The Federal Government, Uniper and Fortum Oyj have today agreed on an amendment to the package of previoius measures that will ensure the long-term stabilisation of Uniper in light of the further deteriorating situation in the energy markets. The new stabilisation package focuses on three core elements: capital increase, gas surcharge, and KfW credit line.
The package announced in July provided for a capital increase of around €0.3bn and a mandatory convertible instrument of €7.7bn, but now Uniper’s financial stability is set to be secured in one go, with a capital increase of €8bn at an issue price of €1.70 per share.
An additional component is a right of first offer for Fortum if Uniper decides to sell the Swedish hydro or nuclear business – or parts thereof – in the future. This right is limited in time until December 31 2026, although Uniper currently says it has no intention to sell those businesses.
The shares issued as part of the capital increase will be subscribed exclusively by the Federal Government. Additionally, the Federal Government will acquire the Uniper shares currently held by Fortum for €1.70 per share, resulting in a Federal Government stake of approximately 99% in Uniper.
The gas price surcharge is expected to take effect from October 1, and be valid until September 30, 2024.
By introducing the surcharge, the German government ensures that the financial burden is distributed more evenly among end consumers than it would have been the case under a statutory price adjustment mechanism applying to bilateral gas supply contracts.
State-owned bank KfW will provide financing to Uniper. The potential need for additional financing will essentially depend on when the payment of the gas surcharge is made to Uniper, which is intended to cover costs for the replacement procurement of gas, and how Uniper’s margining situation develops given the volatility in the commodity markets.
Düsseldorf-based Uniper, which operates in more than 40 countries, already extended KfW Bank credit lines to €13bn at the end of August. The credit line provided by Fortum, consisting of a €4bn shareholder loan and €4bn guarantee line, will be replaced by the Federal Government following the acquisition of the Fortum stake.
The measures remain subject to the withdrawal of Uniper’s lawsuit against the Netherlands in connection with the Energy Charter Treaty (ECT), as well as regulatory approvals in various jurisdictions, including state-aid and merger control approvals from the EU Commission.
Uniper plans to hold an Extraordinary General Meeting in the fourth quarter to obtain shareholder approval for the measures.
Uniper CEO Klaus-Dieter Maubach said today’s agreement provides clarity on the ownership structure, and allows business to continue.
He said, ”This secures the energy supply for companies, municipal utilities, and consumers. The amendment of the stabilisation package announced in July was necessary against the backdrop of the further intensification of the energy crisis. We are committed to doing our part to overcome this crisis and to restructure the energy supply in this country.”
Uniper Global Commodities SE and the Dutch Vesta Terminals B.V. recently signed a Memorandum of Understanding to evaluate the feasibility of refurbishing and expanding an existing storage facility with the aim to create the first green ammonia hub ‘Greenpoint Valley’ in North-West Europe.
Uniper intends to book capacity in the terminal to create an entry point into the region for green Ammonia and Hydrogen, which will further strengthen security of supply in Europe.
Vesta Terminals in Vlissingen currently have 60,000 cu m of refrigerated storage capacity built for ammonia and as a future hub will be able to handle initial throughput capacity of 0.96 mtpa. At Wilhelmshaven, Uniper is building the first LNG import terminal in Germany and also planning an import terminal for green ammonia.
Uniper is also collaborating with JERA on developing initial production of 2 mtpa of clean ammonia with expansion potential up to 8 mtpa, to accelerate production and supply of zero-carbon fuels from the US for use in the US, Europe, Japan, and greater Asia.