Completion of Repsol S.A. LNG Deal

Shell boosts its leadership in global LNG with the completion of Repsol S.A.LNG deal The Hague, 2 January, 2014. Royal Dutch Shell plc ("Shell") today announces thesuccessful completion of the acquisition of Repsol S.A.'s ("Repsol") liquefiednatural gas (LNG) portfolio outside North America for a headline cashconsideration of $4.1 billion. As part of the transaction, Shell will alsoassume $1.6 billion of balance sheet liabilities relating to existing leasesfor LNG ship charters, substantially increasing the shipping capacity availableto Shell's world-class LNG marketing business. The deal gives Shell an additional 7.2 million tonnes per annum (mtpa) ofdirectly managed LNG volumes. The company's already diverse and flexibleportfolio will be boosted with LNG supply in the Atlantic from Trinidad &Tobago, and in the Pacific from Peru. In addition, it immediately contributesadditional cash flow, while requiring limited on-going capital expenditure. Since the announcement of the transaction in February 2013, certain valueadjustments have been made in accordance with the terms of the sales andpurchase agreement. These are expected to lead to a net cash purchase price of$3.8 billion (subject to post closing adjustments), compared to purchase priceof $4.4 billion announced in February 2013, and balance sheet liabilities of$1.6 billion, compared to $1.8 billion at the initial announcement. Thisincludes the exercise of pre-emption rights of the BBE power plant in Spain byan existing partner as well as other adjustments such as the financialperformance of the portfolio and working capital movements since the effectivedate of 1st October 2012. The deal closed in 2014. Shell's capital investment in Q4 2013 will reflect$3.4 billion for this transaction with the remainder of $2.0 billion booked in2014 of which $1.6 billion is a non cash item relating to finance ship leases. Additional information: The transaction will add: a. Net 4.2 mtpa equity LNG plant capacity, increasing the company's equity LNG capacity by around 20%, from 22 to 26 mtpa. + Atlantic LNG trains 1-4; 14.8 mtpa capacity on a 100% basis (20-25% equity per train); operated by Atlantic LNG Company of Trinidad and Tobago. + Peru LNG 4.45 mtpa capacity, on a 100% basis (acquisition: 20% equity: 100% offtake); operated by Peru LNG Company. + A fleet of LNG carriers, comprising both long term and short term time charters. b. 7.2 mtpa of LNG volumes through long term off-take agreements. c. As part of this agreement, as previously disclosed, Shell has committed tosupply around 0.1 mtpa of LNG to Repsol's Canaport LNG terminal in Canada overa period of 10 years. Enquiries: Shell Media Relations: International +44 207 934 5550 Americas +1 713 241 4544 Shell Investor Relations: International +31 70 377 4540 North America +1 713 241 1042 Cautionary note The companies in which Royal Dutch Shell plc directly and indirectly ownsinvestments are separate entities. In this announcement "Shell", "Shell Group"and "Royal Dutch Shell" are sometimes used for convenience where references aremade to Royal Dutch Shell plc and its subsidiaries in general. Likewise, thewords "we", "us" and "our" are also used to refer to subsidiaries in general orto those who work for them. These expressions are also used where no usefulpurpose is served by identifying the particular company or companies."Subsidiaries", "Shell subsidiaries" and "Shell companies" as used in thisannouncement refer to companies in which Shell either directly or indirectlyhas control, by having either a majority of the voting rights or the right toexercise a controlling influence. The companies in which Shell has significantinfluence but not control are referred to as "associated companies" or"associates" and companies in which Shell has joint control are referred to as"jointly controlled entities". In this announcement, associates and jointlycontrolled entities are also referred to as "equity-accounted investments". Theterm "Shell interest" is used for convenience to indicate the direct and/orindirect (for example, through our 23 per cent shareholding in WoodsidePetroleum Ltd.) ownership interest held by Shell in a venture, partnership orcompany, after exclusion of all third-party interest. This announcement contains forward looking statements concerning the financialcondition, results of operations and businesses of Shell and the Shell Group.All statements other than statements of historical fact are, or may be deemedto be, forward-looking statements. Forward-looking statements are statements offuture expectations that are based on management's current expectations andassumptions and involve known and unknown risks and uncertainties that couldcause actual results, performance or events to differ materially from thoseexpressed or implied in these statements. Forward-looking statements include,among other things, statements concerning the potential exposure of Shell andthe Shell Group to market risks and statements expressing management'sexpectations, beliefs, estimates, forecasts, projections and assumptions. Theseforward looking statements are identified by their use of terms and phrasessuch as "anticipate", "believe", "could", "estimate", "expect", "goals","intend", "may", "objectives", "outlook", "plan", "probably", "project","risks", "seek", "should", "target", "will" and similar terms and phrases.There are a number of factors that could affect the future operations of Shelland the Shell Group and could cause those results to differ materially fromthose expressed in the forward looking statements included in thisannouncement, including (without limitation): (a) price fluctuations in crudeoil and natural gas; (b) changes in demand for Shell's products; (c) currencyfluctuations; (d) drilling and production results; (e) reserves estimates; (f)loss of market share and industry competition; (g) environmental and physicalrisks; (h) risks associated with the identification of suitable potentialacquisition properties and targets, and successful negotiation and completionof such transactions; (i) the risk of doing business in developing countriesand countries subject to international sanctions; (j) legislative, fiscal andregulatory developments including regulatory measures addressing climatechange; (k) economic and financial market conditions in various countries andregions; (l) political risks, including the risks of expropriation andrenegotiation of the terms of contracts with governmental entities, delays oradvancements in the approval of projects and delays in the reimbursement forshared costs; and (m) changes in trading conditions. All forward lookingstatements contained in this announcement are expressly qualified in theirentirety by the cautionary statements contained or referred to in this section.Readers should not place undue reliance on forward looking statements.Additional factors that may affect future results are contained in Shell's 20-Ffor the year ended 31 December 2012 (available at www.shell.com/investor andwww.sec.gov ). These factors also should be considered by the reader. Eachforward looking statement speaks only as of the date of this announcement, 2January 2014. Neither Shell nor any of its subsidiaries nor the Shell Groupundertake any obligation to publicly update or revise any forward lookingstatement 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 thisannouncement.