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Buyout offer fails to reach 75% threshold

*

AustralianSuper says it welcomed vote

(Adds Brookfield comment in paragraph 6)

By Scott Murdoch and Lewis Jackson

SYDNEY, Dec 4 (Reuters) - Brookfield will walk
away from Origin Energy, a source familiar with the matter said, after shareholders in Australia's largest power retailer rejected a $10.6 billion takeover bid by a consortium
led by the asset manager on Monday.

Final votes were 31.08% against the bid with 68.92% in favour, according
to Origin's regulatory filings, lower than the 75%
threshold required for a takeover to proceed.

The deal was expected to fail after Origin's largest shareholder, A$300 billion ($198 billion) pension fund AustralianSuper,
said it would reject the A$9.39 per share offer.
AustralianSuper owns about 17% of Origin, which was enough to block the bid.


In a statement, Brookfield said it would take into account a new government plan to accelerate the rollout of green energy before it decides what to do next.


A source familiar with the matter said the Canadian-based
asset manager had no intention of returning with a renewed offer for Origin as it considered the government's green energy
plans negative for Origin's future earnings.


The source declined to be identified as the information remained
confidential. Brookfield declined to comment.


Brookfield's proposal, made with EIG Partners, promised
to build 14 gigawatts of renewable energy as part of a 10-year, A$20 billion to A$30 billion investment
plan.

Origin already has plans to develop 4 gigawatts by 2030,
and Chairman Scott Perkins reaffirmed that strategy, adding that the company was open to working
with other investors.

"The way we've seen the energy transition is there's been plenty of scope for third party capital to invest alongside Origin," Perkins told reporters after the vote.



"So all those pools of low cost of capital are interesting to Origin, they always have been. AusSuper would be absolutely one of the obvious sources of that capital,"
he said, adding that Origin had not held any talks with
AustralianSuper so far.

In its statement, AustralianSuper said it would
be a willing capital partner for Origin as it "prepares to transition over the coming decades".



"We have never wavered in our belief that the value and future value of Origin is better in the hands of members and other shareholders rather than a private equity consortium seeking to make a quick return based on the proposed scheme terms," an AustralianSuper spokesperson said.



Origin's board on Thursday rejected an alternative proposal lodged last week from the consortium to
be considered if the current offer failed. The power
retailer will continue as an independent listed company and the board, which
recommended the bid, would remain in place, Perkins said.


Origin shares were down 3.9% ahead the investor vote.
The shares are on a trading halt.

(Reporting by Scott Murdoch and Lewis Jackson in Sydney; Editing by Alasdair Pal and Miral Fahmy)

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