08.06.2004 06:58:00 GMT
Top Polish fuel firm PKN Orlen to set more precise price for Czech Unipetrol in early July
Warsaw. (Interfax-Europe) - Top Polish fuel firm PKN Orlen will be able to set a more precise price for Czech fuel holding Unipetrol on July 4, after current shareholders of Unipetrol's refining subsidiary, Ceska Rafinerska, decide whether to use their preemptive rights to buy a 51% stake in the Czech refiner.
On Friday, June 4, Orlen signed an agreement to buy 63% of Unipetrol for CZK 13.05 bln (EUR 418 mln), though that price can still be adjusted - down by as much as 25%, up by as much as 15% - based on audits by the buyer before the sale is finalized. The deal, to be finalized in September, includes stakes in some subsidiaries, but stipulates that Polish fuel concern must sell, or offer to sell, other assets held by Unipetrol. The refinery's sale would drive Unipetrol's price down.
Currently, global oil concerns Shell, Conoco Philips and Agip together own 49% of the Ceska Rafinerska refinery. Orlen officials expect to retain control of the refinery, as they say it is unlikely that any of the three firms would buy the 51% stake currently held by Unipetrol.
"We estimate this risk to be a small one," PKN Orlen Vice President Janusz Wisniewski told a news conference on Monday. "The greatest interest could come from Shell, but we would like to underline our cooperation with the company; swap transactions we have signed with Shell indicate that our cooperation is going in the right direction. Agip's interest in expanding in Central Europe is low, while in case of cooperation with Conoco, we have defined our areas of cooperation, so I am optimistic about that."
"To become the full owner of Unipetrol, PKN Orlen also needs a green light from the EU's antimonopoly office," Orlen President Zbigniew Wrobel said, maintaining that the company plans to finish the entire transaction in September.
The Polish firm will acquire over 114 mln bearer shares in Unipetrol, which, as the company underlines, will strengthen its position as the leading Central and East European downstream oil and petrochemicals player, and demonstrate that PKN Orlen is spearheading consolidation in the region.
Orlen claims that the transaction is unlikely to negatively influence its credit ratings.
"This transaction is not a threat for the rating. The recent Fitch move to place the Orlen's rating on watch negative is a standard procedure in such cases," Orlen Vice President Slawomir Golonka said.
PKN Orlen will pay 10% of the total purchase price, or CZK 1.31 bln, within 15 days of the contract's June 4 signing.
Following the acquisition of Unipetrol, PKN Orlen will launch a mandatory tender offer to acquire the interests of minority shareholders in Unipetrol and its listed subsidiaries, Spolana and Paramo. The tender is would likely take place no earlier than the fall of 2004, after Orlen becomes full owner of Unipetrol.
PKN Orlen has also agreed to sell some of Unipetrol's assets to global oil and gas company ConocoPhillips and to Agrofert, the Czech Republic's No. 2 chemical group. While Agrofert will buy non-core assets, such as agricultural commodity, pesticide and chemical firms, ConocoPhillips will buy one-third of the petrol stations currently owned by Unipetrol subsidiaries. The ConocoPhillips and Agrofert transactions are expected to close by end-2005.
The Unipetrol group consists of 100%-owned subsidiaries Chemopetrol, Kaucuk, and Benzina, and the majority-owned subsidiaries CeRa (51 %), Paramo (74%) and Spolana (80%).