Panel Approves Exemptions for Contact Takeover


29 July 2004

The Takeovers Panel has approved several exemptions for Origin Energy New Zealand Limited.

The exemptions relate to Origin's intended acquisition of the controlling interest in Contact Energy Limited currently held by subsidiaries of Edison Mission Energy.

The exemptions have been approved subject to a number of conditions including a requirement that Origin make a related takeover offer to all the minority shareholders of Contact Energy.

The principal exemption will enable Origin to acquire Edison Mission's controlling interest in Contact Energy at an upstream or holding company level, rather than at the direct Contact Energy shareholder level. The conditions of that exemption include:

    • certification by an independent adviser approved by the Panel; and
    • appropriate certification of equivalence by the directors of Origin and of Mission Energy.

These certifications are intended to ensure that the consideration being paid by Origin to Edison Mission for its controlling interest in Contact Energy is the same as the consideration that will be offered by Origin to Contact Energy shareholders under the takeover offer required to be made by Origin.

Another exemption enables Origin to become the controller of 100% of the voting rights in Mission Contact Finance Limited at the same time that it obtains Edison Mission's controlling interest in Contact Energy.

The exemptions will be granted by the Panel after various procedural steps, including drafting of an exemption notice by Parliamentary Counsel Office, are completed.