Shell announces cancellation of Scrip Dividend Programme from second quarter
2014
The Hague, 22 May, 2014. Royal Dutch Shell plc ("Shell") announces the
cancellation of its Scrip Dividend Programme ("the Programme") with effect from
the second quarter 2014 Interim Dividend onwards. The cancellation means that
the second quarter 2014 Interim Dividend and future dividends will be settled
entirely in cash, rather than offering a share-based alternative. This decision
will allow for a more efficient share buy-back programme.
Shareholder distributions in 2013, including dividends announced and share
buy-backs, totalled $16 billion, underscoring Shell's commitment to shareholder
returns.
The first quarter 2014 dividend was increased by over 4%, to an annualised
level of some $11.8 billion, and first quarter 2014 share buy-backs of B shares
were $1.2 billion.
Shell intends to continue with share buy-backs, subject to share price
considerations and the capital requirements of the Group. The expectation is
that buy-backs will offset prior dilution created by scrip dividends by the end
of 2015, with approximately 135 million ordinary shares currently outstanding,
as well as shares from any uptake on the Programme related to the dividend in
the first quarter of 2014.
It has recently been less attractive for Shell to buy-back A shares rather than
B shares due to Dutch dividend withholding tax effects. Cancellation of the
Programme is anticipated to remove the Dutch dividend withholding tax costs for
Shell on A shares being bought back. Accordingly, Shell will continue to opt
for the line of stock for buy-backs that is the least expensive on an "all-in"
basis, and it is anticipated that Shell will now be able to buy-back A shares
again.
As a result of the Programme cancellation, no scrip dividend will be offered
for Shell's second quarter 2014 interim dividend, to be announced on 31 July
2014. The first quarter 2014 Interim Dividend, payable on 26 June 2014, is not
affected and provides eligible shareholders with a choice to receive that
dividend in cash or in shares via the Programme. Eligible shareholders who have
previously elected to receive new shares under the Programme will automatically
receive dividends in cash from the second quarter 2014 Interim Dividend
onwards. Shareholders are reminded that cash dividends on A shares and B shares
will be paid in Euro and Pound Sterling respectively, unless shareholders elect
to receive the alternative currency. Cash dividends on ADS will continue to
always be paid in US Dollar. More information on Shell's dividend and the
choices it offers to shareholders can be found in the Investor Centre on
Shell's website (www.shell.com/investor).
Enquiries
Shell Media Relations
International: +44 207 934 5550
Americas: +1 713 241 4544
Shell Investor Relations
Europe: + 31 70 377 4540
United States: +1 832 337 2034
Cautionary Note
The companies in which Royal Dutch Shell plc directly and indirectly owns
investments are separate entities. In this announcement "Shell", "Shell group"
and "Royal Dutch Shell" are sometimes used for convenience where references are
made to Royal Dutch Shell plc and its subsidiaries in general. Likewise, the
words "we", "us" and "our" are also used to refer to subsidiaries in general or
to those who work for them. These expressions are also used where no useful
purpose is served by identifying the particular company or companies.
``Subsidiaries'', "Shell subsidiaries" and "Shell companies" as used in this
announcement refer to companies over which Royal Dutch Shell plc either
directly or indirectly has control. Companies over which Shell has joint
control are generally referred to "joint ventures" and companies over which
Shell has significant influence but neither control nor joint control are
referred to as "associates". In this announcement, joint ventures and
associates may also be referred to as "equity-accounted investments". The term
"Shell interest" is used for convenience to indicate the direct and/or indirect
(for example, through our 23% shareholding in Woodside Petroleum Ltd.)
ownership interest held by Shell in a venture, partnership or company, after
exclusion of all third-party interest.
This announcement contains forward-looking statements concerning the financial
condition, results of operations and businesses of Royal Dutch Shell. All
statements other than statements of historical fact are, or may be deemed to
be, forward-looking statements. Forward-looking statements are statements of
future expectations that are based on management's current expectations and
assumptions and involve known and unknown risks and uncertainties that could
cause actual results, performance or events to differ materially from those
expressed or implied in these statements. Forward-looking statements include,
among other things, statements concerning the potential exposure of Royal Dutch
Shell to market risks and statements expressing management's expectations,
beliefs, estimates, forecasts, projections and assumptions. These
forward-looking statements are identified by their use of terms and phrases
such as ``anticipate'', ``believe'', ``could'', ``estimate'', ``expect'',
``goals'', ``intend'', ``may'', ``objectives'', ``outlook'', ``plan'',
``probably'', ``project'', ``risks'', "schedule", ``seek'', ``should'',
``target'', ``will'' and similar terms and phrases. There are a number of
factors that could affect the future operations of Royal Dutch Shell and could
cause those results to differ materially from those expressed in the
forward-looking statements included in this announcement, including (without
limitation): (a) price fluctuations in crude oil and natural gas; (b) changes
in demand for Shell's products; (c) currency fluctuations; (d) drilling and
production results; (e) reserves estimates; (f) loss of market share and
industry competition; (g) environmental and physical risks; (h) risks
associated with the identification of suitable potential acquisition properties
and targets, and successful negotiation and completion of such transactions;
(i) the risk of doing business in developing countries and countries subject to
international sanctions; (j) legislative, fiscal and regulatory developments
including regulatory measures addressing climate change; (k) economic and
financial market conditions in various countries and regions; (l) political
risks, including the risks of expropriation and renegotiation of the terms of
contracts with governmental entities, delays or advancements in the approval of
projects and delays in the reimbursement for shared costs; and (m) changes in
trading conditions. All forward-looking statements contained in this
announcement are expressly qualified in their entirety by the cautionary
statements contained or referred to in this section. Readers should not place
undue reliance on forward-looking statements. Additional risk factors that may
affect future results are contained in Royal Dutch Shell's 20-F for the year
ended December 31, 2013 (available at www.shell.com/investor and www.sec.gov).
These risk factors also expressly qualify all forward looking statements
contained in this announcement and should be considered by the reader. Each
forward-looking statement speaks only as of the date of this announcement, 22
May 2014. Neither Royal Dutch Shell plc nor any of its subsidiaries undertake
any obligation to publicly update or revise any forward-looking statement as a
result of new information, future events or other information. In light of
these risks, results could differ materially from those stated, implied or
inferred from the forward-looking statements contained in this announcement.
We may have used certain terms, such as resources, in this announcement that
United States Securities and Exchange Commission (SEC) strictly prohibits us
from including in our filings with the SEC. U.S. Investors are urged to
consider closely the disclosure in our Form 20-F, File No 1-32575, available on
the SEC website www.sec.gov. You can also obtain these forms from the SEC by
calling 1-800-SEC-0330.
