UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For October 2014
Commission File Number: 1-32575
Royal Dutch Shell plc
(Exact name of registrant as specified in its charter)
England and Wales
(Jurisdiction of incorporation or organization)
30, Carel van Bylandtlaan, 2596 HR The Hague
The Netherlands
Tel No: (011 31 70) 377 9111
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 1 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
Royal Dutch Shell plc
(Registrant)
| By: | /s/ M. Brandjes | |
| Name: M. Brandjes | ||
| Title: Company Secretary |
Date: October 30, 2014
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 2 |
3RD QUARTER 2014 UNAUDITED RESULTS
| • | Royal Dutch Shell’s third quarter 2014 earnings, on a current cost of supplies (CCS) basis (see Note 2), were $5.3 billion compared with $4.2 billion for the same quarter a year ago. |
| • | Third quarter 2014 CCS earnings excluding identified items (see page 7) were $5.8 billion compared with $4.5 billion for the third quarter 2013, an increase of 31%. |
| • | Compared with the third quarter 2013, CCS earnings excluding identified items benefited from improved Downstream and Upstream results. In Downstream, earnings benefited from increased contributions from refining including improved operating performance, and trading. In Upstream, earnings increased due to the impact of new, higher-margin production, lower exploration expenses, and higher earnings from Integrated Gas, despite the effect of lower oil prices and volumes overall. The increase of a deferred tax liability as a result of the weakening Australian dollar reduced earnings by some $400 million compared with the third quarter 2013. |
| • | Basic CCS earnings per share excluding identified items increased by 30% versus the third quarter 2013. |
| • | Cash flow from operating activities for the third quarter 2014 was $12.8 billion, compared with $10.4 billion for the same quarter last year. Excluding working capital movements, cash flow from operating activities for the third quarter 2014 was $11.1 billion, compared with $9.9 billion for the third quarter 2013. |
| • | Capital investment for the third quarter 2014 was $8.5 billion. Net capital investment (see Note 2) for the third quarter was $4.8 billion, compared with $9.4 billion for the same period a year ago. |
| • | Total cash dividends paid to shareholders in the third quarter 2014 were $3.0 billion. During the third quarter some 18.5 million shares were bought back for cancellation for a consideration of $0.8 billion. |
| • | Gearing at the end of the third quarter 2014 was 11.7%. |
| • | A third quarter 2014 dividend has been announced of $0.47 per ordinary share and $0.94 per American Depositary Share (“ADS”), an increase of 4% compared with the third quarter 2013. |
SUMMARY OF UNAUDITED RESULTS
| Quarters | $ million |
Nine months | ||||||||||||||||||||||||||
| Q3 2014 |
Q2 2014 | Q3 2013 | %1 | 2014 | 2013 | % | ||||||||||||||||||||||
| 4,463 | 5,307 | 4,677 | -5 | Income attributable to Royal Dutch Shell plc shareholders | 14,279 | 14,590 | -2 | |||||||||||||||||||||
| 803 | (160 | ) | (429 | ) | Current cost of supplies (CCS) adjustment for Downstream | 599 | 3 | |||||||||||||||||||||
| 5,266 | 5,147 | 4,248 | +24 | CCS earnings | 14,878 | 14,593 | +2 | |||||||||||||||||||||
| (581 | ) | (979 | ) | (209 | ) | Identified items2 | (4,422 | ) | (1,984 | ) | ||||||||||||||||||
| 5,847 | 6,126 | 4,457 | +31 | CCS earnings excluding identified items | 19,300 | 16,577 | +16 | |||||||||||||||||||||
| Of which: |
||||||||||||||||||||||||||||
| 4,343 | 4,722 | 3,466 | Upstream | 14,775 | 12,640 | |||||||||||||||||||||||
| 1,793 | 1,347 | 892 | Downstream | 4,715 | 3,908 | |||||||||||||||||||||||
| (289 | ) | 57 | 99 | Corporate and Non-controlling interest | (190 | ) | 29 | |||||||||||||||||||||
| 12,811 | 8,641 | 10,409 | +23 | Cash flow from operating activities | 35,436 | 34,412 | +3 | |||||||||||||||||||||
| 0.83 | 0.81 | 0.68 | +22 | Basic CCS earnings per share ($) | 2.36 | 2.32 | +2 | |||||||||||||||||||||
| 1.66 | 1.62 | 1.36 | Basic CCS earnings per ADS ($) | 4.72 | 4.64 | |||||||||||||||||||||||
| 0.92 | 0.97 | 0.71 | +30 | Basic CCS earnings per share excl. identified items ($) | 3.06 | 2.63 | +16 | |||||||||||||||||||||
| 1.84 | 1.94 | 1.42 | Basic CCS earnings per ADS excl. identified items ($) | 6.12 | 5.26 | |||||||||||||||||||||||
| 0.47 | 0.47 | 0.45 | +4 | Dividend per share ($) | 1.41 | 1.35 | +4 | |||||||||||||||||||||
| 0.94 | 0.94 | 0.90 | Dividend per ADS ($) | 2.82 | 2.70 | |||||||||||||||||||||||
| 1 | Q3 on Q3 change |
| 2 | See page 7 |
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 3 |
Royal Dutch Shell Chief Executive Officer Ben van Beurden commented:
“Shell is proud to deliver high quality fuels, lubricants and petrochemicals, for transportation, power generation and manufacturing industries. With over 90,000 employees in more than 70 countries around the world, Shell is dedicated to delivering low-cost, safe and reliable energy for our customers.
The recent decline in oil prices is part of the volatility in our industry. It underlines the importance of our drive to get a tighter grip on performance management, keep a tight hold on costs and spending, and improve the balance between growth and returns.
Our results today show that we are delivering on the three priorities I set out at the start of 2014 – better financial performance, enhanced capital efficiency and continued strong project delivery.
We have moderated our spending on growth and accelerated disposals of our non-strategic portfolio as part of a drive to improve capital efficiency. Proceeds from asset sales so far this year total $11.6 billion, with further disposals ongoing.
Our plans to exit from Pinedale and Haynesville mark the completion of the major sales programme in our North America resources plays portfolio. We are now focusing on creating value from this slimmed-down position. Restructuring in Oil Products continues, with the completion of the divestment of Shell’s Australia positions in the quarter.
Our new investments are delivering benefits to the bottom line. We have brought four new deep-water fields on-stream this year. We are also adding new potential to the portfolio through exploration and appraisal successes.
Shell’s strategy is founded on creating value for the long term.
Our dividend per share for the third quarter of 2014 is up 4% from year-ago levels. With $8.9 billion of dividends declared and $2.4 billion of shares repurchased in the first three quarters of this year, we are on track for a programme of over $30 billion of dividend distributions and buybacks for 2014 and 2015 combined. All of this underlines the company’s recent improved performance and potential for the future.”
THIRD QUARTER 2014 PORTFOLIO DEVELOPMENTS
Upstream
In Nigeria, Shell announced first production from the Shell-operated Bonga North West deep-water development (Shell interest 55%). Oil from the Bonga North West subsea facilities is transported by a new undersea pipeline to the existing Bonga floating production, storage and offloading (“FPSO”) export facility. The Bonga FPSO has been upgraded to handle the additional oil flow from Bonga North West which, at peak production, is expected to contribute 40 thousand barrels of oil equivalent per day (“boe/d”).
In the United States, Shell announced the second major 2014 start-up in the deep-water Gulf of Mexico with the Cardamom development first oil (Shell interest 100%). Oil from the Cardamom subsea development is piped through Shell’s Auger platform and is planned to ramp up to 50 thousand boe/d at peak production.
In October, Shell announced first production from the Shell-operated Gumusut-Kakap deep-water development (Shell interest 33%) in Malaysia. The production system is expected to reach a peak oil production of around 135 thousand boe/d. With oil production now underway, work on the gas injection facilities is continuing with an expected start-up during 2015.
In October, Shell announced the final investment decision (“FID”) on the Bonga Main phase 3 project (Shell interest 55%) offshore Nigeria. The development is expected to contribute some 40 thousand boe/d at peak production through the existing Bonga FPSO export facility.
In October, Shell commenced front end engineering and design (“FEED”) on the Vito deep-water development project (Shell interest 51%) in the Gulf of Mexico, United States. The development, which is expected to deliver peak production of 100 thousand boe/d after coming on-stream, will be a 120 thousand boe/d capacity floating production system (“FPS”) with flexibility for up to four subsea tiebacks.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 4 |
In October, Shell announced a frontier exploration discovery offshore Gabon, West Africa (Shell interest 75%). The Leopard-1 well encountered a substantial gas column with around 200 metres net gas pay in a pre-salt reservoir. Shell and its partners are planning to undertake an appraisal programme to further determine the resource volumes.
During the quarter, in Shell’s heartlands exploration programme Shell made a gas discovery at the Shell-operated deep-water Marjoram-1 well (Shell interest 85%) in Malaysia. Shell also announced two oil discoveries in the Gulf of Mexico with the successful Rydberg exploration well (Shell interest 57%) in the Norphlet play, and with the Kaikias well (Shell interest 100%) in the Mars basin.
Shell had continued success with near-field exploration discoveries in a number of countries, including the successful Dhulaima drilling campaign in North Oman.
As part of its global exploration programme, Shell added new acreage positions following successful bidding results in the United States and Colombia.
In resources plays in the United States, Shell announced two gas discoveries in the Utica formation in Tioga County, Pennsylvania with the Neal and Gee exploration wells.
Shell continued to divest non-strategic Upstream positions during the third quarter 2014, with divestment proceeds totalling some $1.6 billion.
In Canada, Shell completed the divestment of its 100% interest in the Orion Steam Assisted Gravity Drainage (“SAGD”) project to Osum Oil Sands Corp. for a consideration of $0.3 billion.
Shell also completed the sale of its interest in a portion of its dry gas Deep Basin assets in Canada to Mapan Energy Ltd. for a consideration of some $0.1 billion.
In the United States, Shell completed the divestment of its entire interest in the Pinedale dry gas asset in Wyoming to Ultra Petroleum Corp. As part of the transaction, Shell received cash consideration of $0.8 billion including closing adjustments and gained an additional 155 thousand net acres in the Marcellus and Utica Shale areas in Pennsylvania. Shell now holds a 100% interest in the Tioga Area of Mutual Interest where two new gas discoveries were announced during the quarter.
Also in the United States, Shell completed the sale of its interest in 207 thousand net acres in the Slippery Rock acreage in western Pennsylvania to Rex Energy for a consideration of $0.1 billion.
Shell also agreed to sell its entire interest in the Haynesville dry gas asset in Louisiana, United States to Vine Oil & Gas LP and its partner Blackstone Group L.P. for a consideration of $1.2 billion, subject to closing. The transaction is effective from July 2014.
Shell agreed to sell its non-operated 20% interest in the BM-ES-23 concession in the Espirito Santos basin offshore Brazil to PTT Exploration and Production Public Company Ltd. The transaction, which is effective from January 2014, is expected to close later in the year.
Downstream
Shell (40%), together with Hyundai Oilbank (60%), announced through its joint venture, Hyundai and Shell Base Oil Company Ltd, first production from the venture’s Base Oil Manufacturing Plant (“BOMP”) in South Korea. The plant has the capacity to produce some 13 thousand barrels per day of API Group II base oils.
On October 28, 2014 Shell Midstream Partners, L.P., a limited partnership formed by Shell in the United States earlier this year, announced the pricing of its initial public offering of 40,000,000 common units representing limited partner interests at $23.00 per common unit. The common units began trading on the New York Stock Exchange on October 29, 2014 under the ticker symbol “SHLX”. The underwriters of the offering have a 30-day option to purchase up to an additional 6,000,000 common units from Shell Midstream Partners. The offering is expected to close on or around November 3, 2014, subject to customary closing conditions.
Downstream divestment proceeds totalled some $2 billion for the third quarter 2014 and included proceeds from the sale of Shell’s Downstream businesses (excluding Aviation) in Australia to Vitol.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 5 |
KEY FEATURES OF THE THIRD QUARTER 2014
| • | Third quarter 2014 CCS earnings (see Note 2) were $5,266 million, 24% higher than for the same quarter a year ago. |
| • | Third quarter 2014 CCS earnings excluding identified items (see page 7) were $5,847 million compared with $4,457 million for the third quarter 2013, an increase of 31%. |
| • | Compared with the third quarter 2013, CCS earnings excluding identified items benefited from improved Downstream and Upstream results. In Downstream, earnings benefited from increased contributions from refining including improved operating performance, and trading. In Upstream, earnings increased due to the impact of new, higher-margin production, lower exploration expenses, and higher earnings from Integrated Gas, despite the effect of lower oil prices and volumes overall. The increase of a deferred tax liability as a result of the weakening Australian dollar reduced earnings by some $400 million compared with the third quarter 2013. |
| • | Basic CCS earnings per share increased by 22% versus the same quarter a year ago. |
| • | Basic CCS earnings per share excluding identified items increased by 30% versus the same quarter a year ago. |
| • | Cash flow from operating activities for the third quarter 2014 was $12.8 billion, compared with $10.4 billion for the same quarter last year. Excluding working capital movements, cash flow from operating activities for the third quarter 2014 was $11.1 billion, compared with $9.9 billion for the third quarter 2013. |
| • | Net capital investment (see Note 2) for the third quarter 2014 was $4.8 billion. Capital investment for the third quarter 2014 was $8.5 billion and divestment proceeds were $3.6 billion. |
| • | Total cash dividends paid to shareholders in the third quarter 2014 were $3.0 billion. |
| • | Under our share buyback programme some 18.5 million shares were bought back for cancellation during the third quarter 2014 for a consideration of $0.8 billion. |
| • | Return on average capital employed on a reported income basis (see Note 7) was 7.7% at the end of the third quarter 2014 compared with 10.4% at the end of the third quarter 2013. |
| • | Gearing was 11.7% at the end of the third quarter 2014 versus 11.2% at the end of the third quarter 2013. |
| • | Oil and gas production for the third quarter 2014 was 2,790 thousand boe/d, a decrease of 5% compared with the third quarter 2013. Excluding the impact of divestments, Abu Dhabi license expiry, PSC price effects, and security impacts in Nigeria, third quarter 2014 production volumes were 2% higher than for the same period last year. |
| • | Equity sales of LNG of 5.68 million tonnes for the third quarter 2014 were 16% higher than for the same quarter a year ago. |
| • | Oil products sales volumes for the third quarter 2014 were 2% lower than for the third quarter 2013. Chemicals sales volumes for the third quarter 2014 decreased by 4% compared with the same quarter a year ago. |
| • | Supplementary financial and operational disclosure for the third quarter 2014 is available at www.shell.com/investor. |
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 6 |
SUMMARY OF IDENTIFIED ITEMS
Earnings for the third quarter 2014 reflected the following items, which in aggregate amounted to a net charge of $581 million (compared with a net charge of $209 million for the third quarter 2013), as summarised in the table below:
| • | Upstream earnings included a net charge of $394 million, mainly reflecting a deferred tax liability of $349 million related to an associate company and impairments of $176 million. These were partly offset by net divestment gains of $112 million. Upstream earnings for the third quarter 2013 included a net charge of $176 million. |
| • | Downstream earnings included a net charge of $192 million, primarily reflecting losses related to divestments of $92 million and impairments of $75 million. Downstream earnings for the third quarter 2013 included a net gain of $14 million. |
| • | Corporate results and Non-controlling interest included a net gain of $5 million. Earnings for the third quarter 2013 included a net charge of $47 million. |
SUMMARY OF IDENTIFIED ITEMS
| Quarters | $ million |
Nine months | ||||||||||||||||||
| Q3 2014 |
Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| Segment earnings impact of identified items: | ||||||||||||||||||||
| (394 | ) | (902 | ) | (176 | ) | Upstream | (1,579 | ) | (1,848 | ) | ||||||||||
| (192 | ) | (76 | ) | 14 | Downstream | (2,848 | ) | (511 | ) | |||||||||||
| 5 | (1 | ) | (47 | ) | Corporate and Non-controlling interest | 5 | 375 | |||||||||||||
| (581 | ) | (979 | ) | (209 | ) | Earnings impact | (4,422 | ) | (1,984 | ) | ||||||||||
These identified items are shown to provide additional insight into segment earnings and income attributable to shareholders. They include the full impact on Shell’s CCS earnings of the following items:
| • | Divestment gains and losses |
| • | Impairments |
| • | Fair value accounting of commodity derivatives and certain gas contracts (see Note 6) |
| • | Redundancy and restructuring |
Further items may be identified in addition to the above.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 7 |
EARNINGS BY BUSINESS SEGMENT
UPSTREAM
| Quarters | $ million |
Nine months | ||||||||||||||||||||||||||
| Q3 2014 |
Q2 2014 | Q3 2013 | %1 | 2014 | 2013 | % | ||||||||||||||||||||||
| 4,343 | 4,722 | 3,466 | +25 | Upstream earnings excluding identified items | 14,775 | 12,640 | +17 | |||||||||||||||||||||
| 3,949 | 3,820 | 3,290 | +20 | Upstream earnings | 13,196 | 10,792 | +22 | |||||||||||||||||||||
| 8,854 | 8,919 | 6,709 | +32 | Upstream cash flow from operating activities | 26,848 | 24,557 | +9 | |||||||||||||||||||||
| 5,447 | 562 | 8,148 | -33 | Upstream net capital investment | 15,349 | 25,067 | -39 | |||||||||||||||||||||
| 1,429 | 1,499 | 1,485 | -4 | Liquids production available for sale (thousand b/d) | 1,469 | 1,541 | -5 | |||||||||||||||||||||
| 7,892 | 9,153 | 8,383 | -6 | Natural gas production available for sale (million scf/d) | 9,082 | 9,511 | -5 | |||||||||||||||||||||
| 2,790 | 3,077 | 2,931 | -5 | Total production available for sale (thousand boe/d) | 3,035 | 3,181 | -5 | |||||||||||||||||||||
| 5.68 | 6.00 | 4.88 | +16 | Equity sales of LNG (million tonnes) | 17.77 | 14.71 | +21 | |||||||||||||||||||||
| 1 | Q3 on Q3 change |
Third quarter Upstream earnings excluding identified items were $4,343 million compared with $3,466 million a year ago. Identified items were a net charge of $394 million, compared with a net charge of $176 million for the third quarter 2013 (see page 7).
Compared with the third quarter 2013, earnings excluding identified items benefited from new, high-margin production despite the effect of lower oil prices and volumes overall. Earnings also reflected lower exploration expenses, primarily driven by fewer well write-offs and increased dividends from an LNG venture including the phasing of a dividend from the second quarter 2014. These items were partly offset by higher depreciation. The increase of a deferred tax liability as a result of the weakening Australian dollar reduced earnings by some $400 million.
Global liquids realisations were 8% lower than for the third quarter 2013. Global natural gas realisations were 7% lower than for the same quarter a year ago, with a 17% increase in the Americas and an 11% decrease outside the Americas.
Third quarter 2014 production was 2,790 thousand boe/d compared with 2,931 thousand boe/d a year ago. Liquids production decreased by 4% and natural gas production decreased by 6% compared with the third quarter 2013. Excluding the impact of divestments, Abu Dhabi license expiry, PSC price effects, and security impacts in Nigeria, third quarter 2014 production was 2% higher than for the same period last year. Underlying production was driven by increased high-margin liquids production in the Americas, including the impact of substantially lower downtime, partly offset by higher downtime elsewhere.
New field start-ups and the continuing ramp-up of existing fields, in particular Majnoon in Iraq, Mars B and BC-10 in the Americas, contributed some 139 thousand boe/d to production for the third quarter 2014, which more than offset the impact of field declines.
Equity LNG sales volumes of 5.68 million tonnes increased by 16% compared with the same quarter a year ago, mainly reflecting the contribution from the acquisition of Repsol’s LNG business.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 8 |
DOWNSTREAM
| Quarters | $ million |
Nine months | ||||||||||||||||||||||||||
| Q3 2014 |
Q2 2014 | Q3 2013 | %1 | 2014 | 2013 | % | ||||||||||||||||||||||
| 1,793 | 1,347 | 892 | +101 | Downstream CCS earnings excluding identified items | 4,715 | 3,908 | +21 | |||||||||||||||||||||
| 1,601 | 1,271 | 906 | +77 | Downstream CCS earnings | 1,867 | 3,397 | -45 | |||||||||||||||||||||
| 3,187 | 262 | 2,969 | +7 | Downstream cash flow from operating activities | 6,594 | 7,095 | -7 | |||||||||||||||||||||
| (615 | ) | 543 | 1,166 | — | Downstream net capital investment | 704 | 3,314 | -79 | ||||||||||||||||||||
| 2,896 | 3,034 | 2,947 | -2 | Refinery processing intake (thousand b/d) | 2,965 | 2,917 | +2 | |||||||||||||||||||||
| 6,295 | 6,453 | 6,398 | -2 | Oil products sales volumes (thousand b/d) | 6,355 | 6,206 | +2 | |||||||||||||||||||||
| 4,441 | 4,387 | 4,620 | -4 | Chemicals sales volumes (thousand tonnes) | 13,113 | 12,974 | +1 | |||||||||||||||||||||
| 1 | Q3 on Q3 change |
Third quarter Downstream earnings excluding identified items were $1,793 million compared with $892 million for the third quarter 2013. Identified items were a net charge of $192 million, compared with a net gain of $14 million for the third quarter 2013 (see page 7).
Compared with the third quarter 2013, Downstream earnings excluding identified items benefited from higher realised refining margins, reflecting the industry environment and improved operating performance. Earnings also benefited from lower operating expenses, mainly resulting from divestments, as well as increased trading contributions. Contributions from Chemicals decreased mainly as a result of weaker intermediates industry conditions, and a prior-period adjustment, partly offset by improved base chemicals industry conditions.
Refinery intake volumes were 2% lower compared with the same quarter last year. Excluding portfolio impacts, refinery intake volumes were in line with the same period a year ago. Refinery availability was 94%, compared with 93% for the third quarter 2013.
Oil products sales volumes decreased by 2% compared with the same period a year ago. Excluding portfolio impacts, oil products sales volumes were in line with the same period a year ago.
Chemicals sales volumes decreased by 4% compared with the same quarter last year, mainly as a result of lower trading activity. Chemicals manufacturing plant availability decreased to 90% from 96% for the third quarter 2013, reflecting higher unplanned downtime, primarily due to an incident in June at the Moerdijk chemical site in the Netherlands. The impact of a separate incident in October at Moerdijk is currently being assessed; however, most units will be out for the remainder of 2014 and impact on some units is expected to extend into 2015.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 9 |
CORPORATE AND NON-CONTROLLING INTEREST
| Quarters | $ million |
Nine months | ||||||||||||||||||
| Q3 2014 |
Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| (289 | ) | 57 | 99 | Corporate and Non-controlling interest excl. identified items | (190 | ) | 29 | |||||||||||||
| Of which: | ||||||||||||||||||||
| (306 | ) | 101 | 135 | Corporate |
(129 | ) | 146 | |||||||||||||
| 17 | (44 | ) | (36 | ) | Non-controlling interest |
(61 | ) | (117 | ) | |||||||||||
| (284 | ) | 56 | 52 | Corporate and Non-controlling interest | (185 | ) | 404 | |||||||||||||
Third quarter Corporate results and Non-controlling interest excluding identified items were a charge of $289 million, compared with a gain of $99 million for the same period last year. Identified items for the third quarter 2014 were a net gain of $5 million, whereas earnings for the third quarter 2013 included a net charge of $47 million (see page 7).
Compared with the third quarter 2013, Corporate results excluding identified items mainly reflected adverse currency exchange rate effects and lower tax credits.
FORTHCOMING EVENTS
Fourth quarter 2014 results and fourth quarter 2014 dividend are scheduled to be announced on January 29, 2015. First quarter 2015 results and first quarter 2015 dividend are scheduled to be announced on April 30, 2015. Second quarter 2015 results and second quarter 2015 dividend are scheduled to be announced on July 30, 2015. Third quarter 2015 results and third quarter 2015 dividend are scheduled to be announced on October 29, 2015.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 10 |
UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF INCOME
| Quarters | $ million |
Nine months | ||||||||||||||||||||||||||
| Q3 2014 | Q2 2014 | Q3 2013 | %1 | 2014 | 2013 | % | ||||||||||||||||||||||
| 107,851 | 111,222 | 116,513 | Revenue | 328,731 | 341,992 | |||||||||||||||||||||||
| 1,512 | 1,716 | 1,515 | Share of profit of joint ventures and associates | 5,298 | 5,251 | |||||||||||||||||||||||
| 462 | 2,336 | 230 | Interest and other income | 3,149 | 877 | |||||||||||||||||||||||
| 109,825 | 115,274 | 118,258 | Total revenue and other income | 337,178 | 348,120 | |||||||||||||||||||||||
| 84,507 | 85,296 | 91,842 | Purchases | 253,638 | 267,346 | |||||||||||||||||||||||
| 7,555 | 7,839 | 7,416 | Production and manufacturing expenses | 22,573 | 20,874 | |||||||||||||||||||||||
| 3,350 | 3,755 | 3,566 | Selling, distribution and administrative expenses | 10,539 | 10,814 | |||||||||||||||||||||||
| 302 | 274 | 291 | Research and development | 859 | 890 | |||||||||||||||||||||||
| 846 | 1,128 | 1,636 | Exploration | 2,901 | 3,512 | |||||||||||||||||||||||
| 4,730 | 7,354 | 4,153 | Depreciation, depletion and amortisation | 19,508 | 15,880 | |||||||||||||||||||||||
| 417 | 505 | 392 | Interest expense | 1,374 | 1,172 | |||||||||||||||||||||||
| 8,118 | 9,123 | 8,962 | -9 | Income before taxation | 25,786 | 27,632 | -7 | |||||||||||||||||||||
| 3,693 | 3,778 | 4,225 | Taxation | 11,474 | 12,928 | |||||||||||||||||||||||
| 4,425 | 5,345 | 4,737 | -7 | Income for the period | 14,312 | 14,704 | -3 | |||||||||||||||||||||
| (38 | ) | 38 | 60 | Income attributable to non-controlling interest | 33 | 114 | ||||||||||||||||||||||
| 4,463 | 5,307 | 4,677 | -5 | Income attributable to Royal Dutch Shell plc shareholders | 14,279 | 14,590 | -2 | |||||||||||||||||||||
| 1 | Q3 on Q3 change |
EARNINGS PER SHARE
| Quarters | $ |
Nine months | ||||||||||||||||||
| Q3 2014 | Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| 0.70 | 0.84 | 0.75 | Basic earnings per share | 2.26 | 2.32 | |||||||||||||||
| 0.70 | 0.84 | 0.75 | Diluted earnings per share | 2.26 | 2.32 | |||||||||||||||
SHARES1
| Quarters | Millions |
Nine months | ||||||||||||||||||
| Q3 2014 | Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| Weighted average number of shares as the basis for: | ||||||||||||||||||||
| 6,333.8 | 6,323.0 | 6,269.7 | Basic earnings per share | 6,315.0 | 6,297.3 | |||||||||||||||
| 6,334.1 | 6,323.4 | 6,272.5 | Diluted earnings per share | 6,315.3 | 6,300.3 | |||||||||||||||
| 6,320.3 | 6,341.7 | 6,282.2 | Shares outstanding at the end of the period | 6,320.3 | 6,282.2 | |||||||||||||||
| 1 | Royal Dutch Shell plc ordinary shares of €0.07 each |
Notes 1 to 5 are an integral part of these unaudited Condensed Consolidated Interim Financial Statements.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 11 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| Quarters | $ million |
Nine months | ||||||||||||||||||
| Q3 2014 | Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| 4,425 | 5,345 | 4,737 | Income for the period |
14,312 | 14,704 | |||||||||||||||
| Other comprehensive income net of tax: |
||||||||||||||||||||
| Items that may be reclassified to income in later periods: |
||||||||||||||||||||
| (2,963 | ) | 591 | 1,064 | - Currency translation differences |
(2,923 | ) | (1,612 | ) | ||||||||||||
| (83 | ) | (182 | ) | (154 | ) | - Unrealised losses on securities |
(237 | ) | (194 | ) | ||||||||||
| (10 | ) | (18 | ) | 25 | - Cash flow hedging (losses)/gains |
(9 | ) | 180 | ||||||||||||
| (68 | ) | 5 | (39 | ) | - Share of other comprehensive (loss)/income of joint ventures and associates |
(70 | ) | (124 | ) | |||||||||||
| (3,124 | ) | 396 | 896 | Total |
(3,239 | ) | (1,750 | ) | ||||||||||||
| Items that are not reclassified to income in later periods: |
||||||||||||||||||||
| (2,672 | ) | (253 | ) | (557 | ) | - Retirement benefits remeasurements |
(3,471 | ) | 1,463 | |||||||||||
| (2,672 | ) | (253 | ) | (557 | ) | Total |
(3,471 | ) | 1,463 | |||||||||||
| (5,796 | ) | 143 | 339 | Other comprehensive (loss)/income for the period |
(6,710 | ) | (287 | ) | ||||||||||||
| (1,371 | ) | 5,488 | 5,076 | Comprehensive income for the period |
7,602 | 14,417 | ||||||||||||||
| (104 | ) | 48 | 34 | Comprehensive (loss)/income attributable to non-controlling interest |
(27 | ) | 37 | |||||||||||||
| (1,267 | ) | 5,440 | 5,042 | Comprehensive income attributable to Royal Dutch Shell plc shareholders |
7,629 | 14,380 | ||||||||||||||
Notes 1 to 5 are an integral part of these unaudited Condensed Consolidated Interim Financial Statements.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 12 |
CONDENSED CONSOLIDATED BALANCE SHEET
| $ million | ||||||||||||
| Sep 30, 2014 | Jun 30, 2014 | Sep 30, 2013 | ||||||||||
| Assets |
||||||||||||
| Non-current assets: |
||||||||||||
| Intangible assets |
7,135 | 7,423 | 4,348 | |||||||||
| Property, plant and equipment |
190,842 | 193,069 | 186,541 | |||||||||
| Joint ventures and associates |
33,316 | 34,455 | 34,010 | |||||||||
| Investments in securities |
4,592 | 4,647 | 4,703 | |||||||||
| Deferred tax |
7,465 | 6,557 | 5,514 | |||||||||
| Retirement benefits |
2,405 | 3,439 | 3,205 | |||||||||
| Trade and other receivables |
8,255 | 9,121 | 9,633 | |||||||||
| 254,010 | 258,711 | 247,954 | ||||||||||
| Current assets: |
||||||||||||
| Inventories |
27,318 | 31,361 | 29,820 | |||||||||
| Trade and other receivables |
59,056 | 65,225 | 62,561 | |||||||||
| Cash and cash equivalents |
19,027 | 15,419 | 14,278 | |||||||||
| 105,401 | 112,005 | 106,659 | ||||||||||
| Total assets |
359,411 | 370,716 | 354,613 | |||||||||
| Liabilities |
||||||||||||
| Non-current liabilities: |
||||||||||||
| Debt |
37,065 | 38,901 | 31,972 | |||||||||
| Trade and other payables |
3,735 | 4,167 | 4,198 | |||||||||
| Deferred tax |
12,970 | 11,950 | 11,678 | |||||||||
| Retirement benefits |
14,064 | 11,967 | 13,738 | |||||||||
| Decommissioning and other provisions |
22,156 | 22,714 | 18,839 | |||||||||
| 89,990 | 89,699 | 80,425 | ||||||||||
| Current liabilities: |
||||||||||||
| Debt |
5,917 | 5,221 | 5,106 | |||||||||
| Trade and other payables |
65,741 | 72,495 | 71,988 | |||||||||
| Taxes payable |
13,181 | 13,542 | 13,110 | |||||||||
| Retirement benefits |
364 | 389 | 383 | |||||||||
| Decommissioning and other provisions |
3,226 | 3,257 | 3,195 | |||||||||
| 88,429 | 94,904 | 93,782 | ||||||||||
| Total liabilities |
178,419 | 184,603 | 174,207 | |||||||||
| Equity attributable to Royal Dutch Shell plc shareholders |
180,002 | 185,015 | 179,147 | |||||||||
| Non-controlling interest |
990 | 1,098 | 1,259 | |||||||||
| Total equity |
180,992 | 186,113 | 180,406 | |||||||||
| Total liabilities and equity |
359,411 | 370,716 | 354,613 | |||||||||
Notes 1 to 5 are an integral part of these unaudited Condensed Consolidated Interim Financial Statements.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 13 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
| Equity attributable to Royal Dutch Shell plc shareholders | ||||||||||||||||||||||||||||
| $ million |
Share capital |
Shares held in trust |
Other reserves |
Retained earnings |
Total | Non- controlling interest |
Total equity |
|||||||||||||||||||||
| At January 1, 2014 |
542 | (1,932 | ) | (2,037 | ) | 183,474 | 180,047 | 1,101 | 181,148 | |||||||||||||||||||
| Comprehensive income for the period |
— | — | (6,650 | ) | 14,279 | 7,629 | (27 | ) | 7,602 | |||||||||||||||||||
| Capital contributions from, and other changes in, non-controlling interest |
— | — | — | 3 | 3 | (7 | ) | (4 | ) | |||||||||||||||||||
| Dividends paid |
— | — | — | (8,856 | ) | (8,856 | ) | (77 | ) | (8,933 | ) | |||||||||||||||||
| Scrip dividends1 |
6 | — | (6 | ) | 2,399 | 2,399 | — | 2,399 | ||||||||||||||||||||
| Repurchases of shares2 |
(5 | ) | — | 5 | (2,010 | ) | (2,010 | ) | — | (2,010 | ) | |||||||||||||||||
| Shares held in trust: net sales/(purchases) and dividends received |
— | 807 | — | 77 | 884 | — | 884 | |||||||||||||||||||||
| Share-based compensation |
— | — | (122 | ) | 28 | (94 | ) | — | (94 | ) | ||||||||||||||||||
| At September 30, 2014 |
543 | (1,125 | ) | (8,810 | ) | 189,394 | 180,002 | 990 | 180,992 | |||||||||||||||||||
| At January 1, 2013 |
542 | (2,287 | ) | (3,752 | ) | 180,246 | 174,749 | 1,433 | 176,182 | |||||||||||||||||||
| Comprehensive income for the period |
— | — | (210 | ) | 14,590 | 14,380 | 37 | 14,417 | ||||||||||||||||||||
| Capital contributions from, and other changes in, non-controlling interest |
— | — | — | — | — | 5 | 5 | |||||||||||||||||||||
| Dividends paid |
— | — | — | (8,481 | ) | (8,481 | ) | (216 | ) | (8,697 | ) | |||||||||||||||||
| Scrip dividends1 |
8 | — | (8 | ) | 2,893 | 2,893 | — | 2,893 | ||||||||||||||||||||
| Repurchases of shares2 |
(10 | ) | — | 10 | (4,226 | ) | (4,226 | ) | — | (4,226 | ) | |||||||||||||||||
| Shares held in trust: net sales/(purchases) and dividends received |
— | 322 | — | 92 | 414 | — | 414 | |||||||||||||||||||||
| Share-based compensation |
— | — | (256 | ) | (326 | ) | (582 | ) | — | (582 | ) | |||||||||||||||||
| At September 30, 2013 |
540 | (1,965 | ) | (4,216 | ) | 184,788 | 179,147 | 1,259 | 180,406 | |||||||||||||||||||
| 1 | Under the Scrip Dividend Programme some 64.6 million A shares, equivalent to $2.4 billion, were issued during the first nine months 2014 and some 88.3 million A shares, equivalent to $2.9 billion, were issued during the first nine months 2013. On May 22, 2014, Shell announced the cancellation of its Scrip Dividend Programme with effect from the second quarter 2014 interim dividend onwards. |
| 2 | Includes shares committed to repurchase and repurchases subject to settlement at the end of the quarter |
Notes 1 to 5 are an integral part of these unaudited Condensed Consolidated Interim Financial Statements.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 14 |
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
| Quarters | $ million |
Nine months | ||||||||||||||||||
| Q3 2014 | Q2 2014 | Q3 2013 | 2014 | 2013 | ||||||||||||||||
| Cash flow from operating activities | ||||||||||||||||||||
| 4,425 | 5,345 | 4,737 | Income for the period | 14,312 | 14,704 | |||||||||||||||
| Adjustment for: | ||||||||||||||||||||
| 2,691 | 4,336 | 4,965 | - Current taxation | 11,427 | 13,905 | |||||||||||||||
| 377 | 468 | 354 | - Interest expense (net) | 1,223 | 1,012 | |||||||||||||||
| 4,729 | 7,355 | 4,153 | - Depreciation, depletion and amortisation | 19,508 | 15,880 | |||||||||||||||
| (78 | ) | (2,203 | ) | (38 | ) | - Net gains on sale of assets | (2,240 | ) | (295 | ) | ||||||||||
| 1,741 | (2,335 | ) | 551 | - Decrease/(increase) in working capital | 281 | 4,670 | ||||||||||||||
| (1,512 | ) | (1,716 | ) | (1,515 | ) | - Share of profit of joint ventures and associates | (5,298 | ) | (5,251 | ) | ||||||||||
| 2,096 | 1,768 | 1,307 | - Dividends received from joint ventures and associates | 5,371 | 5,252 | |||||||||||||||
| 689 | (396 | ) | (907 | ) | - Deferred taxation, retirement benefits, decommissioning and other provisions | (15 | ) | (1,763 | ) | |||||||||||
| 572 | 399 | 788 | - Other | 1,500 | 1,599 | |||||||||||||||
| 15,730 | 13,021 | 14,395 | Net cash from operating activities (pre-tax) | 46,069 | 49,713 | |||||||||||||||
| (2,919 | ) | (4,380 | ) | (3,986 | ) | Taxation paid | (10,633 | ) | (15,301 | ) | ||||||||||
| 12,811 | 8,641 | 10,409 | Net cash from operating activities | 35,436 | 34,412 | |||||||||||||||
| Cash flow from investing activities | ||||||||||||||||||||
| (7,867 | ) | (7,872 | ) | (8,788 | ) | Capital expenditure | (23,136 | ) | (25,637 | ) | ||||||||||
| (151 | ) | (493 | ) | (352 | ) | Investments in joint ventures and associates | (1,533 | ) | (1,015 | ) | ||||||||||
| 3,783 | 3,539 | 79 | Proceeds from sales of assets | 7,628 | 780 | |||||||||||||||
| 157 | 3,671 | 212 | Proceeds from sales of joint ventures and associates | 3,884 | 429 | |||||||||||||||
| (278 | ) | 188 | (63 | ) | Other investments (net) | 62 | (390 | ) | ||||||||||||
| 29 | 31 | 31 | Interest received | 118 | 138 | |||||||||||||||
| (4,327 | ) | (936 | ) | (8,881 | ) | Net cash used in investing activities | (12,977 | ) | (25,695 | ) | ||||||||||
| Cash flow from financing activities | ||||||||||||||||||||
| (465 | ) | (1,397 | ) | 124 | Net (decrease)/increase in debt with maturity period within three months | (3,159 | ) | (113 | ) | |||||||||||
| 442 | 140 | 4,402 | Other debt: New borrowings | 3,777 | 4,780 | |||||||||||||||
| (334 | ) | (251 | ) | (672 | ) | Repayments |
(3,518 | ) | (6,413 | ) | ||||||||||
| (404 | ) | (398 | ) | (323 | ) | Interest paid | (1,170 | ) | (657 | ) | ||||||||||
| — | (13 | ) | 8 | Change in non-controlling interest | (13 | ) | 9 | |||||||||||||
| Cash dividends paid to: | ||||||||||||||||||||
| (2,994 | ) | (1,964 | ) | (1,637 | ) | - Royal Dutch Shell plc shareholders | (6,457 | ) | (5,588 | ) | ||||||||||
| (4 | ) | (45 | ) | (136 | ) | - Non-controlling interest | (77 | ) | (216 | ) | ||||||||||
| (770 | ) | (346 | ) | (1,525 | ) | Repurchases of shares | (2,357 | ) | (4,004 | ) | ||||||||||
| 48 | 90 | (189 | ) | Shares held in trust: net (purchases)/sales and dividends received | 261 | (631 | ) | |||||||||||||
| (4,481 | ) | (4,184 | ) | 52 | Net cash used in financing activities | (12,713 | ) | (12,833 | ) | |||||||||||
| (395 | ) | (26 | ) | 158 | Currency translation differences relating to cash and cash equivalents |
(415 | ) | (156 | ) | |||||||||||
| 3,608 | 3,495 | 1,738 | Increase/(decrease) in cash and cash equivalents | 9,331 | (4,272 | ) | ||||||||||||||
| 15,419 | 11,924 | 12,540 | Cash and cash equivalents at beginning of period | 9,696 | 18,550 | |||||||||||||||
| 19,027 | 15,419 | 14,278 | Cash and cash equivalents at end of period | 19,027 | 14,278 | |||||||||||||||
Notes 1 to 5 are an integral part of these unaudited Condensed Consolidated Interim Financial Statements.
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 15 |
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1. Basis of preparation
These unaudited Condensed Consolidated Interim Financial Statements (“Interim Statements”) of Royal Dutch Shell plc and its subsidiaries (collectively referred to as Shell) have been prepared on the basis of the same accounting principles as, and should be read in conjunction with, the Annual Report and Form 20-F for the year ended December 31, 2013 (pages 105 to 110) as filed with the U.S. Securities and Exchange Commission.
The financial information presented in the Interim Statements does not constitute statutory accounts within the meaning of section 434(3) of the Companies Act 2006. Statutory accounts for the year ended December 31, 2013 were published in Shell’s Annual Report and a copy was delivered to the Registrar of Companies in England and Wales. The auditors’ report on those accounts was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain a statement under sections 498(2) or 498(3) of the Companies Act 2006.
2. Segment information
Segment earnings are presented on a current cost of supplies basis (CCS earnings). On this basis, the purchase price of volumes sold during the period is based on the current cost of supplies during the same period after making allowance for the tax effect. CCS earnings therefore exclude the effect of changes in the oil price on inventory carrying amounts.
Net capital investment is defined as capital expenditure as reported in the Condensed Consolidated Statement of Cash Flows, adjusted for: proceeds from disposals (excluding other investments (net) in the Corporate segment); exploration expense excluding exploration wells written off; investments in joint ventures and associates; and leases and other items.
CCS earnings and net capital investment information are the dominant measures used by the Chief Executive Officer for the purposes of making decisions about allocating resources and assessing performance.
Information by business segment:
| Quarters | $ million |
Nine months | ||||||||||||||
| Q3 2014 | Q3 2013 | 2014 | 2013 | |||||||||||||
| Third-party revenue |
||||||||||||||||
| 10,318 | 11,563 | Upstream |
33,989 | 36,024 | ||||||||||||
| 97,508 | 104,914 | Downstream |
294,659 | 305,857 | ||||||||||||
| 25 | 36 | Corporate |
83 | 111 | ||||||||||||
| 107,851 | 116,513 | Total third-party revenue |
328,731 | 341,992 | ||||||||||||
| Inter-segment revenue |
||||||||||||||||
| 12,758 | 11,569 | Upstream |
37,630 | 34,064 | ||||||||||||
| 627 | 76 | Downstream |
1,698 | 477 | ||||||||||||
| — | — | Corporate |
— | — | ||||||||||||
| Segment earnings |
||||||||||||||||
| 3,949 | 3,290 | Upstream1 |
13,196 | 10,792 | ||||||||||||
| 1,601 | 906 | Downstream2 |
1,867 | 3,397 | ||||||||||||
| (301 | ) | 88 | Corporate |
(124 | ) | 506 | ||||||||||
| 5,249 | 4,284 | Total segment earnings |
14,939 | 14,695 | ||||||||||||
| 1 | Second quarter 2014 Upstream earnings included an impairment charge of $1,943 million after taxation, partly offset by divestment gains of $1,230 million after taxation. Second quarter 2013 Upstream earnings included an impairment charge of $2,071 million after taxation. |
| 2 | First quarter 2014 Downstream earnings included an impairment charge of $2,284 million related to refineries in Asia and Europe. |
| Quarters | $ million |
Nine months | ||||||||||||||
| Q3 2014 | Q3 2013 | 2014 | 2013 | |||||||||||||
| 5,249 | 4,284 | Total segment earnings |
14,939 | 14,695 | ||||||||||||
| Current cost of supplies adjustment: | ||||||||||||||||
| (894 | ) | 541 | Purchases |
(751 | ) | (140 | ) | |||||||||
| 246 | (137 | ) | Taxation |
203 | 53 | |||||||||||
| (176 | ) | 49 | Share of profit of joint ventures and associates |
(79 | ) | 96 | ||||||||||
| 4,425 | 4,737 | Income for the period |
14,312 | 14,704 | ||||||||||||
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 16 |
3. Share capital
Issued and fully paid
| Ordinary shares of €0.07 each | Sterling deferred shares | |||||||||||
| Number of shares |
A | B | of £1 each | |||||||||
| At January 1, 2014 |
3,898,011,213 | 2,472,839,187 | 50,000 | |||||||||
| Scrip dividends |
64,568,758 | — | — | |||||||||
| Repurchases of shares |
(27,917,878 | ) | (32,428,573 | ) | — | |||||||
| At September 30, 2014 |
3,934,662,093 | 2,440,410,614 | 50,000 | |||||||||
| At January 1, 2013 |
3,772,388,687 | 2,617,715,189 | 50,000 | |||||||||
| Scrip dividends |
88,288,316 | — | — | |||||||||
| Repurchases of shares |
— | (117,715,539 | ) | — | ||||||||
| At September 30, 2013 |
3,860,677,003 | 2,499,999,650 | 50,000 | |||||||||
Nominal value
| Ordinary shares of €0.07 each |
||||||||||||
| $ million |
A | B | Total | |||||||||
| At January 1, 2014 |
333 | 209 | 542 | |||||||||
| Scrip dividends |
6 | — | 6 | |||||||||
| Repurchases of shares |
(2 | ) | (3 | ) | (5 | ) | ||||||
| At September 30, 2014 |
337 | 206 | 543 | |||||||||
| At January 1, 2013 |
321 | 221 | 542 | |||||||||
| Scrip dividends |
8 | — | 8 | |||||||||
| Repurchases of shares |
— | (10 | ) | (10 | ) | |||||||
| At September 30, 2013 |
329 | 211 | 540 | |||||||||
The total nominal value of sterling deferred shares is less than $1 million.
At Royal Dutch Shell plc’s Annual General Meeting on May 20, 2014, the Board was authorised to allot ordinary shares in Royal Dutch Shell plc, and to grant rights to subscribe for or to convert any security into ordinary shares in Royal Dutch Shell plc, up to an aggregate nominal amount of €147 million (representing 2,100 million ordinary shares of €0.07 each), and to list such shares or rights on any stock exchange. This authority expires at the earlier of the close of business on August 20, 2015, and the end of the Annual General Meeting to be held in 2015, unless previously renewed, revoked or varied by Royal Dutch Shell plc in a general meeting.
4. Other reserves
| $ million |
Merger reserve1 |
Share premium reserve1 |
Capital redemption reserve2 |
Share plan reserve |
Accumulated other comprehensive income |
Total | ||||||||||||||||||
| At January 1, 2014 |
3,411 | 154 | 75 | 1,871 | (7,548 | ) | (2,037 | ) | ||||||||||||||||
| Other comprehensive loss attributable to Royal Dutch Shell plc shareholders |
— | — | — | — | (6,650 | ) | (6,650 | ) | ||||||||||||||||
| Scrip dividends |
(6 | ) | — | — | — | — | (6 | ) | ||||||||||||||||
| Repurchases of shares |
— | — | 5 | — | — | 5 | ||||||||||||||||||
| Share-based compensation |
— | — | — | (122 | ) | — | (122 | ) | ||||||||||||||||
| At September 30, 2014 |
3,405 | 154 | 80 | 1,749 | (14,198 | ) | (8,810 | ) | ||||||||||||||||
| At January 1, 2013 |
3,423 | 154 | 63 | 2,028 | (9,420 | ) | (3,752 | ) | ||||||||||||||||
| Other comprehensive loss attributable to Royal Dutch Shell plc shareholders |
— | — | — | — | (210 | ) | (210 | ) | ||||||||||||||||
| Scrip dividends |
(8 | ) | — | — | — | — | (8 | ) | ||||||||||||||||
| Repurchases of shares |
— | — | 10 | — | — | 10 | ||||||||||||||||||
| Share-based compensation |
— | — | — | (256 | ) | — | (256 | ) | ||||||||||||||||
| At September 30, 2013 |
3,415 | 154 | 73 | 1,772 | (9,630 | ) | (4,216 | ) | ||||||||||||||||
| • | 1 The merger reserve and share premium reserve were established as a consequence of Royal Dutch Shell plc becoming the single parent company of Royal Dutch Petroleum Company and The “Shell” Transport and Trading Company, plc, now The Shell Transport and Trading Company Limited, in 2005. |
| • | 2 The capital redemption reserve was established in connection with repurchases of shares of Royal Dutch Shell plc. |
| Royal Dutch Shell plc | Unaudited Condensed Interim Financial Report | 17 |
5. Derivative contracts
The table below provides the carrying amounts of derivatives contracts held, disclosed in accordance with IFRS 13 Fair Value Measurement.
| $ million |
Sep 30, 2014 | Jun 30, 2014 | Sep 30, 2013 | |||||||||
| Included within: |
||||||||||||
| Trade and other receivables – non-current |
1,003 | 1,587 | 1,683 | |||||||||
| Trade and other receivables – current |
7,000 | 8,393 | 7,218 | |||||||||
| Trade and other payables – non-current |
589 | 497 | 583 | |||||||||
| Trade and other payables – current |
6,230 | 8,949 | 7,200 | |||||||||
As disclosed in the Consolidated Financial Statements for the year ended December 31, 2013, presented in the Annual Report and Form 20-F for that year, Shell is exposed to the risks of changes in fair value of its financial assets and liabilities. The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values at September 30, 2014 are consistent with those used in the year ended December 31, 2013, and the carrying amounts of derivative contracts measured using predominantly unobservable inputs has not changed materially since that date.
The fair value of debt excluding finance lease liabilities at September 30, 2014, was $38,013 million (June 30, 2014: $39,047million; September 30, 2013: $33,604 million). Fair value is determined from the prices quoted for those securities.
6. Impacts of accounting for derivatives
In the ordinary course of business Shell enters into contracts to supply or purchase oil and gas products, and also enters into derivative contracts to mitigate resulting economic exposures (generally price exposure). Derivative contracts are carried at period-end market price (fair value), with movements in fair value recognised in income for the period. Supply and purchase contracts entered into for operational purposes are, by contrast, recognised when the transaction occurs (see also below); furthermore, inventory is carried at historical cost or net realisable value, whichever is lower.
As a consequence, accounting mismatches occur because: (a) the supply or purchase transaction is recognised in a different period; or (b) the inventory is measured on a different basis.
In addition, certain UK gas contracts held by Upstream are, due to pricing or delivery conditions, deemed to contain embedded derivatives or written options and are also required to be carried at fair value even though they are entered into for operational purposes.
The accounting impacts of the aforementioned are reported as identified items in this Report.
7. Return on average capital employed
Return on average capital employed (ROACE) measures the efficiency of Shell’s utilisation of the capital that it employs and is a common measure of business performance. In this calculation, ROACE is defined as the sum of income for the current and previous three quarters, adjusted for after-tax interest expense, as a percentage of the average capital employed for the same period. Capital employed consists of total equity, current debt and non-current debt.
8. Liquidity and capital resources
Third quarter net cash from operating activities was $12.8 billion compared with $10.4 billion for the same period last year.
Total current and non-current debt decreased to $43.0 billion at September 30, 2014 from $44.1 billion at June 30, 2014 while cash and cash equivalents increased to $19.0 billion at September 30, 2014 from $15.4 billion at June 30, 2014. No new debt was issued under the US shelf registration or under the euro medium-term note programme during the third quarter of 2014.
Net capital investment for the third quarter 2014 was $4.8 billion, of which $5.4 billion in Upstream and, ($0.6) billion in Downstream. Net capital investment for the same period of 2013 was $9.4 billion, of which $8.1 billion in Upstream, $1.2 billion in Downstream and $0.1 billion in Corporate.
Dividends of $0.47 per share are announced on October 30, 2014 in respect of the third quarter. These dividends are payable on December 22, 2014. In the case of B shares, the dividends will be payable through the dividend access mechanism and are expected to be treated as UK-source rather than Dutch-source. See the Annual Report and Form 20-F for the year ended December 31, 2013 for additional information on the dividend access mechanism.
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Nine months net cash from operating activities was $35.4 billion compared with $34.4 billion for the same period last year.
Total current and non-current debt decreased to $43.0 billion at September 30, 2014 from $44.6 billion at December 31, 2013 while cash and cash equivalents increased to $19.0 billion at September 30, 2014 from $9.7 billion at December 31, 2013. New debt was issued under the euro medium-term note programme during the first nine months 2014.
Net capital investment in the first nine months 2014 was $16.1 billion, of which $15.3 billion in Upstream, $0.7 billion in Downstream and $0.1 billion in Corporate. Net capital investment for the same period of 2013 was $28.5 billion, of which $25.1 billion in Upstream, $3.3 billion in Downstream and $0.1billion in Corporate.
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CAUTIONARY STATEMENT
All amounts shown throughout this Report are unaudited. All peak production figures in Portfolio Developments are quoted at 100% expected production.
The companies in which Royal Dutch Shell plc directly and indirectly owns investments are separate entities. In this document “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 document 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 as “joint ventures” and companies 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 a venture, partnership or company, after exclusion of all third-party interest.
This document 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 document, 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 document 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 Form 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 document and should be considered by the reader. Each forward-looking statement speaks only as of the date of this document, October 30, 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 document.
We may have used certain terms, such as resources, in this document that the 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 this form from the SEC by calling 1-800-SEC-0330.
October 30, 2014
The information in this Report reflects the unaudited consolidated financial position and results of Royal Dutch Shell plc. Company No. 4366849, Registered Office: Shell Centre, London, SE1 7NA, England, UK.
Contacts:
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| • | Media: International +44 (0) 207 934 5550; USA +1 713 241 4544 |
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