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OGK -2

The Open Joint-Stock Second Generation Company of the wholesale electricity market OGK -2 _____________ UBS. NY. M2008. OGK -2. Russian company OGK -2 founded at March, 2005. OGK-2 generates and trades energy at the wholesale electricity market. Overall installed capacity is 8,695 MW

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OGK -2

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  1. The Open Joint-Stock Second Generation Company of the wholesale electricity marketOGK-2_____________UBS. NY. M2008

  2. OGK-2 Russian company OGK-2 founded at March, 2005. OGK-2 generates and trades energy at the wholesale electricity market. Overall installed capacityis 8,695 MW OGK-2 is one of the largest sellers on the free market. OGK2 was the first Russian wholesale genco whose shares were publicly offered on the London Stock Exchange. OGK-2’s share are listing also on the RussianStock Exchanges (MICEX and RTS). PSKOVSKAYA GRES 430 MW/121 Gcal/h SEROVSKAYA GRES 526 MW/220 Gcal/h SURGUTSKAYA GRES 3,280 MW/958 Gcal/h • Fuel: gas • Electricity production: 1,9 TWh • Fuel: coal, gas • Electricity production: 3,2 TWh • Fuel: gas • Electricity production: 24,1 TWh North-Western Grid Far Eastern Grid Central Grid Urals Grid Southern Grid Middle Volga Grid Siberian Grid STAVROPOLSKAYA GRES 2,400MW/220Gcal/h TROITSKAYA GRES 2,059 MW/315 Gcal/h • Fuel: gas • Electricity production: 9,8 TWh • Fuel: coal • Electricity production: 9,0 TWh

  3. OGK-2 and market positioning OGK-2 is the third largest company in Russia in terms of installed capacity …and second largest in electricity generation OGK-2 has an ambitious investment program that is aimed at commissioning 2,780 MW by end 2012 at its current production sites and modernizing and reconstructing existing equipment. It is the country’s second most modern OGK The company has high fuel efficiency standards Source:OGK’s data

  4. Average annualgrowth rates(2007-2011) High corporative standards • System of ecological management • Corporative governance practice • Automation of administration systems based on SAP R/3 • Enterprise Content Management • Quality management system(ISO 9001:2000) …have been proved to be true an external estimation • Second place in the nomination “Best Social report” • “Program for Implementing the Environmental • Policy” of OGK-2 took first place in the nomination “The Best Environmental Policy of the Holding RAO UES Russia” • «Best annual report» • «Best manager of corporate governancepractice atelectric generation companies» • «Best account of Russia» Competitive Advantage • High growth rates for consumption of electricity at the regions • OGK2 is a predominantly gasfired genco. Gas constituted 73% of its total fuel balance structure. • However, coal also plays an important role, accounting for 26%, nearly the entire remainder, and the share is set to increase as a result of the planned investment program. We expect coal prices to grow at a slower pace than gas prices. • The company's key fuel suppliers are Surgutneftegaz (33%), Gazprom (26%) and Access Industries (27%). • Some 76% of its total electricity output is generated at capacities located in the already energy-deficient Urals Integrated Energy System (IES). Fuel mix Black-oil 0,5% Black-oil 0,6% Forecast Deficitin generation capacity in 2011 г, GW Coal 26% Coal 39,5% Gas 60% Gas 73% • 2015 • 2007 *on-balace volume ofequivalent fuel independent suppliers *without taking new generation capacity Source:OGK-2, RAO UES of Russia

  5. Investment projects • OGK-2’s investments is aimed at commissioning new capacity at its current production sites in the energy-deficient and heavily industrialized regions. All new electricity volumes will be sold at free market prices. The free average electricity market price is above than electricity tariff. Serovskaya GRES + 660 MW Commissioning 2780 MW (by end 2012) Troitskaya GRES + 1320 MW Stavropolskaya GRES + 800 MW OGK2 offers strong exposure to the liberalization of Russia’s electricity market and expected profit growth.

  6. Liberalization scheme Electricity Capacity market • Starting from 2008, all regulated tariffs will be indexed with the tariff formula: the electricity wholesale tariff formula will make it possible to pass inflation, fuel costs and other expenses through to the end-tariff as of 1 January 2008. • New consumption not written into electricity balance for 2007 going directly on to the free market; and new capacity introduced after 1 January 2008 being 100% free from tariffs. • All energy is being traded according to predefined tariffs (two-sided agreements subject to regulations) • Under the regulated agreement, the company has to sell the amount of electricity defined by the FST balance at the FST tariff 2006 - 2007 • Transition model • Gradual liberalization of capacity trading (total capacity distributed through regulated agreements is reduced). The process is synchronized with electricity trading liberalization. • Available capacity is sold at the free market with no price regulations 2008 - 2011 • Targeted capacity trading • All output is being sold at the free market either through non-regulated two-side agreements or through the automated distribution system (ATS) 2012 - ... In 2007 OGK-2 sold 17 122,3 mln KWh at the free market. Source:RAO UES of Russia

  7. Free-market orientation Electricity tariffs and prices (RUB/MW.) Sale electricityin 2007 • OGK-2 is one of the largest sellers on the free market. • In 2007 30% of all generated electricity was sold on the free market. • The company actively trades the energy produced by other power generation firms 649 634 626 555 521 Mln. KWh Source:OGK-2 Source:OGK-2 Purchase and selling electricityon the free-market in 2007 (mln. KWh) Source:OGK-2

  8. Operating results Heat output, th. Gcal Electricity output, mln. KWh Source:OGK-2

  9. Financial results • Structure ofproceeds in 2007 Heat 1.8% Other 0.2% Capacity 22.5% Electricity 75.5% Source: russian financial report * Non-auditionrussian financial report; ** EBITDAbefore Reversal of impairment of property, plant and equipment, net and IPO costs • Total expenses without Reversal of impairment of property ,(mlnRUB) • Sales, (mlnKWh)* • Growth of revenue,(mln RUB) Source: 2005-2006 – IFRS; 2007 – non-audition russian financial report

  10. Assetsand liabilities $375 mln $904 mln **Source:MSFO * Fx average rates (rur / $): 2005 г. – 28,31; 2006 г. – 27,09; 2007 г. – 25,55

  11. IPOon LSE • ОГК-2’s sharesare traded on Russian MICEX and RTS stock exchanges and OGK-2 strives for best practice in corporate governance and investor relations. • Are traded on RTS (T+0 market) since July 17, 2006, listed as b-shares • Are traded on MICEX since July 19, 2006, listed as b-shares • Are traded on RTS (classic market) since July 20, 2006, listed as b-shares • OGK-2 GDR shares are traded on LSE since October 4, 2007 • OGK-2 IPO results: 6.25 bln shares, 24.967 bln RUB (>50% of the planned 42 bln roubles) – remarkable result considering tough market conditions. • Placement price: $0.16 ($16 for GDR, multiplier = 1:100). • Expectations: between $0.1475 and $0.18 Underwriters and bookrunners Со-manager

  12. OGK-2 Shareholder’s Equity structure • Post-reorganizationof RAO(from 1.07.2008) • Ordinary shares: 32 757 822 542. • Charter capital: 11 881 mln RUB (rounded). • Post-IPO (at present) • Ordinary shares: 32 732 921 913. • Charter capital: 11 872 mln RUB (rounded).

  13. RAO UES of Russia reorganization RAO UES liquidation OGK-2 Holding is created as a part of former RAO UES OGK-2 additional issue shares give the same rights as the main ones OGK-2 Holding becomes a part of OGK-2 OKG-2 Holding shares are converted into OGK-2 shares RAO UES shares are converted to OGK-2 shares Main and additional issue are merged OGK-2 shares to commence trading on the exchange Additional OGK-2 stock issue report is registered Antitrust Regulators give green light to OGK-2 reorganization Additional OGK-2 stock issue and issue prospect are registered Dec 2007 Oct 2008 Aug 2008 March 2008 Aug 2008 As a result of the second stage of the restructuring a number of independent companies (OGK, TGK, FSK etc.) will be created and the RAO UES will be liquidated OGK-2 Holding shares converted to OGK-2 shares are treated as additional issue OGK-2 shares until they are merged with the main issue in October 2008 1 Jul 2008

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