Kommersant, Russia
Dec 18 2004

Air Transport 2002-2004

Indicators for the Russian transportation system have steadily
improved in the last four years. For example, freight turnover
increased 7.9% compared to 2000. Last year, 285.7 million tons of
freight were shipped through Russian ports (compared to only 92.7
million tons through Baltic and Ukrainian ports). The increase in
freight volumes was mainly due to bulk cargo transport (oil and
petroleum products), which showed a 17.6% increase based on the
results of 2003 (compared to 1.5% for dry cargo).

Photo: Yury Martyanov

Indicators for air and rail transport also increased steadily,
averaging 10% per year. Domestic and international airlines carried
31 million people in 2003, which according to data of the RF State
Statistics Committee (Goskomstat) is 10.7% more than in 2002. In
2003, Russian railways transported 1.161 billion tons of freight
(7.1% more than in 2002) and 1.3 billion passengers (an increase of
2.6%).

At the same time, even according to official information, the
condition of transportation facilities and infrastructure leaves much
to be desired. For example, there are 18 291 vessels used in Russian
inland water transport but only 354 of them are less than 10 years
old. And only half of the 3830 airplanes and 1967 helicopters are
actually used. Depreciation of railway rolling stock is nearly 60%.

History: 2000–2004

During the first four years of Vladimir Putin’s presidency, many
transportation companies changed owners. Not without scandals, of
course; but these shifts essentially had no effect on the state of
the industry.

History of Aviation on the Ground

At present, there are 423 airports in Russia, almost all of them
state-owned. Despite the fact that the government promised last year
to get out of the airport business in the near future (this is
stipulated in Russia’s transportation strategy) and transfer airports
to private hands, Vladimir Putin’s first presidential term showed
that this process will be neither quick nor easy.

In June 2000, Aeroflot (51% state-owned) announced plans to construct
a third terminal at Sheremetevo International Airport (100%
state-owned). Aeroflot is Sheremetevo’s main carrier and knows better
than anyone that the airport’s traffic capacity and infrastructure
have not met real needs for a long time. However, things have not
progressed beyond leasing 50 ha of land in Khimkinsky District and a
pompous laying of the cornerstone. Aeroflot’s management and the
bureaucrats disagree on who should build the new terminal and manage
the existing one.

Last year, Alfa Group, which had previously never owned any
transportation assets, lobbied in Mikhail Kasyanov’s government for a
tender to select Sheremetevo’s management company for three years and
won it, beating out a consortium of Aeroflot and the National Reserve
Bank. At the time, Valery Okulov, Aeroflot’s general manager, even
threatened to change the company’s base airport, but the winner (OAO
Alfa Sheremetevo, 100% owned by Alfa Group affiliate Alfa-Eko M)
produced a group of foreign partners with whom it planned to tackle
Sheremetevo Airport. According to Igor Baranovsky, the head of Alfa
Sheremetevo, the amount of investment required to reconstruct and
modernize the airport and construct a third terminal is estimated at
$1.5-2 billion.

However, the tender results were not approved. Under pressure from
Aeroflot, Mikhail Fradkov’s government effectively disavowed them. In
early June, the prime minister instructed Aeroflot and Alfa Group to
reach an agreement on joint management of the airport. So far, they
have only determined the legal aspect of Aeroflot’s entry into the
management company. On July 6, Aeroflot’s board of directors approved
the following plan in principle: Alfa-Eko M and Aeroflot would set up
OOO Airport Management, to which they would transfer 100% of the
management company’s shares. The ratio of the partners’ stakes in the
new company remains an open question. The negotiations will probably
be protracted, and it is not inconceivable that the partners will use
their lobbying resources more than once to turn the situation to
their own advantage.

Vnukovo, Moscow’s third-largest airport after Sheremetevo and
Domodedovo in terms of passenger flows, was the first to actually be
privatized and was handed over by the federal authorities almost
without a fight. Until November 2003, 60.88% of the shares of AO
Vnukovo Airport (owns the Vnukovo 1 terminal) belonged to the RF
Ministry of State Property, but the Aviation Oil Company (ANK) had
actually been controlling all of Vnukovo’s airport business for a
long time. ANK refuses to disclose the ownership structure, but
according to some reports, the largest co-owners are the father and
son Anatoly and Vitaly Vantsev. The Vantsevs maintain that they only
own the manager’s block, the exact size of which is unknown.

ANK owns ZAO Vnukovo Invest [the owner of a second large block
(38.2%) of AO Vnukovo Airport], 75% of AO Vnukovo International
Airport (the remaining shares belong to the Moscow government), 60%
of ZAO Fuel Supply Complex (Toplivozapravochny kompleks;TZK), 50% of
ZAO Fuel Supply Company (Toplivozapravochnaya kompaniya), and more
than 50% of AO TZK Prima Fuel.

In April 2002, Moscow mayor Yury Luzhkov sent Vladimir Putin a
proposal to transfer shares of Vnukovo Airport against repayment of
arrears on subsidies to Moscow for carrying out its metropolitan
functions. A year later, the parties agreed in principle to transfer
the shares, worth an estimated $1.74 billion; and Vladimir Putin
signed the corresponding decree in November. According to Vitaly
Vantsev, OAO Vnukovo International Airport’s general manager, there
was no redistribution of the shares or their transfer to the
management of a single structure, as Vnukovo’s owners had originally
planned; however, OAO Vnukovo Airport was chosen as coordinator of
the modernization plan for the entire Vnukovo Airport complex with
the rank of management company. A total of $300 million is supposed
to be invested in Vnukovo by 2007 and another $200 million by 2008.

ANK also wants to buy the state-owned terminal at Sochi Airport,
where the company already has a fuel supply business. According to
Vlast’s information, the deal could be worth $70-80 million, with
provision of a further $30-40 million of investments. “This will
probably be by tender, and we’re planning to participate,” says
Vitaly Vantsev.

The Russian government’s transportation strategy assumes that
redistribution of airports will continue. Up to now, the airports
have not been separated from the 71 airlines (24 of these are joint
stock companies, and 47 are state unitary enterprises). Given that
sometimes the state owns only the runways and airport buildings but
business runs the private structures, the restructuring will not be
easy.

History of Aviation in the Air

There have been some overall changes in air traffic in the past four
years. As before, more than 200 companies are involved in this
business, but only five airlines account for half of all passenger
traffic: Aeroflot – Russian Airlines, Sibir, Pulkovo, Krasnoyarsk
Airlines, and UTair (formerly Tyumenaviatrans). Interestingly enough,
the state has stakes ranging from 25.5% to 100% in each of the five
leaders except UTair. In the experts’ estimation, this coupled with
the effect of more progressive private management has allowed the
carriers to become leaders.

Sibir, controlled by a couple from Novosibirsk, Vladislav (general
manager) and Natalya (his deputy) Filev, has been expanding its
business more aggressively than the others in the past four years.
Sibir’s expansion on the air transport market began with Vnukovo
Airlines (VAL), which was in second place in traffic volumes in the
mid-1990s, but by 2000 was virtually bankrupt. In 2001, Sibir’s
management announced the start of a merger of the companies. But when
it was discovered that VAL had debts of nearly 1 billion rubles and
creditors blocked the merger several times by legal means, Sibir
simply bought 37 of the Moscow carrier’s airplanes, which had
previously been moved to subsidiaries set up by VAL’s management.
Vnukovo Airlines was declared bankrupt in 2003.

In summer 2002, Sibir became a co-owner of Armavia Airlines founded
by a group of Armenian businessmen using leased Tu-134’s, Tu-154’s,
and a leased Airbus-A320. Sibir has still not officially confirmed
this information, calling cooperation with Armavia a “strategic
alliance”.

Finally, in May of this year, Sergei Yashin, a co-owner of
Chelyabinsk Airlines (ChAP), sold 54% of his company’s shares to
structures owned by Vladislav Filev. As a result, Sibir acquired
Chelyabinsk Airport, a fuel-supply facility, a fleet of 16 Tu-154,
Tu-134, and Yak-42 airplanes, and the means to increase passenger
flows by at least 500 000 people. Experts estimate that the deal was
worth $10 million. Yashin’s former partner and minority Chelyabinsk
Airlines shareholder, Evgeny Razumov, opposed the sale and the
arrival of new owners. The confrontation between the parties is
proceeding in the finest traditions of shareholders’ wars: reciprocal
lawsuits and seizures of Chelyabinsk Airport and the Moscow office of
ChAP subsidiary Enkor. Nevertheless, in early July, Sibir’s
management officially announced the start of operations at ChAP, and
the company has begun flights between Moscow and Chelyabinsk.

UTair, one of the world’s largest helicopter operators (184
machines), changed owners at the end of June when the Administration
of Khanty-Mansi Autonomous Area (KhMAO) and the mayor of the city of
Surgut, who owned nearly 45% of UTair’s shares, sold their holdings.
The new owner has not been disclosed, but sources closely connected
with the deal say it is the oil company Surgutneftegaz. In fact, oil
companies make up a large proportion of UTair’s clients, and the
company has a well-developed infrastructure in a number of Russian
oil towns. Aleksandr Filipenko, the governor of KhMAO, strongly
recommended to oil companies that they buy the airline. Neither UTair
nor Surgutneftegaz has officially confirmed the deal, but according
to Andrei Martirosov, the airline’s general manager, the owner is a
company “well known in the autonomous area and outside”.

History of the Ports

The last four years have been notable for the mass arrival of new
owners at Russian ports – metallurgical, oil, chemical, coal, and
even agricultural companies have bought their shares. ZAO
Severstaltrans (SST) started the trend – Aleksei Mordashov, head of
the Severstal Group, and Konstantin Nikolaev, the head of
Severstaltrans, set up the company on a parity basis in 1996. The
peak of the new transportation company’s activity happened to
coincide with the past four years.

In 2001, SST began buying up shares of OAO Eastern Port (Vostochny
port), the largest port in the Far East, which had been controlled
for eight years by American businessman Kenneth Dart and his partner
Andrew Fox (they owned 36% of the shares). By the end of the summer,
SST had acquired nearly 60% of the shares; today it controls 68.64%.

Eastern Port is fourth in Russia’s hierarchy of ports. It is located
in deep-water, ice-free Wrangel Bay in the Sea of Japan and is
capable of handling large-capacity vessels (up to 150 000 tons). The
oil company Rosneft came here in April of last year. Rosneft’s board
of directors approved the acquisition of 100% of the shares of ZAO
Eastern Oil-Loading Terminal (Vostochny neftenalivnoi terminal; VNT)
from OAO Eastern Port. The deal is worth an estimated $18 million,
and Rosneft will have to invest about another $30 million to finish
building the terminal. After commissioning the first phase of VNT,
the company plans to export up to 4.5 million tons of petroleum
products per year through it.

In January 2002, Severstaltrans was the winner at a Russian Federal
Property Fund (RFFI) auction for the sale of 34% of the shares of
Taganrog Commercial Seaport (TMTP). The company paid 75.14 billion
rubles for one-third of TMTP, one of the so-called small ports on the
Sea of Azov with potential freight turnover of 1.5 million tons per
year. As a result, Severstaltrans became the largest port owner after
the state by consolidating 39% of the shares (51% of the voting
shares). A new 400 000-ton capacity grain berth went into operation
in the same year, and construction began on three more. But at the
end of the year, Severstaltrans sold its share block to grain trader
Karavai Plus Agroindustrial Corporation (APK Karavai Plus).

This year, SST got rid of another port asset acquired two years ago.
At the end of June, the company sold 69.4% of the shares of Tuapse
Commercial Seaport [Tuapsinsky MTP, on the Black Sea] to Novolipetsk
Iron and Steel Corporation (NLMK). The amount of the deal has not
been disclosed, but analysts believe the shares cost NLMK twice as
much as Severstal, which spent about $45 million on consolidating the
shares in 2002. Severstaltrans (port assets make up a fifth of all of
the holding’s assets) explained that it had sold the shares in order
to shift money to the railway sector, specifically towards the
purchase of rolling stock and locomotives.

NLMK in turn had been the only remaining Russian metallurgical
company without its own transportation assets. However, it quickly
got down to business and bought a controlling interest in OAO Port of
St. Petersburg (Morskoi port Sankt-Peterburg) from Nasdor Anstalt
(controlled by State Duma deputy Vitaly Yuzhilin and his partner
Andrei Kobzar). The amount of the deal has not been disclosed, but
market participants estimate it was worth at least $100 million.

Other companies also became port owners between 2002 and 2004,
including Magnitogorsk Metallurgical Plant (MMK, or Magnitka), which
bought about 23% of the shares of OAO Vladivostok Commercial Seaport
(Vladivostoksky MTP), Evrazholding [owns 91.5% of the shares of
Nakhodka Commercial Seaport (Nakhodsky MTP)], Mechel [80.2% of Poset
Commercial Port (Torgovy port Poset)], and AO Alliance Oil Company
[NK Alyans; owns a 65.84% share in the capital of Nakhodka Commercial
Petroleum Port (Nakhodsky neftenalivnoi MTP)]. Norilsk Nickel
(Nornikel) increased its stake in Archangelsk Commercial Seaport
(Arkhangelsky MTP) to 53%.

History of Shipping

Of Russia’s four largest shipping companies – Novoship, Sovkomflot,
and the Primorye and Far Eastern shipping companies – only the last
two have undergone changes. In June 2002, offshore companies closely
associated with ex-Minister of Fuel and Energy and ex-State Duma
deputy Sergei Generalov consolidated a 60% block of shares of Far
Eastern Shipping Company (DVMP), which specializes in worldwide
container traffic. The shares were acquired from a number of small
private investors.

The shipping company changed its general manager in September, when
Aleksandr Ambrosov from Sovkomflot replaced government representative
Aleksandr Lugovets, who until 2000 had been the deputy of former
Minister of Transport Sergei Frank. This can be considered a defeat
for the bureaucrats, since Frank had always zealously defended the
presence of government officials in large shipping companies. At the
last shareholders’ meeting, disputes broke out between the
representatives of majority shareholder S.V.G. Holding S.A. and the
government (20%) over the amount of dividends on the results of 2003.
The government insisted on increasing them, but the principal
shareholder thought it was better to direct profits to the reserve
fund and to upgrading DVMP’s fixed assets.

Primorye Shipping Company (PMP) did not change owners. Its management
headed by Aleksandr Kirilichev, which controlled nearly 70% of the
company’s shares, tried to protect it from a hostile takeover in
January 2003. In 2003, the entire block was transferred to a nominee
holding of depositaries of ZAO ING (Eurasia) and ZAO Depositary and
Clearing Company.

Magnify
A year later, Kirilichev, who had been at the helm of PMP for more
than 10 years, also faded into the background. His first deputy,
Aleskandr Popravko, became general manager in May of this year, and
Kirilichev decided to concentrate on solving strategic problems of
expanding shipping as chairman of the board of directors. According
to Natalya Mironova, the head of PMP’s press service, the general
manager himself initiated the lateral move, because he believed that
“there are already good managers in shipping”. PMP stubbornly denies
the theory that the staff changes were made just before a major
change of owners.

Changes may also affect Sovkomflot and Novoship during Vladimir
Putin’s second presidential term. Several months ago, rumors appeared
that Sergei Frank, now an aide to the prime minister, is hatching
plans to merge the companies and is ready to head the new structure.
Of course, there is still no confirmation of this information. The
mechanism of the merger is also unclear. Unlike wholly state-owned
Sovkomflot, Novoship is only 50% state-owned.

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–Boundary_(ID_iURF6VmLC+b7gYN+yHJdyQ)–
From: Baghdasarian