In the matter of Origin Energy Limited (No 2) [2023] NSWSC 1351

Supreme Court New South Wales

Medium Neutral Citation: In the matter of Origin Energy Limited (No 2) [2023] NSWSC 1351 Hearing dates: 6 November 2023 Date of orders: 6 November 2023 Decision date: 06 November 2023 Jurisdiction: Equity - Corporations List Before: Black J Decision: Orders made approving supplementary disclosure for distribution. Catchwords: CORPORATIONS – arrangements and reconstructions – schemes of arrangement or compromise – approval of supplementary disclosure. Legislation Cited: - Corporations Act 2001 (Cth) Pt 5.1, s 1319 Cases Cited: - Re Billabong International Ltd (No 2) [2018] FCA 496 - Re Centro Retail Ltd [2011] NSWSC 1321 - Re Investa Listed Funds Management Ltd [2016] NSWSC 344 - Re Investa Listed Funds Management Ltd [2016] NSWSC 369 - Re Prime Media Group Ltd [2019] NSWSC 1888 - Re Tawana Resources NL (No 2) [2018] FCA 1724 - Re Trust Company Ltd [2013] NSWSC 1946 Category: Procedural rulings Parties: Origin Energy Limited (Plaintiff) MidOcean Reef BidCo Pty Ltd (Bidder) Representation: Counsel: J Williams SC (Plaintiff) T Wong SC (Bidder)

Solicitors: Herbert Smith Freehills (Plaintiff) Allens (Bidder) File Number(s): 2023/309697

Judgment – EX TEMPORE (Revised 8 November 2023)

Nature of the application 1. The Plaintiff, Origin Energy Limited ("Origin"), relists the matter before the Court to seek orders, first, approving a supplementary scheme booklet for distribution to shareholders in Origin holding fully paid ordinary shares and, second, seeking orders under s 1319 of the Corporations Act 2001 (Cth) as to the manner in which the supplementary scheme booklet is to be dispatched, corresponding to the manner in which the initial scheme booklet was dispatched. The change set out in the supplementary scheme booklet is primarily, but not only, a change by way of an increased price at which the proposed scheme of arrangement would be implemented.