The last push of privatization

Investments in energy are a way to hedge against post-election risks

The reform of the electric power industry with the liquidation of RAO UES at the final stage, apparently, will be one of the few reforms completed during the presidency of Vladimir Putin . It was traditionally believed that this reform was “unpopular”, and on the eve of the previous elections it was actually curtailed. Not so this time. In recent months , the pace of decision-making within the framework of the restructuring of RAO UES has accelerated sharply , and large sales of assets have begun.

This acceleration is not just the result of many years of torment of the head of RAO Anatoly Chubais. The point is different: by now, groups of investors who are strongly interested in acquiring the assets of RAO UES have formed within the Russian political elite. These groups, of course, existed before. But the center of their interests was “easier” production - private companies (YUKOS, Sibneft, independent gas producers), government positions (i.e. leverage over large state holdings); a lot of effort and money were spent on fighting each other for control in state business. Electric power industry, being a very capital-intensive pleasure, has long been perceived as an object for private investment - Russian or foreign .

The situation has changed because it has become clear: energy reform is, firstly, the last stage of large-scale privatization and, secondly, the last chance for business groups formed under the current president to insure their risks during the next presidency. This motivation is most likely extremely clear not only to those directly interested in preserving capital in the next political cycle, but also to Vladimir Putin and the person who will take his place in a year. But this does not mean that the parties have agreed on the details, and then everything will go like clockwork. If only because there are many potential investors in Russia, and foreigners certainly will not stand aside. The main players in this market are going to be Norilsk Nickel, Oleg Deripaska's structures, Integrated Energy Systems, some foreign energy concerns (apparently, mainly in partnership with Russian companies, for example with the ESN group of Grigory Berezkin), and also, possibly, LUKOIL structures. The market favorite, obviously, will be Gazprom.

Two towers

So far, however, Gazprom has neither a clear understanding of what to do with electricity, nor a logical structure for this block, nor even a “chief” of the project - a manager who will be responsible for this area. It is expected that answers to these questions will be given on Thursday at a meeting of the concern's board dedicated to the strategy in the electric power industry. In particular, it will be decided which structure will buy out the additional issue of Mosenergo, a curator will be appointed, and a decision will be made on the principle of building an electric power unit within the group.

Gazprom's expansion into the energy sector cost the concern dearly - in fact, it led to the financial holding and a number of other assets gaining corporate independence.

To transfer a blocking stake in Mosenergo and a 13% stake in RAO UES of Russia to its balance sheet, Gazprom had to sacrifice a controlling stake in Gazprombank, the Gazprom-Media holding and 100% of the shares in SIBUR Holding. Gazfond became the actual owner of these assets. Until now, these transactions, at least from the point of view of shareholders and investors, were considered to be transferring money from one pocket to another, since both Gazfond and Gazprombank were part of the Gazprom group. However, there is reason to believe that the concern has even lost formal control over its once pension fund, and at the same time over the assets transferred to Gazfond. As Vremya Novostey learned, since the end of last year, the majority of votes on the fund’s board have been controlled by top managers of SOGAZ, an insurance company that Gazprom sold to structures of Rossiya Bank two years ago. In a non-profit partnership, which Gazfond legally is, this council performs functions similar to those assigned in an OJSC to the meeting of shareholders and the board of directors combined.

In February, Gazprom announced the creation of a joint venture with the private company SUEK , a coal holding company that had recently claimed an independent role in the electric power industry. SUEK and Gazprom intend to jointly develop the energy business, focusing on coal generation. Prior to this, the gas concern's subsidiary bank, Gazprombank, was engaged in purchasing energy assets. “The assets purchased by Gazprombank on its own initiative are certainly in a situation of “internal competition” with the plans that Gazprom has for interaction with SUEK,” says one of the experts close to the concern.

This situation of “internal competition,” as the events of recent months show, is turning into just competition. Two players appeared on the market - the companies Gazpromenergo and Gazenergoprom. The first is directly included in the structure of the gas concern, and the second, as one of the market participants put it, “is a younger brother” and is controlled by associates of entrepreneur Gennady Timchenko, co-owner of the Swiss oil trading company Gunvor and the St. Petersburg bank Rossiya.

The fact that a second tower is growing next to Gazprom became known last week, when the placement of an additional share issue of OGK-3 took place with a scandal . It has not yet decided to directly compete with the “main” tower. Gazpromenergo, says Vremya Novostey's source in the energy market, did not intend to participate in the purchase of an additional issue of shares of OGK-3, since this generating company has practically no gas-fired power plants. Based on this, Gazenergoprom decided to participate in the auction. However, as is known, Gazenergoprom’s offer was “outbid” by Norilsk Nickel. And this, according to various sources, was the reason for the quick resignation of Mikhail Prokhorov from all senior positions in the metallurgical company.

Property of "Russia"

The plan for Gazfond to leave the group was indirectly confirmed in the official documents of the gas concern. Thus, the prospectus for the latest issue of Gazprom Eurobonds states that in October 2006, changes to the Gazfond charter came into force. “As a result of these changes, third parties currently involved in the operating activities of the NPF Gazfond were included in the composition of the board of the NPF Gazfond fund,” the document says. “Management is currently assessing the effect of this change on future consolidated financial statements.” The composition of the fund’s board was not published either on the official page of Gazfond or on the disclosure website of the Federal Financial Markets Service, which regulates the activities of pension funds. The founders of Gazfond are Gazprom, Gazprombank, Urengoygazprom, Yamburggazdobycha and Yugtransgaz. Now, as you know, Gazprom no longer has a controlling stake in Gazprombank, and the president of Gazfond, Yuri Shamalov, who, according to the charter, is an ex-officio member of the board, is the son of the co-owner of Rossiya Bank, Nikolai Shamalov.

Several Vremya Novostey sources at Gazprom claim that changes to the charter made it possible to introduce new participants to the fund’s board, along with representatives of the founders. In the new version of the charter, they are designated as representatives of “a person who made a targeted contribution (contribution) to property for the implementation of statutory activities, including the total contribution of the founders.” According to the newspaper's sources, in the second half of last year, a number of firms affiliated with Rossiya Bank and SOGAZ made a contribution to the Gazfond property and received a majority on the board. Thus, even as part of the preparation of the group’s reporting for last year, the question of deconsolidating the fund arose.

At one time, it was Gazprombank and Gazfond that were engaged in collecting electricity assets - the bank bought them, and then hid them on the fund’s balance sheet from “prying eyes.” According to rumors, while the bank was the owner of about 20% of the shares of Mosenergo and a five percent stake in RAO UES of Russia, the management of Gazprom did not even know about these transactions. And when these events became a fact of public life, the head of the concern, Alexey Miller, declared the electric power industry a core business and gave the command to transfer these assets to the parent company. But to do this, they first had to sacrifice the Gazprom-Media company, and then 75% minus one share of SIBUR Holding (they were exchanged for 10.5% of the shares of RAO UES, owned by Gazprombank). Last year, a large stake in Gazprombank was at the disposal of Gazfond. First, the fund bought a 50% additional issue of the bank for 34 billion rubles, and then exchanged with Gazprom - 19.67% of the shares of Mosenergo for 16% of the shares of Gazprombank. At the same time, SOGAZ, by that time already wholly owned by Rossiya Bank, bought a qualified majority in the management company Leader from Gazfond.

As a result of these transactions, Gazfond became the owner of 49.8% of the shares of Gazprombank (of which 42.1% was nominally held by Management Company Leader), while Gazprom retained only 41.7%. Another 8.34% belongs to New Financial Technologies LLC, a subsidiary of Gazprombank. The bank's balance sheet also includes stakes in SIBUR and Gazprom-Media. The final touch in this multi-step exchange of assets was supposed to be the exchange of 13% of Mosenergo shares by Gazprombank and Gazfond for the blocking stake in SIBUR Holding remaining with Gazprom. However, in February the concern's board of directors postponed consideration of this transaction to a later date.

And tomorrow is a hike

The document, which will be discussed at Gazprom on Thursday, has been developed for many months. And now, obviously, he must take into account events that have already taken place (like Gazprom’s receipt of Mosenergo shares) or those intentions that are firm in nature (like the deal with SUEK).

How Gazpromenergo and Gazenergoprom will distribute the electric power assets that RAO UES will sell in the near future is still unknown. Market participants only assume that the structure of Mr. Timchenko and his associates will only buy what Gazpromenergo refuses. “Basically, apparently, they will only be given the opportunity to manage assets,” suggests the head of one of the energy companies. Unlike Gazpromenergo, Gazenergoprom will not receive financing from the concern for such transactions.

Probably no options can be ruled out. Including, for example, that the old idea of ​​​​Anatoly Chubais will be implemented - to create an energy-coal association in cooperation with SUEK. In 1999, the head of RAO developed a project for the creation of 11 such structures, and at the first stage intended to combine the Reftinskaya, Troitskaya and Verkhnetagilskaya state district power plants with the Kazakh coal mines “Severny” and “Bogatyr”, for the coal of which these power plants were designed. The resulting UralTEK structure, RAO thought at the time, would reduce the cost of coal by 7.5%, and the cost of electricity by 8.6%. Another project of 1999, BurTEK, involved the merger of the Gusinoozerskaya State District Power Plant with the mining assets of Vostsibugol (now part of SUEK). But in 2000, this idea failed - primarily due to the reluctance of coal miners to fall under the control of RAO, and also because of the reluctance of governors to give control over the coal industry to Anatoly Chubais. Although there was no particular debate about the economic efficiency of such associations.

Now the OGK configuration is designed in such a way that all these power plants are part of different generating companies. Therefore, in order to achieve synergy, the new owners of OGKs will have to change the configuration of the industry. At the end of last year, Anatoly Chubais directly stated this to investors, indicating that this process would begin, if not in 2007-2008, then definitely in 2009-2010. And although Gazprom currently has no goal of dividing the electric power industry into coal-fired and gas-power (or, as an option, into the European-Urals, which runs primarily on gas, and the Siberian-Far Eastern, where coal is mainly burned and water energy is used), it cannot be ruled out that that this will happen naturally.

Gazpromenergo, apparently, will be the buyer primarily of strategic assets - Mosenergo and the northwestern TGC-1 . The capital's energy company is currently placing its additional shares among current shareholders; this process will end on April 2. Then (as was decided last October at a meeting of the board of directors of RAO) within ten days the remaining volume of securities will be provided to the Gazprom structure, which should ultimately become the controlling shareholder, paying for this a maximum of $1.9 billion. True, The concern has not yet made any decision on participation in the additional issue of Mosenergo shares.

In TGK-1 (it includes power plants in St. Petersburg, Leningrad, Karelian and Murmansk regions), the Finnish concern Fortum, which had already consolidated a blocking stake, initially intended to become the controlling shareholder. However, recently they made it clear to him that he should not apply for more because of the “capital status of St. Petersburg.” The placement of an additional share issue of TGK-1 is scheduled for June this year.

After the blackouts in Moscow in 2005 and St. Petersburg last year, there was an opinion that energy companies operating in the capitals needed special attention from the state. RAO limited itself to signing development agreements with regional leaders. However, professional power engineers said that it would be logical to simply combine the generating, distribution and some network assets of the capital and northwestern regions. After all, they are identical in composition and require the same management. Since this idea still exists, it is very likely that it will be realized when these assets end up with one owner - the state-controlled Gazprom.

However, it is not only Gazprom that is going to build vertical integration in the electric power industry. Norilsk Nickel bought about 45% of the shares of OGK-3 (and is going to consolidate a controlling stake), according to experts, not at all in order to cross the path of Gazenergoprom, but so that the Kharanorskaya State District Power Plant, part of this OGK, provides electricity Chita assets of a metallurgical company. For the same purposes, she bought a blocking stake in TGK-14. And although the electric power assets, as planned, will be separated from Norilsk Nickel into a separate structure controlled by Mikhail Prokhorov, and Norilsk Nickel itself will go to Vladimir Potanin, it cannot be ruled out that the partners will continue to cooperate in one form or another for a long time. Therefore, synergy from combining energy and metallurgical assets will be achieved.

According to Vremya Novostei, I would not mind purchasing one of the WGCs and Oleg Deripaska’s structures. True, which one is unknown, but it is more than likely that it will be a company that owns power plants not far from RUSAL’s metallurgical production facilities.

All these plans indicate that the energy industry is guaranteed a process of redistribution of property in the coming years. Due to the fact that Anatoly Chubais managed to make the industry attractive to investors, a new generation of oligarchs who grew up on expensive oil and gas is coming into it. Therefore, there is no answer yet to the question of whether real competition will form in energy generation, and because of this, the reform of the electric power industry was conceived.

Nikolay GORELOV, Alexey GRIVACHS