Fortum to Fully Divest Uniper Stake to the German State

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By Dominic Chopping

Finnish energy group Fortum Oyj said Wednesday it has agreed to sell its stake in Uniper SE to the German state in a move aimed at securing energy supply in Germany.

Uniper was Germany’s largest importer of Russian natural gas until recently but suffered heavy losses after Moscow cut supplies in recent months and was forced to buy gas on the market where prices have hit record highs.

The German state in July pledged to take a 30% stake in Uniper and extended credit lines as part of a bailout package, but Wednesday’s deal will replace that agreement, with Germany underwriting an 8 billion euro ($7.98 billion) capital increase and buying Fortum’s stake for around EUR500 million.

Upon completion of the capital injection and share purchase, the German state will own around 98.5% of Uniper.

Write to Dominic Chopping at dominic.chopping@wsj.com

By Dominic Chopping

Germany on Wednesday agreed a deal to nationalize energy supplier Uniper SE in a move aimed at securing energy supply in country.

Finnish energy group Fortum Oyj said it has agreed to sell its stake in Uniper to the German state, with Germany underwriting an 8 billion euro ($7.98 billion) capital injection and buying Fortum’s stake for around EUR500 million.

Uniper was Germany’s largest importer of Russian natural gas until recently but suffered heavy losses after Moscow cut supplies in recent months and was forced to buy gas on the market where prices have hit record highs.

In July Germany pledged to take a 30% stake in Uniper and extended credit lines as part of a bailout package, but since then the European energy crisis has escalated further and the severity of the situation mean that previously agreed measures are insufficient and difficult to implement, Fortum said.

To date, Uniper has accumulated close to EUR8.5 billion in gas-related losses and can’t continue to fulfil its role as a critical provider of security of supply as a privately-owned company, Fortum added.

Wednesday’s deal will replace July’s agreement, with Uniper issuing 4.7 billion new shares to the German state at EUR1.70 a share and state-owned bank KfW providing financing to Uniper according to its liquidity needs.

Germany will then buy Fortum’s 293 million shares in Uniper at EUR1.70 a share and finance the redemption of Fortum’s EUR4 billion shareholder loan granted to Uniper with Fortum released from the EUR4 billion parent company guarantee it had pledged.

Fortum held around 80% in Uniper at the time of July’s initial bailout, with that stake diluting to 56% after the deal.

As part of the deal Fortum will have a right of first offer in case Uniper intends to divest all or parts of its Swedish hydro and nuclear assets until the end of 2026.

“Today’s agreement provides clarity on the ownership structure, allows us to continue our business and to fulfil our role as a system-critical energy supplier,” Uniper Chief Executive Klaus-Dieter Maubach said.

“The amendment of the stabilization package announced in July was necessary against the backdrop of the further intensification of the energy crisis.”

Completion of the agreed transaction is currently expected by the end of this year.

Upon completion of the capital injection and share purchase, the German state will own around 98.5% of Uniper.

Write to Dominic Chopping at dominic.chopping@wsj.com



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