* Vote creates two listed groups, Foster's, Treasury Wine Estates
* New shares of the 2 groups to start trading separately on May 10
* Split could draw interest from trade, private equity buyers
* High Aussie dollar at $1.09 could deter global suitors
* Foster's shares down 1.9 pct on currency worries (Adds quotes from fund manager, share price)
By Victoria Thieberger
MELBOURNE, April 29 (Reuters) - Shareholders of Australia's Foster's Group Ltd voted on Friday to split the firm's beer and wine operations, a decision that could clear the way for potential bidders for either business.
The move will create Treasury Wine Estates, with A$1.9 billion ($2.1 billion) in revenues and vineyards from Hunter Valley near Sydney to California's Napa Valley, while the new Foster's will remain Australia's largest brewer with revenues of A$2.6 billion.
Treasury Wine, with brands including Beringer, Penfolds and Wolf Blass, will rank behind Constellation Brands as the world's second-largest wine company.
The split could elicit interest from the likes of world No.2 brewer SABMiller for Foster's beer group which is valued at $10 billion and is one of the last big prizes in a globally consolidating beer market.
"People have looked at it quite closely. It is hard to see in a strongly consolidating beer market that this asset, which is one of the most profitable markets in the world, will stay independent," said Theo Maas, partner at Arnhem Investment Management, which holds Foster's shares.
Foster's received a surprise offer worth $2.5 billion last year for its underperforming wine business from U.S.-based private equity firm Cerberus , which it rejected as too low.
One of Australia's largest buyout firms, CHAMP, snapped up Constellation's Australian and British wine operations in December for A$230 million, betting on an upturn in the wine cycle.
CURRENCY HEADACHE
Still, the sky-high Aussie dollar -- which posted a 29-year high above $1.09 on Thursday -- could well deter global groups looking at Foster's or Treasury in the near term.
When Cerberus made its approach in September, the Aussie was trading at $0.92, or 18 percent below Friday's level.
Other possible suitors include private equity giants Kohlberg Kravis Roberts & Co and TPG , who were rumoured to have looked at the businesses last year.
"The currency is going to impact the short-term timing of a deal," said Maas. "If it is a listed company that is going to approach Foster's, it's going to be hard for them to explain to their shareholders how to make it an accretive acquisition at this level of the currency."
Foster's shares dropped 1.9 percent to A$5.64 when they resumed trading after being temporarily suspended for the voting, with currency worries overshadowing the vote, while the broader market was off 1.1 percent.
The Australian beer market is a duopoly, with some of the highest profit margins in the brewing world. Foster's has around 37 percent margin on earnings, versus an average 17 percent for global peers, according to UBS.
Foster's brands including Foster's Lager, Victoria Bitter and Pure Blonde have a market share of 50 percent, ahead of main rival Lion Nathan owned by Kirin at 42 percent. Craft beers make up the rest.
But declining demand for beer, especially hit by bad weather over the summer, has ended a long period of stable volumes. Foster's said volumes fell 5.8 percent in the December half, and this should moderate to a fall of 3-4 percent in the current half.
CHEAP WINE
The wine business is valued at A$3.1 billion on Foster's books, about half what the company spent on acquisitions in a decade-long expansion at the top of the market. The latest A$1.3 billion writedown last year took the total value of writedowns on wine assets to nearly A$3 billion.
A rising currency has been a constant headache for the company in recent years, cutting into its U.S. wine earnings when translated back into local currency.
But Foster's denied on Friday it would have to update its earnings guidance in light of the Aussie's appreciation.
"The dollar is a challenge, but at this stage it has no bearing on our view of where consensus is at," outgoing Foster's Chief Executive Ian Johnston told reporters after the shareholders' meeting.
Foster's, which has been brewing its flagship brand since the 1880s, said separating wine and beer would help each business pursue its own strategy after efforts to jointly market the two failed.
With U.S. consumer demand still soft, Asia, and China in particular, will be a focus of growth for wine.
"We see China in the medium to longer-term being a really big opportunity and we're right now looking at the best way to take advantage of the consumer demand," the head of the new Treasury business, David Dearie, told reporters.
He threw cold water on speculation that Treasury may want to offload its Beringer U.S. wine operations, saying the option was not under consideration. (Editing by Lincoln Feast and Muralikumar Anantharaman)