| CORPORATE FINANCE |
April 2003 |
TURNING THE TIDE
A heavy drain on taxpayers' money
and local banks, the Three Gorges project needs private funding,
fast.
By Yang Jian
In Yichang, a city built on
the banks of a murky section of the great Yangtze River, a
team of investment bankers from China International Trust
and Investment Corporation (CITIC) is working round the clock
to help Yangtze Electric Power obtain an A-share listing on
the Shanghai Stock Exchange. Hardly a rare phenomenon in capital-hungry
China, but this is no ordinary example of privatizing state
assets. The controlling shareholder of this company in Hubei
Province is the China Yangtze River Three Gorges Project Development
Corporation, or Three Gorges Company, the state-owned enterprise
behind the largest and the most complex hydroelectric-power
project in history.
The money raised by Yangtze Electric Power's
IPO will be spent on the last phase of the Three Gorges project,
to begin in 2004. The size of the issue is small, however,
and no foreign investor has shown interest in buying a stake
in the project which is expected to cost a total of US$22
billion by the time construction draws to a close in 2009.
Most of it will continue to be borne by loans from state-owned
banks.
Yangtze Electric Power was created last
September as the listing vehicle for the Three Gorges Company.
News about the company's intention to float some of its shares
was rife as early as last spring. In March 2002, Li Yongan,
vice president of the Three Gorges Company told the Financial
Times that the company was planning a domestic listing which
would involve private placements offered to foreign investors,
as well as further listings in Hong Kong and London.
Li is now general manager of Yangtze Electric
Power as well. Today, his team is only willing to confirm
plans to offer shares to domestic investors, with CITIC as
lead underwriter. Kou Reming, vice president and CFO - who
blames ignorance about the project's potential for the absence
of a foreign listing - says the domestic IPO will launch after
the first batch of Three Gorges generators begin operation
in August.
The office of the board secretary, which
functions as the corporate communications department, admits
to planning for a September or October IPO though it confirms
that no formal application has been made to the China Securities
Regulatory Committee, a necessary step for a domestic listing.
A CITIC manager in Shanghai, who declines to be named, believes
that Yangtze Electric Power's IPO will encounter no opposition
from regulators because it is part of the government's strategic
planning.
Kou hopes that 15-20 percent of the subsidiary
will be offered to the market. Currently, the company has
5.53 billion shares, so according to Kou's calculation, one
billion A-shares are likely to be offered. According to CITIC's
estimation, Yangtze Electric Power is expected to pull in
about US$0.5 billion based on current market conditions. Kou
says the money will be used to buy 26 sets of electricity
generators which the parent company is offloading over the
next few years in exchange for capital to fund the final stage
of construction.
Staying Focused
Before those transfers happen, the Gezhouba
Hydro Power Plant in Yichang remains Yangtze Electric Power's
sole asset. It was built as an experiment in the 1970s to
find out whether it was possible to build a larger Three Gorges
dam and has been operating successfully since 1981. It was
given to the Three Gorges Company in 1993 by the central government
as a ready-made, operating component to raise money for the
grand project. Ten years on, the Three Gorges Company gave
the Gezhouba plant to Yangtze Electric Power in exchange for
the majority stake.
Kou says of Yangtze Electric Power: "We
will bring generous cash dividends to our shareholders, not
like some listed companies which give investors nothing but
a pile of paper by issuing new shares recklessly." He estimates
that when all 26 sets of generators are in operation by 2009,
84.7 billion kilowatts, or 100 billion kilowatts when combined
with the output of the old Gezhouba plant, of electricity
will be generated in a year, or approximately 5 percent of
forecasted national consumption.
At US$0.03 /kWh, the electricity price
recommended by the State Development Planning Commission,
Yangtze Electric Power will generate over US$3 billion each
year. However, Kou will not speculate on how long shareholders
will have to wait to see any profit. He expects one set of
generators to cost about US$0.54 billion. In other words,
even if the IPO does raise the expected US$0.5 billion, it
will only cover the cost of one of the 26 sets.
But there is some good news. While the
State Development Planning Commission issues a recommended
tariff, it's for guidance only. The Three Gorges Company press
center confirms that Yangtze Electric Power can set its own
electricity price since, like all power companies, it is encouraged
to follow free market principles. As of January 1 this year,
the Gezhouba plant set its tariff at RMB0.151 per kilowatt.
Kou believes it to be the lowest in China - and proof that
the other Three Gorges hydropower generators will be offering
a similarly competitive tariff compared to coal power stations.
No Deal
With the source of revenue identified
and an A-share listing on its way, Yangtze Electric Power
appears to be making the right moves as the financing platform
for the entire Three Gorges Project. Yet its failure to generate
any interest abroad is a cause for concern among its managers.
Just before the launch of Yangtze Electric
Power, Li Yongan led a team to Hong Kong in the hope that
companies such as Hong Kong-based CITIC Pacific, CLP Power
and US-based Mirant would agree to invest in the Three Gorges
project. The trip was unsuccessful. In hindsight, it seems
surprising that CITIC Pacific, a CITIC subsidiary that invests
in infrastructure and power projects, declined a slice of
a project its parent company is now underwriting. All three
companies have confirmed that they were in talks with Li but
declined to give details why they rejected the deal.
Kou admits that no progress has been made
to lure private foreign investors since that trip and a listing
in Hong Kong, New York or London is not likely in the near
future. He blames foreigners for not understanding. "In my
opinion, if one really has to identify potential risks for
investors, there are two possibilities. The first is that
the Three Gorges project can't generate electricity at all.
The other concerns the balance and coordination of different
parts of the project." He thinks that the likelihood of the
former is small because construction has so far been smooth.
As for the latter, he maintains that strong support from the
state will make sure that the jigsaw pieces fall into place.
"The Three Gorges project has been following
a strict timetable for the last nine years. It will bring
enormous benefits to shipping and flood prevention. No quality
problem has occurred in the construction and the budget is
well under control. Judging from the current progress, the
total investment for the project will not surpass RMB180 billion,
20-plus billion less than the original budget," he says.
Provincial Power
So he says, but, as a power industry analyst
at Deutsche Bank's Hong Kong office points out: "Investors
are realistic. They focus on nothing but the figures in financial
reports. The Three Gorges project may truly help flood prevention
and navigation, but they are not accountable revenue for the
company." The analyst, who prefers not to be named, points
to other issues that concern international investors. Return
on investment from hydropower projects tends to take longer
than coal power stations. Also, listing Yangtze Electric Power
is aimed at supporting further exploitation of resources in
the upper reaches of the Yangtze River. This is just the kind
of grandiose project that many investors see as a bottomless
pit for their money.
While Kou shows enormous confidence in
the fact that the Three Gorges project will deliver economically,
others are not convinced that the expensive dam will hold.
In addition to the countless reports by international experts
denouncing the technology behind building the dam, the Chinese
government admits that the project is plagued by widespread
corruption. In 2000, 97 officials were punished and one sentenced
to death for embezzling funds put aside for the relocation
of over a million people whose homes were to be flooded by
the dam. Unfortunately for Kou, many observers have indicated
that they doubt the safety of a complex construction project
which is associated in any way with bribery - bribes, after
all, can lead to substandard material and workmanship. The
project's negative impact on the environment, which could
result in enormous expenses for the company in the future,
as well as the sheer cost of relocating local residents are
other areas for concern.
Analysts are also worried that the development
of power facilities on the Yangtze River will be held up by
local protectionism. Michael Komesaroff, president of Urandaline
Investments, a consulting firm that specializes in capital
intensive industries, cites the Ertan Power Station in Sichuan
province as an example. Financed by the World Bank and the
Chinese government, output only reached 30 percent of its
potential capacity during the early stages of operation. The
provincial government told local companies to buy electricity,
at a higher price, from smaller, local power stations run
by local power companies. China's power industry is just beginning
its re-organization, which will reduce the influence of provincial
power companies, but this will take time.
In an attempt to reject these accusations,
Kou Reming goes as far as to say that Yangtze Electric Power
is not selling its shares merely for the sake of money. "Raising
funds, whether domestically or internationally, is not our
priority. Instead, the company wants most to improve corporate
governance and management performance by bringing external
shareholders," he claims. That may be true - the company will
be seen to be clean through the extra vigilance of outsiders
- but it's a statement that smacks of an executive toeing
the new party line rather than one representing a company
with debts running into billions.
He also thinks that the company has done
well in terms of transparency. "Go and take a look at the
official website of the Three Gorges parent company. You will
find all the answers to questions about migration and the
environment," he says. The website is not as packed with information
as he claims. It is mostly about the economic benefits of
the project but it makes little mention of potential harm
to the environment. And there is nothing about the cost of
migration and relocation. The irrepressible Kou, however,
stresses that attracting foreign investors is still on the
company's agenda and adds that, in the meantime, Yangtze Electric
Power will raise more money through issuing bonds and applying
for bank loans.
The board secretary office states
that many domestic commercial banks have shown interest in
providing loans. Bank of China and Agriculture Bank of China
have already signed agreements with the Three Gorges Company
on more loans. Kou may promise investors a share of the US$3
billion annual revenue, but from the way the project is being
funded, years of earnings will be used to repay loans. The
whole project, while still in the construction stage, is kept
going by rolling credits. Given that the government is keen
to stop indiscriminate loans to SOEs, the banks' generosity
may run out quite soon .

Yang Jian is a journalist based in
Shanghai.
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