Inter RAO places 49.44% of additional share issue for asset-consolidation totaling 365 bln rubles
MOSCOW. May 18 (Interfax) - OJSC Inter RAO UES has placed 6,822,972,629,711 shares in the framework of its additional share issue for consolidating assets in the power sector, which represents 49.44% of the total issue, or 13.8 trillion shares, at 0.0535 rubles per for a total of 365 billion rubles worth.
As a result of the placement, Inter RAO share capital has increased 136% from 2,893,027,370,229 ordinary shares to 9.716 trillion (par value 0.02809767 of a ruble). Charter capital stands at 272,996,961,720 rubles.
The additional placement began on February 3 this year and wrapped up on May 17. The bulk of the issue - more than 283 billion rubles - was paid for not with money, but with assets.
The issue was placed in closed subscription, and the participants were federal property fund Rosimuschestvo, OJSC Federal Grid Company (FGC) , and OJSC OJSC RusHydro , which operates the majority of Russia's hydroelectric power plants, which gave Inter RAO stakes in power companies that were not sold off during the privatization of RAO UES of Russia. Inter RAO subsidiaries were also involved in the additional issue, through whom companies not on the closed-subscription list might take part in the issue.
Inter RAO has pledged to present the final distribution of stakes in its capital on Monday, May 23.
Judging from a statement Inter RAO released on Wednesday, the lion's share of the issue went to subsidiary CJSC Inter RAO Capital, which acquired 2,917,890,939,501 shares in its parent company, or 43% of placement volume.
Another Inter RAO subsidiary, Inter RAO Invest LLC, acquired 412,877,335 shares. Factoring this stake in, Inter RAO subsidiaries now hold 30% of the holding's share capital.
"On the Inter RAO Capital balance sheet are Inter RAO shares that will be transferred to Norilsk Nickel and its subsidiary Intergeneration in a deal for wholesale generating company OGK-3 . Furthermore, on the Inter RAO Capital balance sheet are reserved shares for a management option program, and also for deals that are currently being negotiated," an Inter RAO spokesman said in comments on the substantial number of shares held by the holding's subsidiaries.
As expected, FGC acquired a large stake during the additional issue - 21.5% of the issue or 1,469,419,230,708 shares. That represents a little over 15% of increased share capital, FGC having previously held a 1.92% stake in Inter RAO.
RusHydro picked up a relatively small stake in share capital - 202,919,747,541 shares, or about 3% of placement volume.
OJSC Rosneftegas bought up 11,674,369,433 Inter RAO shares, the holding said.
Prior to the additional issue, state nuclear power corporation Rosatom held 24.6% of the stock in Inter RAO, and Rosenergoatom and Atomstroyexport a respective 11.6% and 8.7%. Vnesheconombank (VEB) had 18.3%.
As the outcome of the issue placement, according to an earlier Inter RAO estimate, the main shareholders should be FGC with 17%-20%, Rosimuschestvo with 13%-15%, RusHydro with 5%-6%, Rosatom with 12%, VEB with around 5%, and Norilsk Nickel with 13%-15%.
With the placement, Inter RAO acquired 82% of OJSC OGK-3 , 72.45% of OGK-1 , 58% of TGK-11, 32.44% of OJSC Volga TGK , and 26% of OJSC TGK-6 , blocking stakes in OJSC Bashkirenergo and OJSC Enel OGK-5 , 40% of OJSC Irkutskenergo , and controlling interests in five sales companies, including Mosenergosbyt and Petersburg Power Sales Company .
But Inter RAO wanted more. The holding's management has spoken about its intention to consolidate assets worth $9-$15 billion. Negotiations over the purchase of 96% of OJSC Novosibirskenergo from businessman Mikhail Abyzov, 50.5% of RusEnergoSbyt LLC from Grigory Berezkin's ESN Group, and 49% of CJSC Northgas from Farkhad Akhmedov. Until recently, negotiations were being held for 50% plus one share in EnergoMashinostroitelny Alliance (EMAlliance), one of Russia's largest power-machine building companies, but that deal has fallen through. It was reported last week that head of the group Onexim Mikhail Prokhorov might sell Inter RAO a stake in OJSC Quadra , but that was not confirmed. Inter RAO is offering to pay for the assets with its own additional shares, but that is not to the liking of many of the sellers.