transport engineering

As Kommersant learned, last week the creditors of the Novocherkassk Electric Locomotive Plant approved an external management plan. All core assets are transferred to a new joint-stock company, 50% of the shares of which will go to the plant’s investor, Transmashholding CJSC. The reorganization will be completed by the end of the year, and after the sale of the remaining assets, the CJSC will gain full control over the enterprise. A similar scheme is being implemented at the Bryansk Machine-Building Plant. Thus, by the beginning of 2004, Transmashholding may become the largest production group in the railway engineering industry.
CJSC Transmashholding (TMH) appeared in 2001. His first project was the Bryansk Machine-Building Plant (PO BMZ). In partnership with OJSC Kuzbassrazrezugol, controlled by the Ural Mining and Metallurgical Company (UMMC), and the Transrail group, TMH structures became the main investors of the enterprise during the bankruptcy of BMZ. Today the company and its partners control 49% of the shares of the BMZ PA, to which all core assets of the plant and most of its subsidiaries have been transferred, and 75% of the shares of the BMZ management company, which controls the sale of its products. Last year, companies close to TMH also acquired about 20% of the shares of the Tver Carriage Works (TVZ). The company became an investor in the enterprise and, together with another large co-owner, Rosvagonmash, which orders rolling stock for the Ministry of Railways, began attracting contracts. In the fall of 2002, TMH bought a controlling stake in the Murom Switch Plant (MSZ), and in January the management company Transkor, affiliated with TMH, became its sole executive body.
The holding first thought about the possibility of joining the Novocherkassk Electric Locomotive Plant (NEVZ) last year. As a result, the accounts payable of the plant, which was undergoing bankruptcy proceedings, was acquired from RINACO Investment Company in the spring, and now, on shares with Rosvagonmash, TMH owns more than 90% of NEVZ’s debts. The situation at the enterprise is unfolding according to a scheme already tested at BMZ. On a parity basis, two creditors established a management company NEVZ, which began searching for orders and reworking the external management plan. The main issue was the volumes and prices of purchases of electric locomotives by the Ministry of Railways.
Finally, last week, clarifications to the external management plan were adopted. As TMH director for corporate affairs Oleg Markov (he is also the general director of Management Company Transkor) told Kommersant, a new OJSC is being created, to which all core assets of NEVZ will be transferred in the amount of 400 million rubles. Half of the shares of the OJSC will go to TMH structures, half - to the debtor himself (assets worth approximately 400 million rubles will also remain on his balance sheet). By January 1, 2004, the legal registration of the reorganization will be completed, bankruptcy proceedings will be introduced at NEVZ, during which TMH is going to buy out the remaining shares of the new OJSC at auction.
In parallel, TMH plans to take part in the auction for the sale of 51% of the shares of BMZ PA. This package is formed from securities transferred to BMZ subsidiaries in exchange for assets transferred to software, but it is sold as a single lot. The trades were supposed to be held in the spring, but they were canceled due to the seizure of shares belonging to one of the subsidiaries following a lawsuit by the Ministry of Taxation. According to Mr. Markov, the arrest has not yet been lifted and the auction date has not been set, but TMH expects it to take place in the fall.
It is curious that, according to popular belief, the bankruptcy of BMZ is being carried out in the interests of UMMC. It was also mentioned in the fall of 2002 in connection with the change of ownership of the MSZ. Mr. Markov categorically refutes the assumption that TMH is building its own holding for UMMC. He emphasizes that Kuzbassrazrezugol is the “senior partner” of the company, and mainly in relation to BMZ as an investor and owner of a small stake in PA BMZ. “The wider our projects in railway engineering spread, the less they interested Kuzbassrazrezugol,” explains Mr. Markov. “Today we raise funds on the commercial market, although Kuzbassrazrezugol has the opportunity to participate in project financing schemes in one form or another.” . According to him, Kuzbassrazrezugol is in no way a co-owner of TMH or Transkor; the holding belongs to its own management. The Chairman of the Board of Directors of TMH is Dmitry Komissarov, the General Director is Mikhail Khromov.
TMH is not going to stop with the acquired enterprises. The holding plans to become the owner of a company that will be formed during the bankruptcy of the Bezhitsa steel plant (according to the same scheme as at NEVZ and BMZ), and is also considering the possibility of expanding the list of assets in the railway engineering industry. “It’s true,” states Mr. Markov, “there are no truly large enterprises left in this area.”
RENATA Kommersant-YAMBAEVA; SERGEY Kommersant-CHERESHNEV

Newspaper "Kommersant" No. 121/P dated July 14, 2003, p. 7

"Transmashholding" lay down on the rails