The conflict of TNK-BP shareholders, as expected, ended with the victory of the Russian co-owners of the company-the AAR consortium. Robert Dudley General Director Robert Dudley will leave the company before December 1, 2008
The fact that it was Dudley's shift that was the main goal of the Aar that did not cause doubt from the very beginning. 1 Dudley headed TNK-BP since the founding in 2003 and very effectively defended not only the interests of the BP, but also the Western business model, oriented primarily on the profile business of the company-the development of oil production in Russia. Instead of developing production in Russia, Russian shareholders wanted to spend more funds on dividends to shareholders and foreign acquisitions. For example, in 2008, BP proposed sending $ 4.4 billion to investments within Russia, while Russian shareholders were ready to spend only $ 3.5 billion for these purposes. Dudley, of course, defended the position of Anglo-American shareholders.
The departure of Robert Dudley opens the way to complete control of the Aar over the company. Any new manager, obviously, will be much weaker - Dudley in itself is the strongest global oil and gas manager, in fact, it was he who firmly put the company on his feet over the incomplete 5 years of work. Last year, Dudley was a real contender for the role of the successor to resign the ex-head of the BP herself John Brown. It is not surprising that the new head of BP Tony Hayword did not particularly actively support his subordinate in the fight against Russian shareholders ...
For the price we will not stand
Under the terms of the new agreement between TNK-BP shareholders, the successor of Dudley will not be dependent on any group of shareholders, and in the board of directors of subsidiaries TNK-BP, both groups of shareholders will receive an equal representation. Other things being equal, this means that the Russian team of managers led by Herman Khan will play a decisive role in managing the company. The newly seconded managers from BP can hardly actively defend the interests of their shareholders: the managerial team of Tony Hayworda was much weaker compared to the times of the former leader John Brown, and there is practically no chance of sending a Dudley level manager. In addition, before the eyes of the new BP messengers, of course, the inevitment of the conflict with Russian shareholders, and the experience of Dudley, persecuted by the authorities for violation of labor legislation, disqualified and forced to leave Russia, will loom.
The Agreement beneficial to Russian shareholders of TNC-BP has been reached after the months of unprecedented administrative pressure on the TNK-BP foreign management with the active use of state regulatory authorities (tax and labor inspections, the migration service). To a large extent, this story resembles a situation of two years ago, when Royal-Dutch Shell was forced to give in to the control package of shares in the Sakhalin-2 oil and gas project “Gazprom” after she experienced pressure from Rosprirodnadzor, which threatened the project with a stop and multi-billion dollar lawsuits due to violations of environmental legislation. After the assignment of the share in the Gazprom project, they quickly forgot about environmental claims-apparently, the claims of state regulatory authorities to TNK-BP, after the goals of Russian shareholders were achieved and evaporated even faster.
The question of 20%
The uniqueness of the situation with TNK-BP is that for the first time in recent years, the power of the state machine was involved in the interests of redistributing property not in favor of state-owned companies, but in favor of private shareholders. Experts do not exclude that now, after the actual control over the company has passed into the hands of the AAR, they will try to sell a significant package of shares of the company of one of the government agencies - most likely Gazprom, which has already officially confirmed the interest in buying a share in TNKBP. By the way, in the new Memorandum of TNK-BP shareholders, the parties agreed that up to 20% of the company's shares will be sold in the future by placing on one of the international exchanges.
However, there are doubts that Gazprom will be able to quickly redeem a large stake in TNK-BP. Today, the company is burdened with huge debts: according to the latest balance, the company's total debt exceeded $ 60 billion, or two -thirds from annual revenue, while 35% of this debt - more than $ 20 billion - short -term loans with a repayment period of up to a year. Gazprom has accumulated these debts following intensive buying off assets, while due to the global credit crisis, the availability of foreign loans has declined sharply. Today, Gazprom is extremely difficult to borrow money abroad, and they are primarily attracted in order to refinance the old “short” debts that need to be repaid today. The search for additional money to finance new large purchases is an extremely difficult matter today. By the way, apparently, it was because of this that over the past year, not only Gazprom, but also Rosneft, suspended their rapidly rapid expansion.
It is possible that, due to problems with access to credit resources, Gazprom has not yet been buying a 50 percent share in TNK-BP, as it was supposed before (it can cost up to $ 20 billion and higher, such money is now difficult to find in the market), and will limit yourself to the purchase of a 20 percent share, introducing its people in management of the company and postponing the purchase of a control bag “for later”-about the same scheme as the same scheme-about the same scheme-approximately the same scheme Last year, Gazprom was one of the shareholders of the largest independent gas manufacturing company of Russia Novatek. The future placement of TNK-BP shares may well not be open (when shares are sold on the exchange to everyone), but closed by subscription in favor of a previously known “strategic investor”.
In this case, control over the management of TNK-BP can remain with the Russian team of managers led by Herman Khan for a sufficiently long time, and the current Russian shareholders of the company-the AAR consortium-will continue to receive significant dividends from its activities. In any case, the aar should be recognized as a real winner in the corporate conflict of TNKBP shareholders. Foreigners who wanted to invest more funds in the development of oil production in Russia than in the purchase of deposits in Venezuela or Kurdistan, again, like two years ago, in the case of Shell, lost and surrender their positions.
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1 The New Times wrote in detail about this in No. 25, 23, 2008.
