Herbert Smith Freehills advises Origin on proposed A$18.7 billion acquisition by Brookfield Asset Management and MidOcean Energy

Herbert Smith Freehills is pleased to be advising leading Australian energy company Origin Energy Limited (Origin) on the proposed A$18.7 billion acquisition of Origin by a consortium consisting of Brookfield Asset Management (Brookfield) (together with its partners and investors, GIC and Temasek) and MidOcean Energy (MidOcean). 

This landmark transaction, one of the largest public M&A transactions of the past year, will accelerate the decarbonisation of Australia’s energy grid and help the country progress towards net zero.

Origin has entered into a scheme implementation deed with Brookfield and MidOcean for the acquisition of all of the Origin shares by way of scheme of arrangement.  

The deal, which has been widely supported by the market and Origin shareholders, will provide Brookfield and MidOcean with the opportunity to capitalise on the strategic moves Origin has made in planning for Australia’s energy transition.

Once implemented, the transaction will create separate Energy Markets and Integrated Gas businesses, to be owned by Brookfield and MidOcean. Both platforms will assist Australia’s transition to a net zero future.

The Herbert Smith Freehills team advising Origin is led by Chair and Senior Partner Rebecca Maslen-Stannage and partner Malika Chandrasegaran, who are supported by senior associates Mia Harrison-Kelf and Sam Moran, and solicitors Danielle Farrell, Jack Fox and Georgie Juszczyk. Partners Linda Evans and Stephanie Panayi, and executive counsel Andrew North advised on the Competition aspects.

The Herbert Smith Freehills team is working closely with the Origin team, including general counsel Kate Jordon.

Rebecca Maslen Stannage said, “It has been a pleasure to work with the Origin team on this exciting and market-leading transaction. We have been very impressed by the highly strategic and practical approach, and resilience, of the Origin team, and we look forward to continuing to work with them as they complete the transaction.

This deal is a great example of Herbert Smith Freehills’ market-leading work in Australia’s energy transition. Other examples include the firm advising:

• Brookfield on its joint development and option agreement in relation to the proposed 400MW Moonlight Range Wind Farm.
• CIMIC Group company Pacific Partnerships on the project financing of the 102 MWac/130MWdc Glenrowan Solar Farm in northern Victoria — Glenrowan Solar Farm is the first of the six successful projects chosen under the Second Victorian Renewable Energy Target Auction (VRET2) to achieve financial close.
• Funds managed by QIC on its agreement with Vector (NZX:VCT) to acquire 50% of Vector’s New Zealand and Australian smart metering business.
• Macquarie Asset Management’s Green Investment Group and investment manager InfraRed Capital Partners on the sale of a 60% equity interest in Victoria’s Lal Lal Wind Farms to Igneo Infrastructure Partners.
• bp on its investment in the proposed Asian Renewable Energy Hub — planning to acquire a 40.5 percent share, bp will also operate the project based in Western Australia’s Pilbara region.