International Private Equity Consortium Completes $625m Acquisition of Major Stake in Russian Power Producer Enel OGK-5

 International Private Equity Consortium Completes $625m Acquisition of Major
                  Stake in Russian Power Producer Enel OGK-5

AGC Equity Partners Joins Consortium with $175 Mln Investment, Marking Largest
Ever Middle East Private Equity Investment into Russia

PR Newswire

MOSCOW, May 14, 2012

MOSCOW, May 14, 2012 /PRNewswire/ --

A private equity consortium comprised of the Russian Direct Investment Fund
(RDIF), Xenon Capital Partners' Rusenergo Fund, AGC Equity Partners and the
Macquarie Renaissance Infrastructure Fund (MRIF) has completed the purchase of
a 26.43% stake in leading Russian power producer OJSC Enel OGK-5.

The investment by AGC Equity Partners, a private equity firm whose investors
are Middle East institutions, represents the largest private equity investment
in Russia by a Middle East investor to date.

Rusenergo Fund and AGC Equity Partners have each invested $175 million in the
transaction, while the RDIF and MRIF have invested $137.5 million each for a
total deal value of $625 million. The structure of the transaction allows for
an additional payment to the seller, though this is contingent on the
investment generating an attractive level of returns for the investor
consortium.

In addition to the largest Middle East investment into Russia, the transaction
represents the largest-ever private equity deal in the Russian power sector.
The consortium of investors becomes a partner of Italian energy company Enel,
the controlling shareholder in Enel OGK-5.

Natasha Tsukanova, Founder and Managing Director of Xenon Capital Partners,
said:

"We are delighted that this complicated transaction has now completed. This
closing cements our partnership with such high quality investors as RDIF, MRIF
and AGC, a private equity firm which represents a consortium of Gulf and
Middle East institutional investors. All together, we now look forward to
working closely with the management of Enel OGK-5, who we rate very highly."

Kirill Dmitriev, CEO of the RDIF, said:

"We are delighted to welcome leading Middle East investment firm AGC Equity
Partners to our consortium as we close this landmark transaction. This
consortium of private equity investors has acquired a blocking stake in the
premium asset of the Russian power sector at an attractive valuation. The
transaction represents a strong vote of confidence from leading international
investors for the Russian utilities industry."

Walid Abu-Suud, Co-CEO of AGC Equity Partners, said:

"We are delighted to be executing our first transaction in Russia, a
high-growth market with under-tapped investment potential. The opportunity to
co-invest alongside Russia's new sovereign private equity vehicle RDIF and
other distinguished investors gave us additional confidence as we pursued a
stake in this world-class energy asset."

Damian Secen, CEO of MRIF, said:

"Enel OGK-5 is a high growth, high quality asset, with an excellent management
team developed by Enel. MRIF is looking forward to bringing global
infrastructure financing, investment and management expertise to the table."

The seller, INTER RAO UES, plans to use the proceeds from the transaction to
fund its investment program, which is focused on building additional power
generation facilities in Russia.

Notes for editors

OJSC Enel OGK-5 is a leading Russian wholesale producer of power and heat.
Enel OGK-5 is a dynamically developing company headquartered in Moscow with
four production branches around Russia: in the Urals region - Reftinskaya GRES
and Sredneuralskaya GRES, in the northern Caucasus - Nevinnomysskaya GRES, and
in Central Russia - Konakovskaya GRES. The gross installed capacity of the
company's power plants is 9576 MW for power and 2448 GCal/h for heat. In
addition to the shareholding acquired in this transaction, the stake of Enel
Investment Holding B.V. the in the share capital of the company is 56.43%, the
stake of European Bank for Reconstruction and Development is 5.12% and the
stake of other minority shareholders - 12.02%. Additional information is
available at http://www.ogk-5.com.

Russian Direct Investment Fund (RDIF) will be capitalized with USD 10 billion
in Russian government funds over the next five years and is charged with
making equity investments that generate strong returns, primarily in Russia.
In each investment it makes, the RDIF is required to secure co-investment that
at minimum matches its commitment, thus acting as a catalyst for direct
investment into the Russian economy. Additional information is available at
http://www.rdif.ru.

Established in 2009, Xenon Capital Partners is an investment and advisory firm
focused on the Russian energy sector. Xenon acts as the investment advisor to
Rusenergo Fund, Russia's largest power fund, which is invested in equities of
Russian electricity generation and distribution companies. Rusenergo Fund is
by far the largest Russian power fund. In the corporate finance space Xenon
has been acting as a financial advisor to leading energy companies in complex
financial and strategic transactions. http://www.xenoncp.com.

AGC Equity Partners is a global alternative asset investment firm operating
from offices in London and the Middle East. It is created to capitalise on the
opportunities presented by the changing environment for investing in
alternative assets. AGC Equity Partners adopts a variety of strategies
predominantly in the private equity space. Additional information is available
at http://www.agcequitypartners.com.

Macquarie Renaissance Infrastructure Fund (MRIF) is jointly managed by
Macquarie and Renaissance. It is the first major private fund dedicated to
investing directly in infrastructure in Russia and other key CIS markets. MRIF
has a diversified portfolio with interests in transportation (Brunswick Rail),
power (GSR Energy) and telecommunications (Russian Towers) infrastructure.
MRIF continues to actively seek quality investments.

Quinn Martin
Tel +7-495-797-3790
quinn@frontierpr.com

SOURCE RDIF, Xenon Capital Partners', AGC Equity Partners, MRIF
 
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