service when the holding was consolidating its power sector assets.

Inter RAO will offer its own shares to minority shareholders in these gencos when it merges them.

Inter RAO subsidiary CJSC Inter RAO Capital currently holds 12.5% of the parent company's shares or 1,218,828,428,489 shares, which Inter RAO Capital bought during a major additional share issue by the holding in order to combine assets and use them as currency for asset swaps.

Inter RAO and RusHydro may soon exchange shares that are cross-held by the companies. RusHydro also became a shareholder in Inter RAO as a result if its share issue, and received 5.3% of its capital in exchange for a stake in non-core energy assets.

The source did not say how many shares might be transferred to the OGK-1 and OGK-3 minority shareholders or whether Inter RAO might have to issue new shares for this.

"We'll be able to say more about management's proposals following a board meeting," he said. The company says in materials that it has scheduled a board meeting to discuss issues related to the deal.

The board will approved the date and agenda for an extraordinary shareholders meeting, the record date for the meeting, the purchase price for the Inter RAO shares, the price of the assets and a major transaction. The board will also state its position regarding agendas for meetings of shareholders in subsidiaries and affiliates and participation in the capital of other companies.

The strategy and investment committee will meet beforehand and give its recommendations for the board.

OGK-3 includes state-regional power stations in Kostroma, Pechora, Cherepetsk, Kharanor, Gusinoozersk, and Southern Urals, with rated generating capacity of 8.5 gWt.

OGK-1 has 9.531 gWt of capacity at the Perms, Verkhy Tagil, Kashira, Urengoi and Iriklinskaya state district power plants along with Nizhnevartovskaya GRES plant.

Inter RAO- Power Generation will manage Sochi Power Plant, Ivanovo CCP, Kaliningrad CHPP-2 and North-West CHPP.