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Правительство одобрило покупку «Башнефти» «Роснефтью» за 330 млрд руб.
Фото: Andrey Rudakov/Bloomberg
Вице-премьер Игорь Шувалов подпсиал директиву госпредставителям в совете директоров «Роснефти» о покупке контрольного пакета «Башнефти». Но правительство еще не выпустило распоряжение о продаже компании
Правительство одобрило продажу «Роснефти» контрольного пакета акций «Башнефти» без проведения тендера, сообщило агентство Bloomberg со ссылкой на два источника. Сумма сделки составит около 329,6 млрд руб. ($5,3 млрд), сказал один из собеседников агентства, знакомый с текстом правительственной директивы. По словам другого собеседника Bloomberg, совет директоров «Роснефти» уже обсудил сделку.
О наличии правительственной директивы также сообщил «Интерфакс» со ссылкой на два источника, знакомых с документом. По их словам, последний предусматривает, что «Роснефть» должна направить на покупку 50,0755% «Башнефти» не более 330 млрд руб.
Источник РБК в Минэнерго России подтвердил, что такая директива выпущена. Минэкономразвития получило директиву, подтвердил РБК представитель ведомства. Представитель первого вице-премьера Игоря Шувалова, официальный представитель «Роснефти» Михаил Леонтьев и представитель ЛУКОЙЛа, второго из двух основных претендентов на покупку «Башнефти», от комментариев отказались. Первый вице-президент «Роснефти» Павел Федоров заявил ТАСС, что совет директоров компании принял «все решения, которые совет директоров должен был принимать». «Это вопрос к правительству», — сказал топ-менеджер в ответ на вопрос, поступила ли в «Роснефть» директива о покупке «Башнефти».
Позднее в четверг на сайте правительства было опубликовано официальное сообщение о директивах. Как отмечается в сообщении, они утверждены Игорем Шуваловым и предполагают, что члены совета директоров «Роснефти», представляющие государство, на голосовании должны поддержать покупку 50,08% «Башнефти» за сумму не более 330 млрд руб. Кроме того, на голосовании им предстоит поручить единоличному исполнительному органу компании (главе «Роснефти» Игорю Сечину) подписать договор купли-продажи акций, обеспечив последующее получение всех необходимых одобрений сделки в срок до 15 октября 2016 года, отмечается в сообщении.
Директива опубликована менее чем через неделю после того, как правительство объявило о возобновлении приватизации «Башнефти», отложенной в середине августа на неопределенный срок. По словам двух источников РБК в Минэкономразвития, Шувалов подписал директиву 1 октября — то есть в тот день, когда совет директоров «Роснефти» одобрил крупную сделку, не раскрыв ее деталей. «До 15 октября нужно успеть получить все необходимые согласования для закрытия сделки. Совет директоров «Роснефти» уже одобрил ее», — сказал один из собеседников РБК.
Способ продажи пакета акций «Башнефти» будет отражен в соответствующем итоговом распоряжении правительства, сказала советник министра экономичсекого развития Елена Лашкина.
Последние четыре месяца ВТБ и Сбербанк действовали как агенты правительства, собирая со всех участников рынка лучшие предложения по покупке госдоли в «Башнефти», рассказал источник РБК в «Роснефти». «Роснефть» также подавала предложение, и оно оказалось «лучшим с точки зрения цены», сказал он. «Что касается технической реализации процедуры продажи госдоли в «Башнефти», то она продается на основании распоряжения правительства. Это не тот актив, который нужно реализовывать на аукционе», — заметил собеседник РБК.
Еще один источник РБК в компании утверждает, что «Роснефть» по итогам закрытия сделки обязана будет сделать оферту миноритариям «Башнефти» по выкупу акций, но оценка должна быть проведена не ранее закрытия сделки и проведения суммы по счетам депо.
Отложенная приватизация
Изначально правительство планировало продать принадлежащие государству акции «Башнефти» в сентябре-октябре 2016 года. E&Y по заказу организатора сделки «ВТБ Капитала» оценила пакет в 297–315 млрд руб. Заявки подали «Роснефть», ЛУКОЙЛ, Независимая нефтегазовая компания, фонд «Энергия», Антипинский НПЗ, РФПИ, «Татнефть» и «Татнефтегаз».
Намерение «Роснефти» участвовать в приватизации не поддержали вице-премьер Аркадий Дворкович и помощник президента Андрей Белоусов. «Это же глупость какая-то, чтобы «Роснефть» участвовала — одна государственная компания участвовала в приватизации другой», — объяснял последний.
Несмотря на позицию чиновников, «Роснефть» отзывать свою заявку не стала. «А правительство выдало нам директиву, запрещающую участвовать в приватизации? Нет!» — комментировал глава «Роснефти» Игорь Сечин.
Сотрудник «ВТБ Капитала» рассказывал РБК, что юристы рекомендовали правительству принять распоряжение, которое закроет «Роснефти» доступ к покупке «Башнефти». В середине августа правительство отложило продажу госпакета «Башнефти» на неопределенный срок. Это было вызвано намерением избежать столкновений внутри российской элиты перед парламентскими выборами, писал Reuters со ссылкой на три источника в правительстве и отрасли.
Президент России Владимир Путин не комментировал ситуацию с приватизацией «Башнефти» до начала сентября, когда в интервью Bloomberg назвал «не лучшим вариантом» сделку, при которой «одна компания, подконтрольная государству, приобретает другую, чисто государственную компанию». В то же время он заметил, что в конечном итоге «для бюджета важно, кто даст больше денег при торгах», и исходя из этого «дискриминировать участников рынка» нельзя.
«Существенная сделка»
30 сентября Игорь Шувалов сообщил, что процесс продажи «Башнефти» возобновлен, а «Роснефть» допущена к приватизации. На следующий день глава Башкирии Рустэм Хамитов назвал «Роснефть» основным претендентом на госпакет «Башнефти».
В тот же день совет директоров «Роснефти» одобрил участие в «существенной сделке». Деталей компания не раскрыла: из ее сообщения следовало только, что речь идет о сумме более $1,5 млрд (устав компании предусматривает вынесение на совет директоров исключительно сделок, создающих обязательства или предполагающих расходы в размере более $1,5 млрд). На совете директоров было одобрено участие «Роснефти» в приватизации «Башнефти», говорили источники «Интерфакса» и подтвердил РБК сотрудник нефтяной компании.
3 октября «Коммерсантъ» со ссылкой на источники написал, что правительство рассматривает возможность продажи «Башнефти» напрямую «Роснефти» примерно за 325 млрд руб. ($5,2 млрд). В августе Bloomberg со ссылкой на двух высокопоставленных чиновников сообщил, что Сечин просил правительство разрешить «Роснефти» купить госпакет «Башнефти» за $5 млрд с премией к рынку.
Госпакет «Башнефти» может быть продан уже в октябре, говорил министр экономического развития Алексей Улюкаев.
Как менялась позиция власти по вопросу допуска «Роснефти» к приватизации «Башнефти»
Владимир Путин, президент России (1 февраля, цитата по BFM.ru) : «Подчеркну, контрольный пакет акций системообразующих компаний с госучастием нужно, во всяком случае сегодня, сохранять в руках государства».
Игорь Шувалов, первый вице-премьер правительства (11 июля, BFM.ru): «Нужно ли в таких условиях, когда совсем недавно мы переживали приобретение «Роснефтью» ТНК-BP, чтобы еще одного частного игрока компания приобрела? В этом есть вопросы, потому что ведь мы проводим приватизацию не исключительно для того, чтобы получить деньги в бюджет, но мы хотим видеть изменения в структуре экономики, мы хотим, чтобы у компании были достаточные стимулы для роста».
Аркадий Дворкович, вице-премьер правительства (28 июля, «Ведомости»): «Было принято решение не допускать к участию в приватизации компании, контролируемые государством, и речь идет как о прямом контроле, так и о косвенном».
Дмитрий Песков, пресс-секретарь президента (22 июля, «РИА Новости»): «Понимание такое, что непосредственно государственные компании не могут принимать участие, действительно есть, и действительно на этот счет было обсуждение, такое понимание было зафиксировано и в правительстве, и в администрации… Это не директива, не указ, это понимание».
Дмитрий Песков (26 июля, «РИА Новости»): «По формальной точке зрения «Роснефть» не является госкомпанией, это просто однозначно можно сразу сказать. Но, безусловно, существуют разные точки зрения на этот счет».
Андрей Белоусов, помощник президента (28 июля, «Интерфакс»): «Это же глупость какая-то, чтобы «Роснефть» участвовала: одна государственная компания участвовала в приватизации другой».
Алексей Улюкаев, глава Минэкономразвития (29 июля, «РИА Новости»): «С моей точки зрения, «Роснефть» — ненадлежащий покупатель для такого актива».
Дмитрий Песков (3 августа, «РИА Новости»): «Что касается участия государственных компаний и контролируемых государством компаний в процессе приватизации, то мы неоднократно говорили о доминирующем понимании того, что, конечно, эти компании не должны участвовать в процессе приватизации»
Алексей Улюкаев (4 августа, «РИА Новости») : «Госкомпании не должны участвовать в приватизации».
Владимир Путин (1 сентября, Bloomberg): «Имея в виду, что контрольный пакет находится у государства, наверное, это все‑таки не лучший вариант, когда одна компания, подконтрольная государству, приобретает другую, чисто государственную компанию. Это одна позиция. А вторая заключается в том, что в конечном‑то итоге для бюджета важно, кто даст больше денег при торгах, которые должны быть организованы в ходе приватизационного процесса. И в этом смысле мы не можем дискриминировать участников рынка, ни одного из них, но пока это не актуально, поскольку правительство приняло решение приватизацию «Башнефти» отложить».
Алексей Улюкаев (2 сентября, «РИА Новости»): «С точки зрения закона о приватизации 174, там есть текстуальная норма о том, что в случае, если сделка делается в интересах развития фондового рынка, технологии и так далее, на нее не распространяется требование о том, что компания, которая имеет 25% и больше [государственного участия], не допускается. Формально, исходя из этого положения, а также из того, что формально, напрямую она [«Роснефть»] не является государственной — а через «прослойку», то есть «Роснефтегаз», — формально она является допущенной [к приватизации «Башнефти»]».
Игорь Шувалов (3 октября, в рамках форума «Сочи-2016»): «Роснефть» не будет ограничена в том, чтобы участвовать в торгах».
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