Moscow, 6 February 2007. OAO "Ivanovo Generation Company" has successfully completed the spin-off of OAO "Ivanovskaya Generatsiya" which was simultaneously merged with and into OAO "Ivanovskie PGU".
The companies' reorganization plan was approved by the Board of Directors of RAO "UES of Russia" on 20 November 2006 in order to facilitate the construction of combined-cycle gas turbines at the Ivanovskaya TPP*.
The restructuring of OAO "Ivanovo Generation Company" and OAO "Ivanovskiye PGU" was implemented in two phases. During the first phase, OAO "Ivanovskaya Generatsiya", a "transitional" company, was spun off from OAO "Ivanovo Generation Company". The spin-off company received the assets of the Ivanovskaya TPP. Simultaneously with the spun-off, OAO "Ivanovskaya Generatsiya" was merged with and into OAO "Ivanovskiye PGU". The spin-off and merger took place on 1 February 2007.
After the transfer of the property of the Ivanovskaya TPP to OAO "Ivanovskiye PGU", which is scheduled for March 2007, it is planned to consolidate OAO "TGC-6" into a unified operational company through merger of the generation companies in the Ivanovo Region, Vladimir Region, Nizhny Novgorod Region, Penza Region, and the Republic of Mordovia with and into OAO "TGC-6".
The reorganization just completed at OAO "Ivanovo Generation Company" is the first time that a simultaneous spin-off and merger scheme has been used in Russian corporate law.
This scheme is also being used in the first phase of the reorganization at RAO "UES of Russia", which was approved by the EGM held 6 December 2006. Upon completion of the first phase, RAO UES shareholders will acquire shares in OAO "WGC-5" and OAO "TGC-5".
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A project to build two PGU-325 combined-cycle turbines with the aggregate capacity of 701.7 MW is being implemented at the Ivanovskaya TPP. The plant's first unit with the installed capacity of 354.1 MW of electricity and 27.5 Gcal/h of heat is scheduled to be completed in 2007. OAO "Ivanovskie PGU" was established in 2004 as a vehicle for the project implementation.
This announcement was disclosed as material information in the Interfax newswire at 12:42 hours Moscow time on 6 February 2007 as required by the Federal Service for Financial Markets of Russia.
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