Uniper: Shareholders agree to nationalization

Dusseldorf, Brussels The shareholders of the gas importer Uniper cleared the way for the nationalization of the crisis-ridden company with a large majority on Monday. At an extraordinary general meeting, 99.46 percent voted for the capital increase provided for in the rescue package, 99.55 percent for an additional authorized capital of 25 billion euros.

Uniper had previously announced the conclusion of a framework agreement with the federal government. This shows that Uniper will not distribute any dividends until the end of the stabilization measures without the approval of the federal government. In addition, the Ministry of Finance will be responsible for the state participation in the group in the future.

Nevertheless, it was not Federal Minister of Finance Christian Lindner, but rather Federal Minister of Economics Robert Habeck who spoke up in Brussels on Monday immediately after the Uniper decision. He spoke of a “significant step that has never happened on this scale in the history of the federal government.” Uniper supplies a third of Germany with gas.

Habeck also said that Uniper had to reposition itself as part of the agreed strategy. “What is natural gas today must become renewable energy or hydrogen in the future.” And Habeck emphasized: “The German state is not a gas station. We really don’t want these companies.” Buying and selling gas is not a government task.

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At the beginning of the general meeting, Uniper boss Klaus-Dieter Maubach had asked the shareholders for approval of the planned nationalization. “The resolutions that are on the agenda of this general meeting are essential for Uniper,” he said.

Uniper has been making heavy losses for months

Without the necessary funds from the capital increases, Uniper’s continued existence is at risk. “To put it bluntly: If approval is not granted, we would have to review the so-called continued existence prognosis for our company very critically.” From the point of view of the Management Board, a possible insolvency would lead to a complete loss for the shareholders.

By far the largest German gas company, Uniper, has been making high losses for months because it has to find expensive replacements for missing gas deliveries from Russia. In the meantime, Uniper had to accept additional daily costs in the double-digit million range for replacement purchases, with losses of more than 200 million euros per day at the peak.

Uniper has therefore posted a total deficit of 40 billion euros, which is likely to accumulate as long as Uniper continues to have to comply with old supply contracts with its own customers. According to Maubach, there will actually be a loss of around 14 billion euros by the end of the year.

Uniper is a supplier to around 550 municipal utilities and around 500 other large industrial customers. The company thus plays a central role in the supply of natural gas in Germany. If Uniper were to go bankrupt, there would be fears of a domino effect, which would cause great difficulties for numerous Uniper customers and thus also for private households.

The general meeting should pave the way for the nationalization of the previous subsidiary of the Finnish utility Fortum. Among other things, she should agree to a capital increase of eight billion euros excluding shareholders’ subscription rights. The German state will thus become the new majority owner of Uniper and will hold around 99 percent of the shares in the future.

In addition, authorized capital of EUR 25 billion was created, also excluding shareholders’ subscription rights. This means that the state can inject up to 25 billion euros in the coming months. Together with the fixed eight billion euros, the state rescue could cost Uniper up to 33 billion euros.

Critical shareholder questions at Uniper’s Annual General Meeting

There was hardly any question that the planned rescue measures for Uniper would be approved at the annual general meeting. After all, Fortum alone held around 70 percent of Uniper shares. The approval of the Finnish major shareholder would have been sufficient.

The course of the general meeting did not suggest that more than 99 percent of the votes would be cast in favor of the rescue measures. There, Uniper CEO Klaus-Dieter Maubach and Deputy Supervisory Board Chairman Bernhard Günther had to ask a total of 292 shareholder questions. Many of the questions contained allegations that Uniper had made itself so dependent on Russia as a gas supplier and that the previous shareholders had to sell their shares to the state at the lowest possible price of 1.70 euros – or had to live with a tiny minority stake in the future.

Uniper makes high losses after gas supply stop by Russia

Before the planned capital increase can actually take place, the EU Commission must now examine the case under state aid law. Maubach told the Reuters news agency on Saturday that he was expecting conditions. This is common in such procedures. “We hope that the conditions are not too drastic.” According to Maubach, Uniper expects a decision from the Brussels competition authorities in the coming days.

According to information from the Handelsblatt, Brussels could demand that Uniper sell its Dutch business as part of the conditions. The company owns a gas and a coal-fired power plant there. The Maasvlakte coal-fired power plant in particular is considered attractive and could be valued at up to one billion euros if sold, an insider said.

>> Read about this: Unrest at Uniper – gas company will probably have to sell power plants

With a sale of the Netherlands business, Uniper would get off comparatively lightly. With a total power generation capacity of 1.6 gigawatts, the two power plants account for just seven percent of the Group’s total power plant capacities.

The company has significantly larger power plant capacities in Sweden, where it operates hydro, nuclear and oil power plants with a total of 4.2 gigawatts. On Monday, Uniper concluded an agreement with the previous main shareholder Fortum, according to which the Finnish state-owned company has a right of first refusal for the Swedish hydropower and nuclear energy business if Uniper wants to part with it. According to Uniper, it does not currently want to sell the power plants.

More: Germany opens its first own LNG terminal in Wilhelmshaven.

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