PERTH (miningweekly.com) – Takeover target Origin Energy this week said it would continue discussions with a consortium after receiving a revised takeover proposal from the consortium.
The company in November last year received a A$9-a-share non-binding indicative takeover offer from the consortium, which includes Brookfield Asset Management and MidOcean Energy.
Under the proposed A$18.4-billion offer, Brookfield would ultimately acquire Origin’s Energy Markets business and MidOcean would acquire the Integrated Gas business.
Origin this week said that the consortium had submitted a revised conditional and non-binding proposal to acquire all of the shares in Origin by way of a scheme of arrangement. The revised proposal was at a price of A$8.90 a share, and would see this amount paid for the first 100 000 shares held by each Origin shareholder. For shares above this threshold, shareholders would receive A$4.334 a share plus $3.194 a share.
The consortium has noted that the inclusion of a US dollar consideration reflected the underlying exposure of Origin’s integrated gas assets, and specifically cash distributions from its 27.5% interest in the Australia Pacific liquefied natural gas project.
Origin told shareholders that the price payable would be reduced by any dividends paid by Origin prior to the completion of the transaction, including the 16.5c-a-share fully franked dividend announced earlier this month.
The revised proposal is subject to a number of conditions, including entry into a scheme implementation deed containing conditions precedent, including Australian Competition and Consumer Commission and Foreign Investment Review Board approval, as well as the completion of due diligence and the Origin board unanimously recommending that shareholders vote in favour of the offer.
Origin this week said that it would progress discussions with the consortium, including negotiations for a scheme implementation deed, while also assessing the execution considerations and risks associated with the revised proposal.