UPDATE 2-Norilsk Nickel fails to spin-off energy assets

(Releads with EGM results, adds quotes, details, background)

By Aleksandras Budrys

MOSCOW, Dec 14 (Reuters) - Norilsk Nickel's (GMKN.MM) plan to transfer its energy assets to a new $7 billion company was thwarted on Friday when the single largest shareholder, billionaire Mikhail Prokhorov, declined to back the proposal.

Prokhorov, who is selling his 25 percent-plus-one-share stake in the world's largest nickel miner, abstained from voting at an extraordinary shareholders meeting to decide the fate of energy assets including power generating firm OGK-3 (OGKC.MM).

"We are going to abstain from voting and, without our stake, the vote will not pass," Prokhorov told reporters before the meeting.

Afterwards, Norilsk Chairman Andrei Klishas confirmed the spin-off had not been approved: "The decision was not taken."

The result preserves Norilsk's direct ownership of the energy assets ahead of the possible sale of Prokhorov's stake to United Company RUSAL, which has been diversifying into the energy sector to generate power for its aluminium smelters.

Prokhorov has given first right of refusal to ex-partner Vladimir Potanin as the two businessmen break up one of Russia's most fruitful and long-running partnerships. But Potanin must find $15.7 billion before Prokhorov's offer expires next week.

Should he decline, Prokhorov will sell to UC RUSAL, the world's largest aluminium producer and the crown jewel in the empire of a third Russian billionaire, Oleg Deripaska.