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Rusal suffers IPO blow as Goldman Sachs quits role

Rusal, the world's biggest aluminium producer, is having an uncomfortable ride on its way to a Hong Kong stock market listing.

Hardly a week goes by without some surprise - usually negative - that appears to diminish its appeal in the eyes of potential investors.

Rusal was forced to suspend plans to list late last year when markets crashed amid the global financial crisis. But it is now seeking a listing on both the Hong Kong stock exchange and Paris-based Euronext by next month to raise what has variously been put at between US$1 billion and US$3 billion.

The listing is being scrutinised by both exchanges' listing committees.

At the weekend, it was revealed that Goldman Sachs had quit as listing adviser to the firm. It is understood that Goldman was in line to act as joint global co-ordinator with Credit Suisse.

It is not clear why Goldman withdrew. One person close to the deal said the company felt the deal was proceeding too quickly and was uncomfortable with the increased risks this posed.

Goldman declined to comment.

Its withdrawal may have made Rusal's listing more difficult.

'It never looks good when someone walks away from a deal - it makes investors more sceptical about a deal,' said one fund manager in Hong Kong.

A senior financial executive said: 'It's unusual to see an investment bank drop out of a deal, particularly as this is how they make their money. It certainly raises some questions about the IPO.'

Goldman's place has been taken by another United States investment bank, Bank of America Merrill Lynch, although it declined to comment on its appointment. Other investment banks working on the deal include BNP Paribas, Bank of China, Renaissance Capital and Russia's VTB.

Aside from financial issues, there are other problems surrounding Rusal. Its chief executive and major shareholder, Oleg Deripaska, has for years been denied a visa to the US for alleged connections with organised crime - a claim he vehemently denies.

Deripaska has close links to the Kremlin, which has repeatedly raised the visa issue with the US. He has, however, made several trips recently on a restricted basis.

Meanwhile, the company is now also accused of waging a 'terror campaign' on Russian newspaper Vedomosti. The paper is a joint venture between the Wall Street Journal, the Financial Times and Independent Media Sanoma Magazines, which is the parent company of the St Petersburg Times and the Moscow Times.

Vedomosti said Rusal and its lawyers were bombarding its journalists with threatening calls and e-mails after it published a front-page article last month that contained information from a closed-door investors' meeting where Rusal announced its results for last year.

The results made dismal reading with Rusal losing US$5.98 billion last year and a further US$720 million in the first quarter, according to Vedomosti. Rusal does not appear to be disputing the figures but is furious that what it calls 'commercial secrets' have been published.

Before the listing can proceed, Rusal has to complete a highly complicated restructuring of its US$16.8 billion debt to Russian lenders and about 70 international banks.

It is in the final stages of agreeing to a deal with foreign creditors on debt of US$7.3 billion, which needs to be completed in time for a Hong Kong stock exchange hearing on November 19.

It is also having some success in restructuring its Russian debts with state bank Vnesheconombank recently rolling over for another year its US$4.5 billion debt.

Rusal has also been on the lookout for potential cornerstone investors and there has been speculation of discussions with sovereign wealth funds China Investment Corp and Singapore's Temasek Holdings.

Rusal's debts have soared in recent years when Deripaska went on a buying spree for assets ranging from aluminium-related concerns to stakes in car-parts manufacturers.

The company was then hit hard by the global financial crisis and in particular the fall in the price of aluminium.

Analysts say the second half of the year should produce better results because aluminium prices, which bottomed out at about US$1,300 a tonne, have since climbed to more than US$1,900.

The price Rusal pays for electricity, the biggest cost of any aluminium maker, has come down by about a third from last year.

Reduced capital investments, employee reductions and other cost cutting have also helped.

Rusal is encouraged by the improved outlook of some of its rivals, among them Alcoa, which reported a small profit in the third quarter after a string of dismal results.

Another difficulty for Rusal involves Deripaska's involvement in a potentially expensive court case in London due to start next year. A longstanding partner of Deripaska, Michael Cherney, is suing him for US$4.5 billion, which he says is the price of his stake in Rusal, and which he says Deripaska refuses to pay him.

In addition, Victor Vekselberg, the non-executive chairman of Rusal's board and a stakeholder in the firm, is awaiting a ruling on charges of stock market manipulation and failure to disclose concert-party arrangements when he acquired his controlling stakes in leading Swiss companies Oerlikon and Sulzer.

None of these issues are deal breakers since Hong Kong's stock exchange operates on a disclosure-based system. But it means that all material issues should be disclosed in the listing prospectus.

Given the issues surrounding Rusal, it should be an absorbing read.

Heavy load

Rusal has debts to Russian lenders and international banks of, in US$: $16.8b

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