News: ORG Origin Energy Signs Binding Scheme Implementation Deed With Brookfield Consortium

March 27 (Reuters) - Origin Energy Ltd (ORG) :

• ORIGIN SIGNS BINDING SCHEME IMPLEMENTATION DEED
• ENTERED BINDING SCHEME IMPLEMENTATION DEED IN RELATION TO TRANSACTION WITH CONSORTIUM COMPRISING BROOKFIELD ASSET MANAGEMENT
• CONSIDERATION MIX HAS BEEN AMENDED TO COMPRISE A$5.78 PER SHARE AND US$2.19 PER SHARE AND APPLIES EQUALLY TO ALL SHAREHOLDERS
• TOTAL CONSIDERATION PAYABLE WILL BE REDUCED BY ANY DIVIDENDS PAID BY ORIGIN PRIOR TO IMPLEMENTATION OF SCHEME
• SCHEME FOR IMPLIED TOTAL CONSIDERATION OF A$8.912 PER SHARE
• BINDING SID FOR ACQUISITION OF ALL ISSUED SHARES IN ORIGIN BY WAY OF A SCHEME OF ARRANGEMENT
• BOARD UNANIMOUSLY RECOMMENDS THAT ORIGIN SHAREHOLDERS VOTE IN FAVOUR OF SCHEME IN ABSENCE OF A SUPERIOR PROPOSAL
• IMPLIED CONSIDERATION OF A$8.912 PER SHARE CORRESPONDS TO AN ENTERPRISE VALUE OF A$18.7 BILLION FOR SCHEME
• EACH ORIGIN DIRECTOR INTENDS TO VOTE ALL SHARES THEY HOLD OR CONTROL IN ORIGIN IN FAVOUR OF SCHEME SUBJECT TO SAME QUALIFICATIONS
• HAS UNDERTAKEN TO ASSIST EIG & BROOKFIELD TO PREPARE FOR SEPARATION OF CO INTO 2 SEPARATE BUSINESSES, INTEGRATED GAS & ENERGY MARKETS
• TARGETING IMPLEMENTATION OF SCHEME BY EARLY IN 2024 CALENDAR YEAR
• CONSORTIUM IS UNDER AN OBLIGATION TO MAKE AN ACCC APPLICATION FILING BY 14 APRIL 2023
• MIDOCEAN ADVISED IT REACHED AGREEMENT FOR CONOCOPHILLIPS TO ACQUIRE 2.49% OF APLNG FROM MIDOCEAN, FOLLOWING IMPLEMENTATION OF SCHEME
• AGREED WITH CONSORTIUM THAT FULLY FRANKED SPECIAL DIVIDEND MAY BE PAID TO SHAREHOLDERS SUBJECT TO SATISFACTION OF CERTAIN CONDITIONS