Deripaska Rebound From Near-Crash Stares Down Potanin
On a Sunday afternoon in January, Russian billionaire Oleg Deripaska gets ready to leave his sprawling mansion in Zhukovka, a wealthy suburb of Moscow where his neighbors include President Dmitry Medvedev and Prime Minister Vladimir Putin. His children, Pyotr, 9, and Marusia, 7, burst in the door, greet their father and run happily down the long hallway. His wife, Polina, who is publisher of the Russian edition of the magazine Hello!, prepares to welcome guests for a party celebrating the Russian Orthodox New Year, Bloomberg Markets magazine reports in its April issue.
As snow crunches underfoot, Deripaska, who heads Moscow- based aluminum producer United Co. Rusal, walks around his compound. The estate is surrounded by a 14-foot- (4-meter-) high brick wall patrolled by beefy security guards. He points beyond a white stucco building, saying his mother lives on the other side.
The 43-year-old metals magnate grew up poor in a Cossack village in southern Russia, and he has re-created a slice of his rural roots in Zhukovka. In addition to a pool and a studio where he practices yoga in the morning, the compound houses seven horses and six dogs, including one named Aristotle.
“I have my best horse here, a stud,” he says.
Deripaska has spent relatively little time in Zhukovka since the financial crisis pummeled his metals empire in late 2008, pushing him off his perch as Russia’s richest man. Rusal had accumulated $17 billion in debt in a bull market acquisition binge and struggled to make payments when the value of the assets that had been pledged as collateral collapsed.
Deripaska responded by creating what he calls a war room at Rusal’s headquarters in Moscow, where he worked around the clock for a year renegotiating his debts with more than 70 banks before reaching a deal in December 2009.
Today, Deripaska is back. He owns 47.4 percent of Rusal, the world’s biggest aluminum maker, which in turn has a 25 percent stake in OAO GMK Norilsk Nickel, Russia’s largest mining company.
The Norilsk stake has put Deripaska at the center of Russia’s biggest corporate battle as the mining giant tries to buy him out. In February, Norilsk offered Rusal $12.8 billion for 20 percent of the company to end a feud over its management. Norilsk produces both nickel and palladium, a mineral crucial to the production of catalytic converters in automobiles.
A physics graduate who worked in security in the Soviet Army, Deripaska survived the violent dividing of spoils after the collapse of the Soviet Union through a combination of book smarts and street smarts. Deripaska is still fighting his fellow billionaires for primacy in the boardroom as he struggles for control of Norilsk.
Deripaska is a leading member of a club of billionaires in Russia and beyond that has won, lost and regained fortunes in one of the greatest commodities booms in history. Prices of commodities from metals to foods began rising in 2001, reaching records in 2007 before plunging during the financial crisis.
They’re now flying high again. The price of aluminum rose 20 percent in the 12 months through Feb. 18. Nickel’s value jumped 41 percent in the same period, palladium 94 percent.
Soaring commodities prices have enriched industrialists such as Deripaska around the world. Others include Brazil’s Eike Batista, head of a commodities empire that includes iron ore miner MMX Mineracao & Metalicos SA; Anil Agarwal, founder of Vedanta Resources Plc, India’s largest copper producer; and Andrew Forrest, chief executive officer of Australian iron ore producer Fortescue Metals Group Ltd.
Transfer of Wealth
“There’s been an enormous demand from China for commodities since 2001,” says Michael Lewis, head of commodities research at Deutsche Bank AG in London. “It’s an unprecedented event. There’s been a massive transfer of wealth from the developed world, which is relatively resource poor, to the emerging markets, which have an enormous share of commodities.”
The boom has had its downside. The surge in prices has helped ignite inflation from the U.K. to China and Russia, creating a dilemma for central banks around the world worried about how to stimulate economies while tempering price spirals.
The unrest that gripped Egypt beginning in January was driven in part by skyrocketing food prices; annual food price inflation in the country is 18.9 percent.
Like fellow Russian magnates Mikhail Prokhorov and Vladimir Potanin, Deripaska remains resolutely bullish about demand for the metals he produces. He says the gusher of new money will eliminate Rusal’s remaining $12 billion in debt in the next four years without doing a deal.
Thank You, Asia
“The whole industrial world should thank Asia,” he says, sipping green tea while giving his first interview ever at his home. “There are 3 billion people who are about to become more- active participants in economic life: Chinese, Indians, Latin Americans, Africans. They will demand much more infrastructure, equipment, new plants.”
In January 2010, Deripaska listed Rusal’s shares on the Hong Kong stock exchange, raising $2.24 billion. The company’s full market capitalization as of Feb. 21 was $25.6 billion. The listing attracted some big-name investors, including hedge-fund manager John Paulson of Paulson & Co.; Hong Kong billionaire Li Ka-shing of Cheung Kong (Holdings) Ltd.; and Nathaniel Rothschild of NR Investments Ltd. Muammar Qaddafi’s Libyan Investment Authority also bought shares, before the recent turmoil in that country.
By doing the listing in Hong Kong, Deripaska made a gesture toward what he regards as one of his principal markets, China.
“You have billionaires and very influential people around the table,” says Rob Edwards, a London-based metals analyst for Renaissance Capital in Moscow. “They’ve been effective about opening these conduits between China and Russia.”
QE Helps Commodities
Deripaska says governments and central banks in Europe and the U.S. have helped drive up prices through deficit spending on stimulus packages; so has the U.S. Federal Reserve’s quantitative easing program, in which it pumps money into the economy by buying government bonds.
“The whole package of stimulus measures and QE helped us,” he says.
Beyond metals, Deripaska also owns a stake in one of Russia’s largest insurance companies, OAO Ingosstrakh; a Siberian power company called EuroSibEnergo that he is planning to list in Hong Kong later this year; construction firms helping to build infrastructure for the 2014 Winter Olympics in Sochi; and GAZ Group, a truck and bus producer that he acquired in 2000.
His empire now has assets worth $21 billion.
A Deal with GM
One potentially valuable holding is his 65 percent stake in GAZ, which on Feb. 1 announced an agreement with General Motors Co. to produce 30,000 Chevrolet Aveo sedans and hatchbacks per year at its plant in Nizhny Novgorod. GAZ and Wolfsburg, Germany-based Volkswagen AG, Europe’s biggest carmaker, said in January that they’re negotiating to build as many as 100,000 VWs a year to feed the growing Russian car market.
Deripaska became a devotee of the lean production techniques known as the Toyota Way as he sought to turn around GAZ. He’s now using the principles in his aluminum smelters to standardize production and cut costs.
Deripaska is tending to his smelters with one hand and fighting Russia’s biggest investor battle with the other. Potanin, Norilsk’s other major shareholder, wants him to sell Rusal’s stake in the nickel giant. He has refused, only to get higher and higher offers for Rusal’s 25 percent stake.
In October, Potanin offered $9 billion for the holding. In mid-February, Norilsk raised its offer, saying it would buy all but 5 percent for $12.8 billion -- representing what was at the time a 43 percent premium to the company’s share price. Norilsk says it has lined up at least eight banks to finance the bid. Rusal must decide on the offer by March 4.
The bid has split Rusal shareholders. Prokhorov, the billionaire who owns 17 percent of Rusal, says the latest offer is a fair price.
“The situation has obviously come to a dead end, so one of the parties should take the decision to sell,” he said in a statement.
Other major shareholders have remained silent, including Viktor Vekselberg, whose Sual Partners owns 15.8 percent, and Ivan Glasenberg of Glencore International AG, the world’s largest commodities trader, which owns 9 percent.
Before the latest offer, Deripaska said he viewed his holding as a strategic bet on the continuation of the commodities rally.
“It’s a great asset,” he says. “We’re just at the beginning of the new cycle.”
The contest is being fought with shareholder votes and strategic share purchases. Fifteen years ago, when Deripaska was getting started in the metals trade, the fight for market share was carried out with guns. In the “aluminum wars” of the 1990s, dozens died and many more were wounded, including two of Deripaska’s managers.
President Medvedev and Prime Minister Putin haven’t publicly taken sides in the contest. In the past, Medvedev has encouraged Rusal and Norilsk to combine into a single national champion to rival commodities companies such as Australia’s BHP Billiton Ltd.
Norilsk has strong Kremlin connections. Its chairman, Vasily Titov, is also first deputy chairman of state-owned VTB Group, Russia’s second-largest bank. Norilsk’s CEO is Vladimir Strzhalkovsky, a former head of Russia’s State Tourism Agency who worked for the KGB in Leningrad, now St. Petersburg, at the same time as Putin.
Ian Hague, founder of New York-based hedge fund Firebird Management LLC, which invests in Russia and the former Soviet republics, says the government is pulling the strings at Norilsk.
“We don’t like incestuous situations with oligarchs and the state,” Hague says, adding that Firebird, which has $1.6 billion under management, tendered its stock in Norilsk when the company bought back shares in January. “None of these guys have real political influence anymore,” Hague says. “They do what they are told. They are the tail, not the dog. Russia is a company town.”
Deripaska says it’s natural for the government to take an interest in the biggest Russian corporations. His holding company, Basic Element, employs more than 300,000 people, which gives him de facto political influence. And he doesn’t hesitate to use it.
“I’m very politically connected to every important figure in Russia,” he says. “There is no one in Russia whom I can’t reach in less than one hour.”
At the same time, Deripaska dismisses the idea that Putin is calling the shots at Norilsk.
“There is a perception in the West that the government is actively involved in everything, but in reality it’s very different,” Deripaska says. “The government in Russia is more focused on social issues now.”
Deripaska says his relationship with Putin, whom he first met in 2000, isn’t personal.
“I’m not Putin’s friend,” he says. “We have a working relationship.” Deripaska says he hosted Putin once in 2001 at a ski resort he owns in Khakassia, Siberia, though he never skied with him.
Powerful as Deripaska is in Russia, he’s not always welcome in the U.S. He says he was officially denied a visa in 1998 and has had difficulties obtaining visas since then. He says he was allowed to travel to the U.S. in 2009, when he met with General Motors CEO Fritz Henderson and Aurora, Ontario-based Magna International Inc. co-CEO Siegfried Wolf, whom he hired last year as chairman of Russian Machines, the company that owns GAZ.
‘State Department Game’
An October 2009 article in the Wall Street Journal, citing two Obama administration officials, said the Federal Bureau of Investigation arranged Deripaska’s visit and questioned him about his possible links to Russian organized crime. Deripaska says the report is wrong.
“This may be a State Department game,” he says. “This is not about Rusal.”
During the violent turmoil in the aluminum industry in the 1990s, Deripaska says he paid protection money to a man named Michael Cherney, who he alleges was part of organized criminal groups in Russia that extorted money from him, according to court documents.
Cherney is suing Deripaska in London’s High Court, claiming he is a former partner who has a right to 13.2 percent of Rusal. Cherney, who lives in exile in Israel, is on Interpol’s wanted list after Spain’s National Court issued a warrant for his arrest on allegations of money laundering and links to organized crime. Cherney’s London lawyer, Andrew Hearn, says that his client hasn’t been formally charged with any crime in Spain, has offered to be questioned in the Spanish investigation and denies that he extorted money from Deripaska.
To clear up his visa status, Deripaska employed Washington lobbying firm Endeavor Group, founded by Adam Waldman, a former senior counselor at the U.S. Justice Department. Russian Foreign Minister Sergei Lavrov wrote a letter of support in September.
“Mr. Deripaska is one of our country’s prominent business leaders,” Lavrov wrote. “A persistent state of limbo regarding Mr. Deripaska’s ability to travel freely between our two countries has become an impediment to the promotion of mutually advantageous contacts between the business communities of the two countries.”
Hatha Yoga Devotee
Deripaska is welcome in Davos, Switzerland, where he works his connections every year at the World Economic Forum. This year, he hosted a party in a local apartment complex. Female guests were handed shots of vodka as they came through the door. A Cossack band in full traditional costume sang.
Deripaska was seen at one point in intense conversation with Jamie Dimon, CEO of JPMorgan Chase & Co.
Deripaska’s image in the press is that of a tough tycoon with a well-honed survivor instinct. In person, he’s soft- spoken, with a baritone voice and a deadpan sense of humor. A devotee of hatha yoga, which focuses on controlled breathing, he rarely gets ruffled or loses his temper, friends and colleagues say.
To relax, he swims in his pool when he’s not traveling; he says he flew more than 800 hours last year in his Gulfstream V. In more than five hours of interviews, he ate nothing, while repeatedly offering piroshki and calling to his housekeeper Masha to fetch apples and ryazhenka, a fermented milk drink that he produces on his farm in southern Russia.
“You need to eat before it gets cold!” he urges his guests.
Deripaska was born in 1968 in Dzerzhinsk, a city 400 kilometers (250 miles) east of Moscow, where his mother worked in a chemical lab. His parents divorced when he was a toddler and at the age of 4 he moved to the Krasnodar region in southern Russia to live with his mother’s parents. He says they died when he was 8 and he then lived with his grandparents on his father’s side.
His father, a military engineer, died -- he won’t say how -- when he was 12.
Raised in a small rural settlement where he rode horses and tended chickens, pigs and cows, Deripaska says his grandparents imbued him with the notion that one had to live off the land to survive.
“They taught me everything about growing: what’s the right time to plant seeds, how you should plant everything.”
‘A Lot of Money’
His talent for math helped him overcome his difficult upbringing. In 1985, when he was 17, he landed a place studying physics at Moscow State University. After a year, he took a break to serve his compulsory military service in the Soviet army’s Strategic Missile Forces in Chita, Siberia.
“I was in charge of security at a very big complex,” he says. “I learned how to manage people in the army.”
When he returned to university in 1988, perestroika -- the liberalization of Soviet politics and economics -- was in full swing. Small enterprises sprang up, and Deripaska says he worked nights and summers doing construction jobs around Russia and Kazakhstan, as did many students struggling to make ends meet.
“We made a lot of money in those years,” he says.
In 1991, the Soviet Union collapsed, and Deripaska took advantage of the ensuing chaos. That year, he says, he set up a trading company called VTK, which he ran on the side while he was finishing his degree.
“I represented a few companies that were selling and buying materials,” he says.
He says he made his first million dollars on his second transaction, which entailed buying steel at Russian prices and selling it abroad at international market rates. He traded through the newly independent Baltic state of Estonia at a time when Russia’s system of export licenses and quotas was in disarray.
“It was the reality of post-Soviet Union,” he says. “On paper, you have one system. In reality, you had a completely different system. You just sent cargo to Estonia, and then you traded from the Estonian port all around the world and it was already an independent country.”
With his new riches, he decided to invest in an aluminum plant, and settled on Sayanogorsk, a smelter in southern Siberia. In 1992, Russia began privatizing state enterprises by handing out shares to employees and distributing vouchers that could be converted into stock. He says he began buying shares and vouchers in Sayanogorsk, building his stake until he became the biggest shareholder after the state. In 1994, Deripaska took over as general director at the age of 26.
An Armed Assault
As Deripaska was consolidating his hold on Sayanogorsk, gun battles were breaking out across Siberia as different factions competed for control of the region’s aluminum smelters. Deripaska says he was on the receiving end of the violence.
He demurs when asked about a widely published tale that he was attacked at Sayanogorsk with a grenade launcher and was forced to camp out in the smelter to protect it from an armed takeover.
“It’s a nice picture,” he says, smiling. “It’s nice for the press to have this; otherwise, no one will read it.”
In the spring of 1995, Deripaska says, his deputy at Sayanogorsk, Valery Tokarev, was shot and seriously injured along with a colleague.
“It was a mistake when I didn’t pay enough attention,” Deripaska says. Today, he says, “I pay a lot of attention to how to secure my people.”
Deripaska’s account of his early years is being challenged in London’s High Court by Cherney, a Ukrainian-born businessman. A judge for London’s High Court, after ruling that Cherney couldn’t get a fair trial in Russia, is scheduled to hear the case in April 2012.
Deripaska’s version of what happened, according to documents he filed in the case, is that starting in 1995 he was forced to pay Cherney and another man named Anton Malevsky to be his krysha, which literally means “roof” in Russian and is a common term for protection from organized crime groups.
In court documents, Deripaska labels the payments as extortion.
In March 2001, Cherney and Deripaska met at the Lanesborough hotel near London’s Hyde Park. Deripaska says he paid Cherney $254 million after that meeting to end the krysha arrangement. He says he separately gave Malevsky a document promising to pay him an additional amount. Malevsky died in a parachute accident in South Africa later in 2001. Deripaska continued to negotiate with other organized crime figures, his court statement says, paying them $170 million from 2002 to 2004 to end the krysha arrangement.
Cherney, 59, tells a more complex story in his lawsuit. He says that he and Deripaska bought shares in Sayanogorsk as partners. He says they each later held a 40 percent beneficial interest in OJSC United Co. Siberian Aluminium, or Sibal. In late 2000, Sibal merged with the aluminum business of OAO Sibneft, a company controlled by Russian businessman Roman Abramovich.
The company formed by the merger was Russian Aluminum, or Rusal, in which Sibal and Sibneft each had a 50 percent stake.
Cherney claims that when the merger was finished he owned 20 percent of Rusal, shares that Deripaska held in trust with the understanding he would buy Cherney out later.
Deripaska says Cherney never owned any stock, nor gave him any money to buy shares on his behalf.
Deripaska gradually bought out Abramovich and by 2007 had merged Rusal with Russian aluminum rival OAO Sual Group and the alumina assets of Glencore, making the enlarged company the world’s biggest aluminum producer.
70 Percent Plunge
Deripaska considers Cherney’s suit a minor annoyance compared with the fight for control of Norilsk Nickel. Deripaska became a big investor in 2008 when he bought the shares of Prokhorov. After feuding with Potanin about business strategy, Prokhorov in April 2008 turned to Rusal, which bought his 25 percent stake in Norilsk in exchange for a 14 percent stake in Rusal, $4.5 billion in cash and $2.7 billion to be paid later.
It turned out to be the top of the market. When the financial crisis hit, Norilsk shares plunged, dropping more than 70 percent from April to the end of 2008. The syndicate of banks that had financed the purchase came calling.
In November 2008, Deripaska secured a $4.5 billion loan from state-owned Vnesheconombank, or VEB, to refinance the syndicate loan. The Russian press has called the loan a government bailout.
“It wasn’t free cheese,” Deripaska says. “We paid very high interest rates. VEB made a half a billion dollars in 18 months.”
In January 2009, Deripaska organized the war room to negotiate with other creditors.
“I worked 16-hour days,” he says. “We were in default. No one wanted to call it default. Of course we breached the covenants.”
Deripaska says he never worried about the banks seizing his assets. He knew they had no interest in running Rusal’s smelters and mines, which span the globe from Siberia to Nigeria.
Instead, he cut costs at Rusal by 25 percent in 2009 by looking everywhere for savings, from shutting smelters to changing suppliers. He gave the banks a detailed accounting of his moves.
“At night, from time to time, I brought them into the war room,” he says. “I showed them: ‘This is the market; this is the cost structure; this is the suppliers program; this is the logistics, where we can save money. This is something you would never get if this management will leave.’”
By December 2009, he reached a final agreement with more than 70 Russian and foreign banks to refinance $17 billion of debt. Prokhorov agreed to swap some of his debt for a larger stake in Rusal, and the company began lining up investors for the company’s Hong Kong initial public offering.
After listing at HK$10.80, Rusal shares declined, dropping to a low of HK$6 in June 2010. They recovered to HK$13.10 on Feb. 21, buoyed by rising aluminum prices and the surge in Norilsk’s share price, which rose 45 percent in the year ended on Feb. 21.
Still to be resolved is Deripaska’s role at Norilsk Nickel. The battle at Norilsk intensified as the value of the company increased. At a Norilsk shareholders meeting in June 2010, investors voted to reduce the number of Rusal representatives from four to three, ending the parity between Deripaska and Potanin.
In December, Norilsk agreed to sell an 8 percent stake that the company held as Treasury shares to Amsterdam-based Trafigura Beheer BV, the world’s second-largest trader of nonferrous metals, for an undisclosed sum.
In January, Norilsk announced it had spent $3.47 billion to buy back 7.2 percent of the company’s shares from minority shareholders. Potanin and management “are concentrating votes,” Renaissance’s Edwards says. “Their strategy is to make Deripaska’s situation seem so weak that he capitulates and says, ‘OK, I’ll sell.’”
Rusal called an extraordinary Norilsk shareholder meeting for March 11 to elect a new board. ISS Proxy Advisory Services, a unit of MSCI Inc. which advises minority investors, recommended that shareholders re-elect current independent non- executive directors, Brad Mills and Gerard Holden, Norilsk said on Feb 21.
On Feb. 7, Rusal got an injunction from a court in St. Kitts and Nevis in the Caribbean to block Norilsk subsidiaries based there from selling or voting shares they acquired during the January share buyback. The court also blocked the transfer of shares to Trafigura. Both deals could have been used at the March shareholder meeting in the fight for control.
Norilsk maintains that the court order blocks it from completing the share buyback from investors who have not yet transferred their shares or been paid. A hearing on the case is scheduled for March 2.
Deripaska has also fought back by arguing that Norilsk under Strzhalkovsky hasn’t come up with detailed operational plans. He says the CEO is proposing $2.8 billion in capital spending this year without spelling out how the money will be allocated.
Rusal vs. Norilsk
“It was just a blunt number: $2.8 billion,” says Maxim Sokov, Rusal’s director of strategy and development and a Norilsk board member. “At Rusal, we break it down by project, and each project needs to be approved.”
The money will be invested in Norilsk’s mines above the Arctic Circle, including construction of a new gas pipeline, a Norilsk spokesman says.
Deripaska says that if Rusal management ran Norilsk, it could easily be valued at $80 billion to $100 billion -- which would make Rusal’s 25 percent stake worth from $20 billion to $25 billion. At a marathon board meeting on Dec. 28 in Moscow, Deripaska challenged Strzhalkovsky’s proposal to spend more than $32 billion to expand Norilsk during a 15-year period, saying he had failed to provide details.
Norilsk says the investment program is aimed at developing new ore deposits, upgrading one of its smelting plants and expanding production in Australia and Africa.
Deripaska himself is fixated on the kinds of production efficiencies made popular by the Toyota Way. During the past five years, his smelters have been trying to adopt the concept of kaizen, which means continuous improvement and involves training workers in standardized production techniques.
‘Go and See’
On its shop floors, Rusal is implementing genchi genbutsu, a term that means “go and see” and has led to steps including reducing the amount of factory floor space so workers have to move materials over the shortest possible distance.
“It’s important to change the company’s pyramid,” Deripaska says. “Instead of top-down management, you should understand everything is in the hands of your operator.”
As Deripaska sits in his office explaining Rusal’s effort to achieve efficiencies, Andy Youmans, an American consultant from Farmington, Connecticut, walks in, dressed in jeans and a black sweatshirt. Youmans has been traveling to Russia off and on for five years, implementing the Toyota Way at GAZ and Rusal smelters along with his partners Scott Borg and Hajime Oba, a former Toyota executive.
Focus on Quality
Youmans says the series of global recalls of Toyota cars during the past two years does nothing to discredit the Toyota Way.
“Top leadership took their eye off the ball for a while,” he says. “It is precisely because Toyota refocused on the Toyota Way that I am bullish on the company.”
Deripaska runs a vertically integrated aluminum producer. Rusal mines bauxite, the raw material from which aluminum is made, in places such as Guinea and Jamaica. The bauxite is processed into a substance called alumina, which is then made into aluminum -- an energy-intensive process where low-cost power is the key to staying competitive.
In Russia, Deripaska’s overall strategy hinges on Rusal’s smelters being located next to cheap Siberian hydropower stations, many of which are part of EuroSibEnergo, his independent energy company. EuroSibEnergo has a long-term contract to supply Rusal with power at set rates. Deripaska plans to sell shares in EuroSibEnergo in Hong Kong in the first half of 2011, with a goal of raising $1.5 billion.
He has already secured China Yangtze Power Co., the country’s biggest hydro-dam operator, as a cornerstone investor with an initial pledge of $168 million. The two companies agreed to develop hydro- and thermal power stations in Siberia and the Far East.
Rusal is aiming to generate 60 percent of its own power in 15 years, helped by the construction of a massive new hydro- power station called Boguchanskaya on the Angara River in eastern Siberia.
“The Siberian market has an oversupply of power, so we have more generation capacity than we can use at the moment,” Deripaska says. “There will be more connection with China, more peak capacity transfer to China.”
China is also Deripaska’s target market for aluminum. Rusal is betting on 12 percent growth in aluminum consumption in China this year.
And what if the overheated Chinese economy loses steam and demand for Russia’s metals dissolves? Deripaska says that’s unlikely. He’s clearly a survivor -- whether he’s dueling with fellow Russians or confronting overdue bank loans.
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