Royal Dutch Shell plc Shell Announces Commencement Of Share Buybacks
July 29 2021 - 1:03AM
UK Regulatory
TIDMRDSA TIDMRDSB
July 29, 2021
Royal Dutch Shell plc (the 'company') today announces the
commencement of share buybacks as part of its move to the next
phase of its capital allocation framework, which includes
shareholder distributions in a range of 20-30% of CFFO. The company
has entered into an irrevocable, non-discretionary arrangement with
a broker to enable the purchase of A ordinary shares and/or B
ordinary shares for a period up to and including December 29, 2021.
The aggregate maximum consideration for the purchase of A ordinary
shares and/or B ordinary shares is $2.0 billion, of which it is
expected that more than half will have been completed by the
company's Q3 results, which are scheduled for October 28, 2021. The
purpose of the share buybacks is to reduce the issued share capital
of the company. All shares repurchased as part of this arrangement
will be cancelled.
The maximum number of ordinary shares which may be purchased by
the company under this arrangement is 780,000,000, which is the
maximum pursuant to the authority granted by shareholders at the
company's 2021 Annual General Meeting(1) . The shares bought back
under this arrangement will be whichever of the A ordinary shares
and/or B ordinary shares traded in the GBP denomination is
economically the least expensive on a given trading day.
The broker will make its trading decisions in relation to the
company's securities independently of the company. The share
buybacks will be carried out on the London Stock Exchange and/or on
BATS and/or on Chi-X and will be effected within certain pre-set
parameters. They will be conducted in accordance with the company's
general authority to repurchase shares granted by its shareholders
at the company's Annual General Meeting held on May 18, 2021(1) ,
and in line with Chapter 12 of the Listing Rules, Article 5 of the
Market Abuse Regulation 596/2014/EU dealing with buyback ("EU MAR")
and EU MAR as "onshored" into UK law from the end of the Brexit
transition period (on 11:00 pm on 31 December 2020) through the
European Union (Withdrawal) Act 2018 (as amended by the European
Union (Withdrawal Agreement) Act 2020), and as amended,
supplemented, restated, novated, substituted or replaced by
relevant statutory instruments (including, The Market Abuse
(Amendment) (EU Exit) Regulations (SI 2019/310)), from time to time
and the Commission Delegated Regulation (EU) 2016/1052 ("EU MAR
Delegation Regulation") and EU MAR Delegated Regulation as
"onshored" into UK law from the end of the Brexit transition period
(on 11:00 pm on 31 December 2020) through the European Union
(Withdrawal) Act 2018 (as amended by the European Union (Withdrawal
Agreement) Act 2020), and as amended, supplemented, restated,
novated, substituted or replaced by relevant statutory instruments
(including, The Market Abuse (Amendment) (EU Exit) Regulations (SI
2019/310)), from time to time.
Enquiries
Media International: +44 (0) 207 934 5550
Media Americas: +1 832 337 4355
CAUTIONARY STATEMENT
The companies in which Royal Dutch Shell plc directly and
indirectly owns investments are separate legal entities. In this
announcement "Shell", "Shell Group" and "Group" 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 Royal Dutch Shell plc and its
subsidiaries in general or to those who work for them. These terms
are also used where no useful purpose is served by identifying the
particular entity or entities. "Subsidiaries", "Shell subsidiaries"
and "Shell companies" as used in this announcement refer to
entities over which Royal Dutch Shell plc either directly or
indirectly has control. Entities and unincorporated arrangements
over which Shell has joint control are generally referred to as
"joint ventures" and "joint operations", respectively. Entities
over which Shell has significant influence but neither control nor
joint control are referred to as "associates". The term "Shell
interest" is used for convenience to indicate the direct and/or
indirect ownership interest held by Shell in an entity or
unincorporated joint arrangement, after exclusion of all
third-party interest.
This announcement contains forward-looking statements (within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995) concerning the financial condition, results of operations and
businesses of 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 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 "aim", "ambition", "anticipate", "believe",
"could", "estimate", "expect", "goals", "intend", "may",
"milestones", "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 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; (m) risks associated
with the impact of pandemics, such as the COVID-19 (coronavirus)
outbreak; and (n) changes in trading conditions. No assurance is
provided that future dividend payments will match or exceed
previous dividend payments. 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 plc's Form 20-F
for the year ended December 31, 2020 (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, July 29, 2021. 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.
The content of websites referred to in this announcement does
not form part of this announcement.
We may have used certain terms, such as resources, in this
announcement that the United States Securities and Exchange
Commission (SEC) strictly prohibits us from including in our
filings with the SEC. 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.
LEI number of Royal Dutch Shell plc: 21380068P1DRHMJ8KU70
Classification: Acquisition or disposal of the issuer's own
shares
(1) The existing shareholder authority to buy back shares
granted at the company's 2021 Annual General Meeting expires at the
earlier of the close of business on August 18, 2022, and the end of
the date of the company's 2022 Annual General Meeting. The company
expects to seek renewal of shareholder authority to buy back shares
at subsequent Annual General Meetings.
(END) Dow Jones Newswires
July 29, 2021 02:03 ET (06:03 GMT)
Copyright (c) 2021 Dow Jones & Company, Inc.
Shell (LSE:SHEL)
Historical Stock Chart
From Mar 2024 to Apr 2024
Shell (LSE:SHEL)
Historical Stock Chart
From Apr 2023 to Apr 2024