UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Royal Dutch Shell plc |
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(Translation of registrants name into English) | ||||
30, Carel van Bylandtlaan, 2596 HR The Hague The Netherlands |
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(Address of principal executive office) |
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: [x] Form 20-F [ ] 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): [ ] | ||||
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: [ ] Yes [x] No | ||||
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a |
Royal Dutch Shell plc (the “Registrant”) is filing this amendment to Form 6-K to incorporate by reference this report on Form 6-k including the exhibits into: a) the Registration Statement on Form F-3 of Royal Dutch Shell plc and Shell International Finance B.V. (Registration Numbers 333-126726 and 333-126726-01); and b) the Registration Statements on Forms S-8 of Royal Dutch Shell plc (Registration Numbers 333-126715 and 333-141397). This amendment makes no other changes to the original filed Form 6-K dated May 16, 2007 or any of the exhibits thereto. Exhibit No. Description 99.1 Regulatory release. 99.2 Royal Dutch Shell plc – Three-month period ended March 31, 2007 Unaudited Condensed Interim Financial Report. This Unaudited Condensed Interim Financial Report contains the Unaudited Condensed Consolidated Interim Financial Statements of the Registrant and its consolidated subsidiaries for the three-month period ended March 31, 2007 and the Operational and Financial Review and Results of Operations in respect of such period. The Unaudited Condensed Consolidated Interim Financial Statements, including condensed notes, are presented on the same basis that such was announced by press release on May 3, 2007, that was furnished to the Commission by the Registrant on Form 6-K. This Report on Form 6-K contains the Unaudited Condensed Interim Financial Report with additional information required to keep current our registration statement on Form F-3, including a condensed reconciliation to U.S. GAAP, not included in the May 3, 2007 press release.
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 authorized. |
Royal Dutch Shell plc | ||
Date: June 1, 2007 | By: |
Michiel Brandjes /s/ |
Name: | Michiel Brandjes | |
Title: | Company Secretary | |
Exhibit No. | Description | |
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|
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99.1 | Regulatory release | |
99.2 | Royal Dutch Shell plc - Three month period ended March 31, 2007 Unaudited Condensed Interim Financial Report | |
Exhibit 99.1
Regulatory release
Three-month period ended March 31, 2007
Unaudited Condensed Interim Financial Report
On May 3, 2007, Royal Dutch Shell plc (Royal Dutch Shell) released the Unaudited Condensed Interim Financial Report for the three-month period ended March 31, 2007 of Royal Dutch Shell and its consolidated subsidiaries (collectively, the Shell Group). This report includes the Unaudited Condensed Consolidated Interim Financial Statements, including condensed notes, for the Shell Group on the same basis that such information was announced by press release on May 3, 2007.
Contact Investor | ||||
Relations | ||||
UK:
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Tjerk Huysinga | +44 20 7934 6287 | ||
Europe:
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Tjerk Huysinga | +31 70 377 3996 | ||
USA:
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Harold Hatchett | +1 212 218 3112 | ||
Contact Media
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UK, International:
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Shell Media Contact |
+44 20 7934 3505 |
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The Netherlands:
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Shell Media Contact |
+31 70 377 8750 |
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Exhibit 99.2
Royal Dutch Shell plc
Three-month period ended March 31, 2007
Unaudited Condensed Interim Financial Report
Contents
Page | ||||
UNAUDITED CONDENSED INTERIM FINANCIAL REPORT |
1 | |||
OPERATIONAL AND FINANCIAL REVIEW FOR THE THREE-MONTH PERIODS ENDED MARCH 31,
2007 |
2 | |||
CONDENSED CONSOLIDATED STATEMENT OF INCOME |
6 | |||
CONDENSED CONSOLIDATED BALANCE SHEET |
7 | |||
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
8 | |||
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS |
9 | |||
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS |
10 | |||
APPENDIX |
20 |
Unaudited Condensed Interim Financial Report
This report contains:
(1) | An Operational and Financial Review and Results of Operations with respect to Royal Dutch Shell plc, a publicly-listed company incorporated in England and Wales and headquartered and tax resident in The Netherlands (Royal Dutch Shell) and its consolidated subsidiaries (collectively, with Royal Dutch Shell, the Shell Group) for the three-month period ended March 31, 2007; and |
(2) | Unaudited Condensed Consolidated Interim Financial Statements for the three-month period ended March 31, 2007 and 2006. |
In this report Group is defined as Royal Dutch Shell together with all of its consolidated subsidiaries. The expressions Shell, Group, Shell Group and Royal Dutch Shell are sometimes used for convenience where references are made to the Group or Group companies in general. Likewise, the words we, us and our are also used to refer to Group companies 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. The expression Group companies as used in this Report refers to companies in which Royal Dutch Shell either directly or indirectly has control, by having either a majority of the voting rights or the right to exercise a controlling influence. The companies in which the Group has significant influence but not control are referred to as associated companies or associates and companies in which the Group has joint control are referred to as jointly controlled entities. In this Report, associates and jointly controlled entities are also referred to as equity accounted investments.
This report 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 managements 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 managements 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, intend, may, plan, objectives, outlook, probably, project, will, seek, target, risks, goals, should 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 Report, including (without limitation): (a) price fluctuations in crude oil and natural gas; (b) changes in demand for the Groups products; (c) currency fluctuations; (d) drilling and production results; (e) reserve estimates; (f) loss of market 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 potential litigation and regulatory effects arising from recategorisation of reserves; (k) economic and financial market conditions in various countries and regions; (l) political risks, project delay or advancement, approvals and cost estimates; and (m) changes in trading conditions. All forward-looking statements contained in this report 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 factors that may affect future results are contained in Royal Dutch Shells 2006 20-F (available at www.shell.com/investor and www.sec.gov ). These factors also should be considered by the reader. Each forward-looking statement speaks only as of the date of this report, May 16, 2007. Neither Royal Dutch Shell 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 report.
Please refer to the Annual Report on Form 20-F for the year ended December 31, 2006 for a description of certain important factors, risks and uncertainties that may affect the businesses of the Shell Group.
Royal Dutch Shell plc 1
Unaudited Condensed Interim Financial Report
Operational and Financial Review for the three-month period ended March 31, 2007
Presented under IFRS (unaudited)
$ million
Three months | ||||||||
ended March 31, | ||||||||
2007 | 2006 | |||||||
Income from continuing operations |
7,441 | 7,016 | ||||||
Income/(loss) from discontinued operations |
| | ||||||
Income for the period |
7,441 | 7,016 | ||||||
Attributable to minority interest |
160 | 123 | ||||||
Income attributable to shareholders of Royal Dutch Shell plc |
7,281 | 6,893 | ||||||
THREE MONTHS ENDED MARCH 31, 2007
The Groups income for the three months ended March 31, 2007 was $7,281 million, an increase of 6%
compared to 2006 reflecting higher earnings in Chemicals and the Corporate segment partially offset
by lower earnings in Exploration & Production and Oil Products.
Exploration & Production
Segment earnings were $3,508 million compared to $3,743 million a year ago. First quarter 2007
earnings included a net income of $104 million, reflecting both a gain from divestments of $126
million and a charge of $22 million related to the mark-to-market valuation of certain UK gas
contracts. Exploration & Production first quarter 2006 earnings included net gains of $113 million
(mainly related to the resolution of contractual issues, partly offset by a $34 million charge
related to the mark-to-market valuation of certain UK gas contracts).
Earnings reflected lower production volumes and oil and gas prices, higher costs, reflecting current industry conditions and increased pre-development activity levels, compared to the first quarter 2006.
Liquids realisations were 5% lower than a year ago, approximately in line with the marker crudes Brent (-7%) and WTI (-8%). Outside the USA gas realisations decreased by 1% whereas in the USA gas realisations decreased by 25%.
First quarter 2007 production was 3,509 thousand boe per day compared to 3,746 thousand boe per day a year ago. Year-on-year, oil production was broadly unchanged. Unusually low seasonal gas demand related to warm weather in North West Europe continued to impact gas sales.
Production compared to the first quarter 2006 included volumes from new fields including Erha (Shell share 44%) in Nigeria, E8 and B12 (Shell share 50%) in Malaysia, BlackRock (Shell share 100%) in Canada, Pohokura (Shell share 48%) in New Zealand, Enfield (Shell share 21%) in Australia, Changbei (Shell share 50%) in China and Champion West Phase III (Shell share 50%) in Brunei.
Production from Shell Petroleum Development Companys Nigerian operations was 78 thousand boe per day (Shell share) lower than a year ago due to deferred production mainly in the Western Delta resulting from security concerns. At the end of the quarter, 188 thousand boe per day (Shell share) remained shut-in. Efforts continue towards restoring safe operational conditions in the Niger Delta and, following an improvement in the security situation, preparations for a restart are underway. No firm date can be given for a return to full production, nor the rate of ramp-up to full production. Restricted access to the area continues to impact the future drilling programme and the progress of new projects.
Gas & Power
Segment earnings were $803 million compared to $760 million a year ago. First quarter 2007 earnings
included a net income of $39 million, reflecting gains of $110 million related to divestments and a
charge of $71 million related to gas contract mark-to-market valuation.
LNG equity sales volumes of 3.30 million tonnes were 10% higher than in the same quarter a year ago, driven by additional sales at Nigeria LNG (Shell share 26%) due to increased feedgas supply. This was complemented by high plant reliability across all of our LNG joint venture liquefaction plants.
Marketing and trading earnings benefited from storage optimisation in the first quarter 2007, but were lower than in the same period last year mainly due to milder weather in the first quarter 2007.
Royal Dutch Shell plc 2
Unaudited Condensed Interim Financial Report
Oil Products
Segment earnings were $1,802 million compared to $2,103 million for the same period last year. The
impact of price volatility on inventory had a positive impact on first quarter earnings of $314
million compared with $770 million in the first quarter of 2006. In addition, earnings were
negatively affected by reduced refinery utilisation, higher operating costs, reduced trading
profits, charges of $176 million related to the impairment of certain assets and tax charges
compared to first quarter 2006. These negative effects on earnings were partly offset by higher
earnings due to higher refining margins, increased retail marketing margins and stronger margins in
Lubricants.
In Manufacturing, Supply and Distribution, industry refining margins were up significantly on the US West Coast, Europe and the East. Strong US Gulf Coast margins continued at similar levels to the first quarter of 2006. Refinery availability declined to 85.3% from 89.9% in the first quarter of 2006 mainly due to high levels of planned maintenance.
In Marketing, earnings increased compared to the same period a year ago mainly due to higher retail marketing margins, improved finished lubricants margins and continued strong base oil margins.
Marketing sales volumes declined 4.6% compared to volumes in the first quarter of 2006, including the impact of divested volumes (2.1%) and rationalised B2B and Retail volumes (0.7%).
Chemicals
Segment earnings were $527 million compared to $183 million for the same period last year. Earnings
reflected improved margins and higher profits from equity-accounted investments, partly offset by
lower trading earnings when compared to the same quarter in 2006. Higher earnings from
equity-accounted investments included a full quarter of the Nanhai petrochemicals complex in China
(Shell share 50%), which started up during the first quarter 2006. Sales volumes declined 6% mainly
due to a reduction in sales of lower margin products, including aromatics trading, as well as the
marketing impact of planned turnaround activities in the Middle East. Chemicals manufacturing plant
availability was 91% approximately in line with availability rates in the first quarter 2006.
Corporate
Segment results were $801 million, including realisation of gains on the sale of the equity
portfolio held by the Group insurance companies of some $404 million, compared to $227 million for
the same period last year.
Earnings reflected higher capitalised interest, higher insurance underwriting income and lower currency exchange rate results when compared to the first quarter 2006.
PORTFOLIO DEVELOPMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2007
Exploration & Production
In China, Shell and PetroChina started commercial production and gas delivery from the Changbei gas field.
In New Zealand, Shell delivered first offshore gas from the Pohokura field. This follows the delivery of onshore gas achieved in September 2006.
Shell sold 45% of the newly created Shell Technology Ventures Fund 1 BV (STV), an energy technology fund, to Coller Capital. Shell will remain the majority shareholder in the fund, which will focus on investing in non-exclusive Shell and third party exploration and production technologies.
Gas & Power
In Australia, the North West Shelf venture (Shell direct and indirect interests 22%) completed the renewal of long-term LNG purchase commitments with eight Japanese customers, totaling 4.3 million tonnes per annum over 6 to 8 years as from 2009.
Royal Dutch Shell plc 3
Unaudited Condensed Interim Financial Report
Oil Products
In the first quarter, Shell announced the sale of the Los Angeles Refinery, Wilmington Products
Terminal and approximately 250 retail sites to Tesoro Corporation. The sale of the refinery,
terminal and retail sites is expected to close in mid-2007 after all regulatory approvals are
obtained.
Shell announced a strategic review of the Petit-Couronne and Reichstett-Vendenheim refineries and the Berre-lEtang refinery site complex in France, with a combined capacity of around 300 thousand barrels per day (Shell share 100%), and the Yabucoa petrochemical feedstock refinery in Puerto Rico, which has a capacity of 79 thousand barrels per day (Shell share 100%).
In Ukraine, Shell and OJSC Alliance Group announced a commitment to establish a joint venture to operate 150 Shell branded retail sites. Shell will have a 51% share of the joint venture. Start-up of operations is subject to fulfilment of certain conditions and regulatory approval.
In Europe, Shell signed agreements for the sale of its LPG businesses in Bulgaria, the Czech Republic, Germany, Romania, Spain and Switzerland. The sale is subject to regulatory approval and is expected to close later this year.
LIQUIDITY AND CAPITAL RESOURCES
Three months ended March 31, 2007
Cash flow provided by operating activities in the three-month period to March 31, 2007 was $11.2
billion compared to $7.8 billion a year ago.
Capital investment for the three months ended March 31, 2007 was $6.0 billion (including the minority share of Sakhalin) of which $5.0 billion was invested in the Exploration & Production and Gas & Power segments. Capital investment in the same period of 2006 (including the minority share of Sakhalin) was $4.2 billion of which $3.6 billion was invested in the Exploration & Production and Gas & Power segments.
As at March 31, 2007 Shell Investments Ltd (SIL), a wholly owned subsidiary of Royal Dutch Shell plc, had taken up and accepted for payment approximately 94.5% of the outstanding common shares of Shell Canada not already owned by SIL. SIL has since exercised its right to acquire the remaining shares not already owned by SIL or its affiliates at the same price of C$45 per common share. The cash purchase price for the shares amounts to some $7.1 billion.
The acquisition of the minority interest in Shell Canada was accounted for as a transaction between shareholders with the impact reflected in the equity section of the balance sheet. As of the end of the first quarter 2007, the Group has paid cash of $3.7 billion for shares in Shell Canada that it did not already own and recognised a current liability of $3.4 billion for the remaining shares for which it has exercised the right to acquire, amounting to a total acquisition value of $7.1 billion. As a result of this transaction, the consolidated financial statements of Royal Dutch Shell plc as at March 31, 2007 reflects a $7.1 billion decrease in shareholders equity, causing a $1.7 billion decrease in minority interest, being the book value of the item acquired, with the excess of the purchase price over the book value of $5.4 billion being taken to retained earnings. In addition to the share purchase price, $0.4 billion of Shell Canada share options were exchanged for a corresponding amount of Royal Dutch Shell share options.
Gross proceeds from divestments in the three-month period to March 31, 2007 were $0.4 billion compared to $0.5 billion a year ago.
Dividends of $0.36 per share were declared on May 3, 2007 in respect of the first quarter. These dividends are payable on June 13, 2007. In the case of the Class B shares, the dividends will be payable through the dividend access mechanism and are expected to be treated as UK-sourced rather than Dutch-sourced. See the Annual Report on Form 20-F for the year ended December 31, 2006 for additional information on the dividend access mechanism.
During the first quarter 2007 $0.5 billion or 0.2% of Royal Dutch Shell shares were bought back for cancellation.
RECENT DEVELOPMENTS
On April 11, 2007, Royal Dutch Petroleum Company (now merged into Shell Petroleum N.V.) and The
Shell Transport and Trading Company, Ltd., (formerly: The Shell Transport and Trading Company,
p.l.c.) without admitting any wrongdoing, reached a settlement of asserted and unasserted claims
arising out of the recategorisation of its proved reserves with representatives of shareholders who
both resided and purchased Shell shares outside of the United States during the period of April 8,
1999 through March 18, 2004, inclusive. It is agreed to pay $352.6 million, plus administrative
costs, to investors covered by the settlement. The agreement depends on the Amsterdam Court of
Appeals declaring the settlement binding for all of the shareholders that it covers and is further
subject to agreed opt-out and termination provisions.
On April 18, 2007, Royal Dutch Shell completed the farm-out to OAO Gazprom of a 50% stake (plus 1 share) in the Sakhalin project in Russia. Royal Dutch Shell diluted its stake in the project from 55% to 27.5% for a sale price of $4.1 billion. This transaction will be accounted for in the second quarter 2007. In addition, the Ministry of Natural Resources of the Russian Federation has announced its approval of the revised Environmental Action Plan and the Supervisory Board of Sakhalin Energy has approved the Amended Development Budget. Additional agreements were also signed with the Russian Government, addressing the economic balance of the project.
Royal Dutch Shell plc 4
Unaudited Condensed Interim Financial Report
Royal Dutch Shell plc
Three-month period ended March 31, 2007
Unaudited Condensed Consolidated Interim Financial Statements
Royal Dutch Shell plc 5
Unaudited Condensed Interim Financial Report
Condensed Consolidated Statement of Income
$ million
Three months | ||||||||
ended March 31, | ||||||||
2007 | 2006 | |||||||
Revenue[A] |
73,480 | 75,964 | ||||||
Cost of sales |
60,666 | 61,922 | ||||||
Gross profit |
12,814 | 14,042 | ||||||
Selling, distribution and administrative expenses |
3,778 | 3,413 | ||||||
Exploration |
272 | 281 | ||||||
Share of profit of equity accounted investments |
1,808 | 1,823 | ||||||
Net finance costs and other (income)/expense |
(901 | ) | (155 | ) | ||||
Income before taxation |
11,473 | 12,326 | ||||||
Taxation |
4,032 | 5,310 | ||||||
Income from continuing operations |
7,441 | 7,016 | ||||||
Income/(loss) from discontinued operations |
| | ||||||
Income for the period |
7,441 | 7,016 | ||||||
Income attributable to minority interest |
160 | 123 | ||||||
Income attributable to shareholders of Royal Dutch Shell plc |
7,281 | 6,893 | ||||||
Basic earnings per share (see Note 3) |
1.16 | 1.06 | ||||||
Continuing operations |
1.16 | 1.06 | ||||||
Discontinued operations |
| | ||||||
Diluted earnings per share (see Note 3) |
1.15 | 1.05 | ||||||
Continuing operations |
1.15 | 1.05 | ||||||
Discontinued operations |
| |
[A] Revenue is stated after deducting sales taxes, excise duties and similar levies of $17,305 million in the first quarter 2007 and $16,709 million in the first quarter 2006.
The Notes on pages 10 to 19 are an integral part of these Condensed Consolidated Interim Financial Statements.
Royal Dutch Shell plc 6
Unaudited Condensed Interim Financial Report
Condensed Consolidated Balance Sheet
$ million
March 31, 2007 | Dec 31, 2006 | |||||||
ASSETS |
||||||||
Non-current assets |
||||||||
Intangible assets |
5,117 | 4,808 | ||||||
Property, plant and equipment |
103,624 | 100,988 | ||||||
Investments: |
||||||||
equity accounted investments |
22,001 | 20,740 | ||||||
financial assets |
3,538 | 4,493 | ||||||
Deferred tax |
3,135 | 2,968 | ||||||
Prepaid pension costs |
4,289 | 3,926 | ||||||
Other |
5,285 | 5,468 | ||||||
146,989 | 143,391 | |||||||
Current assets |
||||||||
Inventories |
23,960 | 23,215 | ||||||
Accounts receivable |
58,998 | 59,668 | ||||||
Cash and cash equivalents |
11,184 | 9,002 | ||||||
94,142 | 91,885 | |||||||
Total assets |
241,131 | 235,276 | ||||||
LIABILITIES |
||||||||
Non-current liabilities |
||||||||
Debt |
11,978 | 9,713 | ||||||
Deferred tax |
13,114 | 13,094 | ||||||
Retirement benefit obligations |
6,219 | 6,096 | ||||||
Other provisions |
10,514 | 10,355 | ||||||
Other |
4,154 | 4,325 | ||||||
45,979 | 43,583 | |||||||
Current liabilities |
||||||||
Debt |
5,393 | 6,060 | ||||||
Accounts payable and accrued liabilities |
64,156 | 62,556 | ||||||
Taxes payable |
9,835 | 6,021 | ||||||
Retirement benefit obligations |
326 | 319 | ||||||
Other provisions |
1,932 | 1,792 | ||||||
81,642 | 76,748 | |||||||
Total liabilities |
127,621 | 120,331 | ||||||
EQUITY |
||||||||
Equity attributable to shareholders of Royal Dutch Shell plc |
105,105 | 105,726 | ||||||
Minority interest |
8,405 | 9,219 | ||||||
Total equity |
113,510 | 114,945 | ||||||
Total liabilities and equity |
241,131 | 235,276 | ||||||
The Notes on pages 10 to 19 are an integral part of these Condensed Consolidated Interim Financial Statements.
Royal Dutch Shell plc 7
Unaudited Condensed Interim Financial Report
Condensed Consolidated Statement of Changes in Equity
$ million
Equity attributable to shareholders of Royal Dutch Shell plc | Minority interest | Total equity | ||||||||||||||||||||||||||
Ordinary share capital |
Treasury shares | Other reserves[A] |
Retained earnings |
Total |
||||||||||||||||||||||||
At January 1, 2007
|
545 | (3,316 | ) | 8,820 | 99,677 | 105,726 | 9,219 | 114,945 | ||||||||||||||||||||
Income/(expense) recognised directly in equity
|
| | 50 | | 50 | (128 | ) | (78 | ) | |||||||||||||||||||
Income for the period
|
| | | 7,281 | 7,281 | 160 | 7,441 | |||||||||||||||||||||
Total recognised income/(expense) for the period
|
| | 50 | 7,281 | 7,331 | 32 | 7,363 | |||||||||||||||||||||
Capital contributions from minority shareholders
|
| | | | | 869 | 869 | |||||||||||||||||||||
Acquisition of Shell Canada
|
| | | (5,445 | ) | (5,445 | ) | (1,656 | ) | (7,101 | ) | |||||||||||||||||
Other changes in minority interest
|
| | | 22 | 22 | (34 | ) | (12 | ) | |||||||||||||||||||
Dividends paid
|
| | | (2,100 | ) | (2,100 | ) | (25 | ) | (2,125 | ) | |||||||||||||||||
Treasury shares: net sales/(purchases) and dividends received
|
| (16 | ) | | | (16 | ) | | (16 | ) | ||||||||||||||||||
Shares repurchased for cancellation
|
(1 | ) | | 1 | (486 | ) | (486 | ) | (486 | ) | ||||||||||||||||||
Share-based compensation
|
| | 73 | | 73 | | 73 | |||||||||||||||||||||
At March 31, 2007
|
544 | (3,332 | ) | 8,944 | 98,949 | 105,105 | 8,405 | 113,510 | ||||||||||||||||||||
At January 1, 2006
|
571 | (3,809 | ) | 3,584 | 90,578 | 90,924 | 7,000 | 97,924 | ||||||||||||||||||||
Income/(expense) recognised directly in equity
|
| | 703 | | 703 | 26 | 729 | |||||||||||||||||||||
Income for the period
|
| | | 6,893 | 6,893 | 123 | 7,016 | |||||||||||||||||||||
Total recognised income/(expense) for the period
|
| | 703 | 6,893 | 7,596 | 149 | 7,745 | |||||||||||||||||||||
Capital contributions from minority shareholders
|
| | | | | 365 | 365 | |||||||||||||||||||||
Effect of unification
|
| | 154 | | 154 | | 154 | |||||||||||||||||||||
Dividends paid
|
| | | (1,838 | ) | (1,838 | ) | (44 | ) | (1,882 | ) | |||||||||||||||||
Shares issued
|
| | | | | | | |||||||||||||||||||||
Treasury shares: net sales/(purchases) and dividends received
|
| 91 | | | 91 | | 91 | |||||||||||||||||||||
Shares repurchased for cancellation
|
(9 | ) | | 9 | (1,498 | ) | (1,498 | ) | (1,498 | ) | ||||||||||||||||||
Share-based compensation
|
| | 72 | | 72 | | 72 | |||||||||||||||||||||
At March 31, 2006
|
562 | (3,718 | ) | 4,522 | 94,135 | 95,501 | 7,470 | 102,971 | ||||||||||||||||||||
[A] See Note 2.
The Notes on pages 10 to 19 are an integral part of these Consolidated Financial Statements.
Royal Dutch Shell plc 8
Unaudited Condensed Interim Financial Report
Condensed Consolidated Statement of Cash Flows
$ million
Three months ended March 31, | ||||||||
2007 | 2006 | |||||||
Cash flow from operating activities: |
||||||||
Income for the period |
7,441 | 7,016 | ||||||
Adjustment for: |
||||||||
Current taxation |
4,267 | 5,015 | ||||||
Interest (income)/expense |
198 | 232 | ||||||
Depreciation, depletion and amortisation |
3,260 | 2,812 | ||||||
(Profit)/loss on sale of assets |
(362 | ) | (185 | ) | ||||
Decrease/(increase) in net working capital |
(399 | ) | (1,979 | ) | ||||
Share of profit of equity accounted investments |
(1,808 | ) | (1,823 | ) | ||||
Dividends received from equity accounted investments |
1,587 | 1,060 | ||||||
Deferred taxation and other provisions |
(152 | ) | 578 | |||||
Other |
(447 | ) | (507 | ) | ||||
Cash flow from operating activities (pre-tax) |
13,585 | 12,219 | ||||||
Taxation paid |
(2,404 | ) | (4,395 | ) | ||||
Cash flow from operating activities |
11,181 | 7,824 | ||||||
Cash flow from investing activities: |
||||||||
Capital expenditure |
(5,361 | ) | (3,819 | ) | ||||
Investments in equity accounted investments |
(370 | ) | (231 | ) | ||||
Proceeds from sale of assets |
380 | 506 | ||||||
Proceeds from sale of equity accounted investments |
115 | 8 | ||||||
Proceeds from sale of/(additions to) financial assets |
555 | (40 | ) | |||||
Interest received |
285 | 234 | ||||||
Cash flow from investing activities |
(4,396 | ) | (3,342 | ) | ||||
Cash flow from financing activities: |
||||||||
Net increase/(decrease) in debt with maturity period within three months |
341 | (204 | ) | |||||
Other debt: |
||||||||
New borrowings |
2,762 | 784 | ||||||
Repayments |
(1,613 | ) | (925 | ) | ||||
Interest paid |
(351 | ) | (361 | ) | ||||
Change in minority interest |
(3,110 | ) | 360 | |||||
Net issue/(repurchase) of shares |
(486 | ) | (1,344 | ) | ||||
Dividends paid to: |
||||||||
Shareholders of Royal Dutch Shell plc |
(2,100 | ) | (1,838 | ) | ||||
Minority interest |
(42 | ) | (44 | ) | ||||
Treasury shares: net sales/(purchases) and dividends received |
(16 | ) | 91 | |||||
Cash flow from financing activities |
(4,615 | ) | (3,481 | ) | ||||
Currency translation differences relating to cash and cash equivalents |
12 | 36 | ||||||
Increase/(decrease) in cash and cash equivalents |
2,182 | 1,037 | ||||||
Cash and cash equivalents at January 1 |
9,002 | 11,730 | ||||||
Cash and cash equivalents at March 31 |
11,184 | 12,767 |
The Notes on pages 10 to 19 are an integral part of these Condensed Consolidated Interim Financial Statements.
Royal Dutch Shell plc 9
Unaudited Condensed Interim Financial Report
Notes to the Condensed Consolidated Interim Financial Statements
1. Basis of preparation
These Condensed Consolidated Interim Financial Statements of Royal Dutch Shell and its subsidiaries (collectively known as the Shell Group, Group or Group Companies) are prepared on the same basis as, and should be read in conjunction with, the Annual Report on Form 20-F for the year ended December 31, 2006 (pages 108 to 112) as filed with the Securities and Exchange Commission.
With effect from the first quarter 2007, Wind and Solar are reported within the Gas & Power segment and all other activities within Other industry segments are reported within the Corporate segment. Prior period financial statements have been reclassified accordingly.
Purchases of minority interest in Group companies, and disposals of shares in Group companies whilst retaining control, are accounted for as transactions within equity. The difference between the purchase price/disposal proceeds and the relevant proportion of the minority interest is reported in retained earnings as a movement in the Group share of equity.
The three-month period ended March 31, 2007 Condensed Consolidated Interim Financial Statements of Royal Dutch Shell and its consolidated subsidiaries have been prepared in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting.
2. Other reserves
$ million
Merger reserve[A] |
Capital redemption reserve |
Share premium reserve |
Share plan reserve |
Other |
Total |
|||||||||||||||||||
At January 1, 2007
|
3,444 | 39 | 154 | 736 | 4,447 | 8,820 | ||||||||||||||||||
Cumulative currency translation differences
|
| | | | 653 | 653 | ||||||||||||||||||
Unrealised gains/(losses) on securities
|
| | | | (529 | ) | (529 | ) | ||||||||||||||||
Unrealised gains/(losses) on cash flow hedges
|
| | | | (74 | ) | (74 | ) | ||||||||||||||||
Income/(expense) recognised directly in equity
|
| | | | 50 | 50 | ||||||||||||||||||
Share repurchased for cancellation
|
| 1 | | | | 1 | ||||||||||||||||||
Share-based compensation
|
| | | 73 | | 73 | ||||||||||||||||||
At March 31, 2007
|
3,444 | 40 | 154 | 809 | 4,497 | 8,944 | ||||||||||||||||||
At January 1, 2006
|
3,444 | 13 | | 351 | (224 | ) | 3,584 | |||||||||||||||||
Cumulative currency translation differences
|
| | | | 317 | 317 | ||||||||||||||||||
Unrealised gains/(losses) on securities
|
| | | | 255 | 255 | ||||||||||||||||||
Unrealised gains/(losses) on cash flow hedges
|
| | | | 131 | 131 | ||||||||||||||||||
Income/(expense) recognised directly in equity
|
| | | | 703 | 703 | ||||||||||||||||||
Effect of unification
|
| | 154 | | | 154 | ||||||||||||||||||
Share repurchased for cancellation
|
| 9 | | | | 9 | ||||||||||||||||||
Share-based compensation
|
| | | 72 | | 72 | ||||||||||||||||||
At March 31, 2006
|
3,444 | 22 | 154 | 423 | 479 | 4,522 | ||||||||||||||||||
[A] The merger reserve was established as, in 2005, Royal Dutch Shell plc (Royal Dutch Shell) became the single parent company of Royal Dutch Petroleum Company (Royal Dutch) and of Shell Transport and Trading Company Limited (previously known as The Shell Transport and Trading Company, p.l.c.) (Shell Transport) the two former public parent companies of the Group. It relates primarily to the difference between the nominal value of Royal Dutch Shell plc shares issued and the nominal value of Royal Dutch Petroleum Company and Shell Transport and Trading Company Limited shares received. |
Royal Dutch Shell plc 10
Unaudited Condensed Interim Financial Report
3. Earnings per share
Three months ended March 31, | ||||||||
2007 | 2006 | |||||||
Income attributable to shareholders of Royal Dutch Shell plc ($ million) |
||||||||
Total |
7,281 | 6,893 | ||||||
Continuing operations |
7,281 | 6,893 | ||||||
Discontinued operations |
| | ||||||
Basic weighted average number of ordinary shares |
6,287,034,275 | 6,509,805,879 | ||||||
Diluted weighted average number of ordinary shares |
6,306,456,154 | 6,535,296,261 |
4. Information by business segment
With effect from the first quarter 2007, Wind and Solar are reported within the Gas & Power segment and all other activities within Other industry segments are reported within the Corporate segment. Prior period financial statements have been reclassified accordingly.
Three months ended March 31, 2007
$ million
Exploration & | ||||||||||||||||||||||||||||
Production | Gas & Power | Oil Products | Chemicals | Corporate | Eliminations | Total | ||||||||||||||||||||||
Revenue |
||||||||||||||||||||||||||||
Third party |
3,264 | 4,233 | 57,252 | 8,698 | 33 | 73,480 | ||||||||||||||||||||||
Inter-segment |
8,948 | 252 | 607 | 923 | | (10,730 | ) | | ||||||||||||||||||||
Total |
12,212 | 4,485 | 57,859 | 9,621 | 33 | (10,730 | ) | 73,480 | ||||||||||||||||||||
Segment Result |
5,995 | 93 | 2,316 | 409 | (49 | ) | 8,764 | |||||||||||||||||||||
Share of profit of equity accounted investments |
913 | 420 | 317 | 188 | (30 | ) | 1,808 | |||||||||||||||||||||
Net finance costs and other (income)/expense |
(901 | ) | ||||||||||||||||||||||||||
Taxation |
4,032 | |||||||||||||||||||||||||||
Income from continuing operations |
7,441 | |||||||||||||||||||||||||||
Income/(loss) from discontinued operations |
| | | | | | | |||||||||||||||||||||
Income for the period |
7,441 | |||||||||||||||||||||||||||
Three months ended March 31, 2006
$ million
Exploration & | ||||||||||||||||||||||||||||
Production | Gas & Power | Oil Products | Chemicals | Corporate | Eliminations | Total | ||||||||||||||||||||||
Revenue |
||||||||||||||||||||||||||||
Third party |
3,443 | 4,943 | 58,984 | 8,420 | 174 | 75,964 | ||||||||||||||||||||||
Inter-segment |
8,930 | 496 | 661 | 1,146 | | (11,233 | ) | | ||||||||||||||||||||
Total |
12,373 | 5,439 | 59,645 | 9,566 | 174 | (11,233 | ) | 75,964 | ||||||||||||||||||||
Segment Result |
7,445 | 411 | 2,377 | 204 | (89 | ) | 10,348 | |||||||||||||||||||||
Share of profit of equity accounted investments |
977 | 369 | 441 | 41 | (5 | ) | 1,823 | |||||||||||||||||||||
Net finance costs and other (income)/expense |
(155 | ) | ||||||||||||||||||||||||||
Taxation |
5,310 | |||||||||||||||||||||||||||
Income from continuing operations |
7,016 | |||||||||||||||||||||||||||
Income/(loss) from discontinued operations |
| | | | | | | |||||||||||||||||||||
Income for the period |
7,016 | |||||||||||||||||||||||||||
The information above is provided in accordance with IAS 14 Segment Reporting. Operating segment results are appraised by management on the basis of income including equity accounted investments and certain net finance costs and other (income)/expense and after tax, and this forms the basis of the discussion of segment results in the Operational and Financial Review (OFR). The table below reconciles the foregoing segment information to the information used for management reporting and is consistent with how the information will be presented in the Shell Groups annual Financial Statements to comply with SFAS 131.
Income for the period by segment Three months ended March 31, 2007
$ million
Exploration & | ||||||||||||||||||||||||
Production | Gas & Power | Oil Products | Chemicals | Corporate | Total | |||||||||||||||||||
- | - | - | - | - | - | |||||||||||||||||||
Segment result IAS 14 |
5,995 | 93 | 2,316 | 409 | (49 | ) | 8,764 | |||||||||||||||||
Share of profit of equity accounted investments |
913 | 420 | 317 | 188 | (30 | ) | 1,808 | |||||||||||||||||
Net finance costs and other (income)/expense |
110 | (321 | ) | (7 | ) | 2 | (685 | ) | (901 | ) | ||||||||||||||
Taxation |
3,290 | 31 | 838 | 68 | (195 | ) | 4,032 | |||||||||||||||||
Discontinued operations |
| | | | | | ||||||||||||||||||
Segment result OFR |
3,508 | 803 | 1,802 | 527 | 801 | 7,441 |
Income for the period by segment Three months ended March 31, 2006
$ million
Exploration & | ||||||||||||||||||||||||
Production | Gas & Power | Oil Products | Chemicals | Corporate | Total | |||||||||||||||||||
Segment result IAS 14 |
7,445 | 411 | 2,377 | 204 | (89 | ) | 10,348 | |||||||||||||||||
Share of profit of equity accounted investments |
977 | 369 | 441 | 41 | (5 | ) | 1,823 | |||||||||||||||||
Net finance costs and other (income)/expense |
82 | (98 | ) | 16 | 3 | (158 | ) | (155 | ) | |||||||||||||||
Taxation |
4,597 | 118 | 699 | 59 | (163 | ) | 5,310 | |||||||||||||||||
Discontinued operations |
| | | | | | ||||||||||||||||||
Segment result OFR |
3,743 | 760 | 2,103 | 183 | 227 | 7,016 |
Royal Dutch Shell plc 11
Unaudited Condensed Interim Financial Report
5. Ordinary share capital
$ million
March 31, 2007 | Dec 31, 2006 | |||||||
Allotted, called up and fully paid |
||||||||
Class A ordinary shares |
311 | 312 | ||||||
Class B ordinary shares |
233 | 233 | ||||||
Euro deferred shares |
| | ||||||
Sterling deferred |
| | ||||||
544 | 545 | |||||||
The number of shares outstanding at March 31, 2007 and December 31, 2006, were as follows:
March 31, 2007 | December 31, 2006 | |||||||
Shares of 0.07 each |
||||||||
Class A |
3,681,560,000 | 3,695,780,000 | ||||||
Class B |
2,759,360,000 | 2,759,360,000 | ||||||
Euro deferred |
| | ||||||
Shares of £1 each |
||||||||
Sterling deferred |
50,000 | 50,000 |
Royal Dutch Shell plc 12
Unaudited Condensed Interim Financial Report
6. Reconciliation from IFRS to US GAAP
Reconciliation of statement of income from IFRS to US GAAP Three months ended March 31, 2007
$ million
Discontinued | Reclass- | Retirement | Share-based | Currency translation | Reversals of | |||||||||||||||||||||||||||||||||||
IFRS | Operations | ification | benefits | compensation | differences | Impairments | impairments | Other | US GAAP | |||||||||||||||||||||||||||||||
Revenue |
73,480 | (1,696 | ) | | | | | | | 1 | 71,785 | |||||||||||||||||||||||||||||
Cost of sales |
60,666 | (1,553 | ) | (83 | ) | 143 | 5 | (13 | ) | (86 | ) | | 5 | 59,084 | ||||||||||||||||||||||||||
Gross profit |
12,814 | (143 | ) | 83 | (143 | ) | (5 | ) | 13 | 86 | | (4 | ) | 12,701 | ||||||||||||||||||||||||||
Selling, distribution and adminstrative
expenses |
3,778 | (88 | ) | | 135 | | 8 | | | (3 | ) | 3,830 | ||||||||||||||||||||||||||||
Exploration |
272 | | | | | | | | (1 | ) | 271 | |||||||||||||||||||||||||||||
Research and development |
| 202 | | | | | | | 202 | |||||||||||||||||||||||||||||||
Share of profit of equity accounted
investments |
1,808 | | | (15 | ) | | | | 7 | 1 | 1,801 | |||||||||||||||||||||||||||||
Net finance costs and other
(income)/expense |
(901 | ) | (1 | ) | (119 | ) | | | 10 | | | (3 | ) | (1,014 | ) | |||||||||||||||||||||||||
Income before taxation |
11,473 | (54 | ) | | (293 | ) | (5 | ) | (5 | ) | 86 | 7 | 4 | 11,213 | ||||||||||||||||||||||||||
Taxation |
4,032 | (21 | ) | | (93 | ) | (4 | ) | | (10 | ) | | 88 | 3,992 | ||||||||||||||||||||||||||
Income attributable to minority interest |
160 | 160 | ||||||||||||||||||||||||||||||||||||||
Income from continuing operations |
7,441 | (33 | ) | | (200 | ) | (1 | ) | (5 | ) | 96 | 7 | (244 | ) | 7,061 | |||||||||||||||||||||||||
Income/ (loss) from discontinued
operations |
| 33 | | | | | | | | 33 | ||||||||||||||||||||||||||||||
Income for the period |
7,441 | | | (200 | ) | (1 | ) | (5 | ) | 96 | 7 | (244 | ) | 7,094 | ||||||||||||||||||||||||||
Attributable to minority interest |
160 | | | | | | | | (160 | ) | ||||||||||||||||||||||||||||||
Income attibutable to shareholders of
Royal Dutch Shell plc |
7,281 | | | (200 | ) | (1 | ) | (5 | ) | 96 | 7 | (84 | ) | 7,094 | ||||||||||||||||||||||||||
Earnings per share under US GAAP
$
Three months ended March 31, | ||||||||
2007 | 2006 | |||||||
Basic earnings per share |
1.13 | 1.04 | ||||||
Continuing operations |
1.12 | 1.03 | ||||||
Discontinued operations |
0.01 | 0.01 | ||||||
Diluted earnings per share |
1.13 | 1.03 | ||||||
Continuing operations |
1.12 | 1.02 | ||||||
Discontinued operations |
0.01 | 0.01 |
The principles of the calculation and the number of shares used are given in Note 3.
Royal Dutch Shell plc 13
Unaudited Condensed Interim Financial Report
Reconciliation of balance sheet from IFRS to US GAAP as at March 31, 2007
$ million
Retirement | Reversals of | |||||||||||||||||||||||||||||||
IFRS | benefits | Impairments | impairments | Investments | Minority interest buy-out | Other | US GAAP | |||||||||||||||||||||||||
ASSETS |
||||||||||||||||||||||||||||||||
Non-current assets |
||||||||||||||||||||||||||||||||
Intangible assets |
5,117 | | | | | 903 | 2 | 6,022 | ||||||||||||||||||||||||
Property, plant and equipment |
103,624 | | 700 | | | 6,209 | (34 | ) | 110,499 | |||||||||||||||||||||||
Investments: |
| |||||||||||||||||||||||||||||||
equity-accounted investments |
22,001 | (96 | ) | | (279 | ) | (82 | ) | | 112 | 21,656 | |||||||||||||||||||||
financial assets |
3,538 | (8 | ) | | | (1,109 | ) | | 37 | 2,458 | ||||||||||||||||||||||
Deferred tax |
3,135 | 96 | | | | | (288 | ) | 2,943 | |||||||||||||||||||||||
Other |
9,574 | 5,895 | | | | | (60 | ) | 15,409 | |||||||||||||||||||||||
146,989 | 5,887 | 700 | (279 | ) | (1,191 | ) | 7,112 | (231 | ) | 158,987 | ||||||||||||||||||||||
Current assets |
||||||||||||||||||||||||||||||||
Inventories |
23,960 | | | | | | | 23,960 | ||||||||||||||||||||||||
Accounts receivable |
58,998 | | | | | | | 58,998 | ||||||||||||||||||||||||
Cash and cash equivalents |
11,184 | | | | | | | 11,184 | ||||||||||||||||||||||||
94,142 | | | | | | | 94,142 | |||||||||||||||||||||||||
Total assets |
241,131 | 5,887 | 700 | (279 | ) | (1,191 | ) | 7,112 | (231 | ) | 253,129 | |||||||||||||||||||||
LIABILITIES |
||||||||||||||||||||||||||||||||
Non-current liabilities |
||||||||||||||||||||||||||||||||
Debt |
11,978 | | | | | | (123 | ) | 11,855 | |||||||||||||||||||||||
Deferred tax |
13,114 | 1,539 | 211 | (101 | ) | | 1,734 | (111 | ) | 16,386 | ||||||||||||||||||||||
Provisions |
16,733 | 1,005 | | | | | (235 | ) | 17,503 | |||||||||||||||||||||||
Other |
4,154 | 46 | | | | | 1,604 | 5,804 | ||||||||||||||||||||||||
45,979 | 2,590 | 211 | (101 | ) | | 1,734 | 1,135 | 51,548 | ||||||||||||||||||||||||
Current liabilities |
||||||||||||||||||||||||||||||||
Debt |
5,393 | | | | | | (44 | ) | 5,349 | |||||||||||||||||||||||
Accounts payable, accrued
liabilities and provisions |
66,414 | (82 | ) | | | | | 453 | 66,785 | |||||||||||||||||||||||
Taxes payable |
9,835 | | | | | | (1,669 | ) | 8,166 | |||||||||||||||||||||||
81,642 | (82 | ) | | | | | (1,260 | ) | 80,300 | |||||||||||||||||||||||
Total liabilities |
127,621 | 2,508 | 211 | (101 | ) | | 1,734 | (125 | ) | 131,848 | ||||||||||||||||||||||
Minority interests |
8,409 | 8,409 | ||||||||||||||||||||||||||||||
EQUITY |
||||||||||||||||||||||||||||||||
Equity attributable to
shareholders of Royal Dutch
Shell plc |
105,105 | 3,379 | 489 | (178 | ) | (1,191 | ) | 5,378 | (110 | ) | 112,872 | |||||||||||||||||||||
Minority interest |
8,405 | | | | | | (8,405 | ) | | |||||||||||||||||||||||
Total equity |
113,510 | 3,379 | 489 | (178 | ) | (1,191 | ) | 5,378 | (8,515 | ) | 112,872 | |||||||||||||||||||||
Total liabilities and equity |
241,131 | 5,887 | 700 | (279 | ) | (1,191 | ) | 7,112 | (231 | ) | 253,129 | |||||||||||||||||||||
Royal Dutch Shell plc 14
Unaudited Condensed Interim Financial Report
Reconciliation of statement of income from IFRS to US GAAP Three months ended March 31,
2006
$ million
Currency | ||||||||||||||||||||||||||||||||||||||||
Discontinued | Reclass- | Share based | translation | Reversals of | ||||||||||||||||||||||||||||||||||||
IFRS | operations | ifications | Retirement benefits | compensation | differences | Impairments | impairments | Other | US GAAP | |||||||||||||||||||||||||||||||
Revenue |
75,964 | (2,407 | ) | | | | | | | (21 | ) | 73,536 | ||||||||||||||||||||||||||||
Cost of sales |
61,922 | (2,208 | ) | (147 | ) | 152 | 8 | 17 | 11 | (92 | ) | | 59,663 | |||||||||||||||||||||||||||
Gross profit |
14,042 | (199 | ) | 147 | (152 | ) | (8 | ) | (17 | ) | (11 | ) | 92 | (21 | ) | 13,873 | ||||||||||||||||||||||||
Selling, distribution and administrative expenses |
3,413 | (80 | ) | | 92 | | | | | (3 | ) | 3,422 | ||||||||||||||||||||||||||||
Exploration |
281 | | | | | | | | | 281 | ||||||||||||||||||||||||||||||
Research and development |
| 233 | | | | | | | 233 | |||||||||||||||||||||||||||||||
Share of profit of equity accounted investments |
1,823 | | | 1 | | | | 8 | 4 | 1,836 | ||||||||||||||||||||||||||||||
Net finance costs and other (income)/expense |
(155 | ) | (2 | ) | (86 | ) | | | | | | (1 | ) | (244 | ) | |||||||||||||||||||||||||
Income before taxation |
12,326 | (117 | ) | | (243 | ) | (8 | ) | (17 | ) | (11 | ) | 100 | (13 | ) | 12,017 | ||||||||||||||||||||||||
Taxation |
5,310 | (42 | ) | | (85 | ) | (2 | ) | | (3 | ) | | 33 | 5,211 | ||||||||||||||||||||||||||
Income attributable to minority interest |
123 | 123 | ||||||||||||||||||||||||||||||||||||||
Income from continuing operations |
7,016 | (75 | ) | | (158 | ) | (6 | ) | (17 | ) | (8 | ) | 100 | (169 | ) | 6,683 | ||||||||||||||||||||||||
Income/ (loss) from discontinued operations |
| 75 | | | | | | | | 75 | ||||||||||||||||||||||||||||||
Income for the period |
7,016 | | | (158 | ) | (6 | ) | (17 | ) | (8 | ) | 100 | (169 | ) | 6,758 | |||||||||||||||||||||||||
Attributable to minority interest |
123 | | | | | | | | (123 | ) | ||||||||||||||||||||||||||||||
Income attributable to shareholders of Royal Dutch Shell plc |
6,893 | | | (158 | ) | (6 | ) | (17 | ) | (8 | ) | 100 | (46 | ) | 6,758 | |||||||||||||||||||||||||
Royal Dutch Shell plc 15
Unaudited Condensed Interim Financial Report
Reconciliation of balance sheet from IFRS to US GAAP as at December 31, 2006
$ million
Reversals of | ||||||||||||||||||||||||||||
IFRS | Retirement benefits | Impairments | impairments | Investments | Other | US GAAP | ||||||||||||||||||||||
ASSETS |
||||||||||||||||||||||||||||
Non-current assets |
||||||||||||||||||||||||||||
Intangible assets |
4,808 | | | | | 2 | 4,810 | |||||||||||||||||||||
Property, plant and equipment |
100,988 | | 613 | | | (38 | ) | 101,563 | ||||||||||||||||||||
Investments: |
| |||||||||||||||||||||||||||
equity accounted investments |
20,740 | (80 | ) | | (290 | ) | (82 | ) | 83 | 20,371 | ||||||||||||||||||
financial assets |
4,493 | (8 | ) | | | (1,232 | ) | 37 | 3,290 | |||||||||||||||||||
Deferred tax |
2,968 | 105 | | | | (264 | ) | 2,809 | ||||||||||||||||||||
Other |
9,394 | 6,091 | | | | (128 | ) | 15,357 | ||||||||||||||||||||
143,391 | 6,108 | 613 | (290 | ) | (1,314 | ) | (308 | ) | 148,200 | |||||||||||||||||||
Current assets |
||||||||||||||||||||||||||||
Inventories |
23,215 | | | | | | 23,215 | |||||||||||||||||||||
Accounts receivable |
59,668 | | | | | | 59,668 | |||||||||||||||||||||
Cash and cash equivalents |
9,002 | | | | | | 9,002 | |||||||||||||||||||||
91,885 | | | | | | 91,885 | ||||||||||||||||||||||
Total assets |
235,276 | 6,108 | 613 | (290 | ) | (1,314 | ) | (308 | ) | 240,085 | ||||||||||||||||||
LIABILITIES |
||||||||||||||||||||||||||||
Non-current liabilities |
||||||||||||||||||||||||||||
Debt |
9,713 | | | | | (125 | ) | 9,588 | ||||||||||||||||||||
Deferred tax |
13,094 | 1,604 | 221 | (105 | ) | | 35 | 14,849 | ||||||||||||||||||||
Provisions |
16,451 | 1,034 | | | | (234 | ) | 17,251 | ||||||||||||||||||||
Other |
4,325 | 46 | | | | 169 | 4,540 | |||||||||||||||||||||
43,583 | 2,684 | 221 | (105 | ) | | (155 | ) | 46,228 | ||||||||||||||||||||
Current liabilities |
||||||||||||||||||||||||||||
Debt |
6,060 | | | | | (43 | ) | 6,017 | ||||||||||||||||||||
Accounts payable, accrued liabilities and provisions |
64,667 | (83 | ) | | | | 19 | 64,603 | ||||||||||||||||||||
Taxes payable |
6,021 | | | | | 1 | 6,022 | |||||||||||||||||||||
76,748 | (83 | ) | | | | (23 | ) | 76,642 | ||||||||||||||||||||
Total liabilities |
120,331 | 2,601 | 221 | (105 | ) | | (178 | ) | 122,870 | |||||||||||||||||||
Minority interests |
9,197 | 9,197 | ||||||||||||||||||||||||||
EQUITY |
||||||||||||||||||||||||||||
Equity attributable to shareholders of Royal Dutch Shell plc |
105,726 | 3,534 | 392 | (185 | ) | (1,313 | ) | (136 | ) | 108,018 | ||||||||||||||||||
Minority interest |
9,219 | (27 | ) | | | (1 | ) | (9,191 | ) | | ||||||||||||||||||
Total equity |
114,945 | 3,507 | 392 | (185 | ) | (1,314 | ) | (9,327 | ) | 108,018 | ||||||||||||||||||
Total liabilities and equity |
235,276 | 6,108 | 613 | (290 | ) | (1,314 | ) | (308 | ) | 240,085 | ||||||||||||||||||
Royal Dutch Shell plc 16
Unaudited Condensed Interim Financial Report
The Consolidated Financial Statements of the Shell Group are prepared in accordance with IFRS, which differs in certain respects from US Generally Accepted Accounting Principles (US GAAP).
Discontinued operations
The definition of activities classified as discontinued operations differs from that under IFRS.
Under IFRS the activity must be a separate major line of business or geographical area of
operations and equity accounted or other investments are included in this classification. Under US
GAAP this definition is broadened to include a component of an entity (rather than a separate major
line of business or geographical area of operations) but equity accounted or other investments are
excluded. As a result, all of the items presented as discontinued operations in 2007 and 2006 under
US GAAP are included within continuing operations under IFRS. In 2007 and 2006 in Oil Products
certain refineries have been classified as held for sale and are reported under US GAAP as
discontinued operations.
Reclassifications
Reclassifications are differences in line item allocation under IFRS, which do not affect equity or
income compared with that shown under US GAAP. They comprise research and development costs that
are included in cost of sales while these items are separately disclosed under US GAAP and
accretion expense for asset retirement obligations is reported as interest expense under IFRS and
as cost of sales under US GAAP.
Retirement benefits
The Group adopted FASB Statement No. 158 Employers Accounting for Defined Benefit Pension and
Other Postretirement Plans an amendment of FASB Statements No. 87, 88, 106, and 132R (FAS 158)
as of December 31, 2006. FAS 158 requires that on a prospective basis all gains and losses related
to defined benefit pension arrangements and other post retirement benefits are recognised on the
balance sheet. The gains or losses and prior service costs or credits that arise during the period
are recognised as a component of accumulated other comprehensive income/(loss), net of tax, but are
not recognised as components of net periodic benefit cost. Under IFRS, all gains and losses related
to defined benefit pension arrangements and other post retirement benefits at the date of
transition to IFRS were recognised in the 2004 opening balance sheet, with a corresponding
reduction in equity. The difference between IFRS and US GAAP therefore mainly relates to the
unrecognised gains and losses under IFRS since January 1, 2004.
Share-based compensation
Under IFRS, share-based compensation awarded after November 7, 2002 and not vested at January 1,
2005 is recognised as an expense based on its fair value. For US GAAP the Group has adopted SFAS
123R as of January 1, 2005 using the modified prospective approach and this will minimise the
difference between US GAAP and IFRS reporting. The remaining difference relates to share-based
compensation not yet vested and granted before November 7, 2002, which under US GAAP is also
recognised as an expense, and the treatment of deferred tax on share-based compensation. Under IFRS
deferred tax is remeasured every reporting period and under US GAAP deferred tax is estimated at
grant date and not subsequently revised.
Cumulative currency translation differences
Under IFRS at January 1, 2004, the balance of cumulative currency translation differences of $1,208
million was eliminated by increasing retained earnings. For US GAAP there is no change in the
accounting for cumulative currency translation differences and the amount is included in
accumulated other comprehensive income. Equity in total under both IFRS and US GAAP was not
impacted.
Upon divestment or liquidation of an entity, cumulative currency translation differences related to that entity are taken to income under both IFRS and US GAAP. Due to the elimination of the opening balance as at January 1, 2004, the amounts of cumulative currency translation differences that are taken to income may differ between IFRS and US GAAP.
Impairments
Impairments under IFRS are based on discounted cash flows. Under US GAAP, only if an assets
estimated undiscounted future cash flows are below its carrying amount is a determination required
of the amount of any impairment based on discounted cash flows. There is no undiscounted test under
IFRS.
Reversal of impairments
Under IFRS, a favourable change in the circumstance, which resulted in an impairment of an asset
other than goodwill would trigger the requirement for a redetermination of the amount of the
impairment and any reversal is recognised in income. Under US GAAP, impairments are not reversed.
Royal Dutch Shell plc 17
Unaudited Condensed Interim Financial Report
Financial instruments
Under IFRS certain unquoted equity securities are recognised at fair value. Under US GAAP these are
recognised at cost. This difference has no impact on the timing of recognition of income arising
from these investments. Also, certain commodity contracts and embedded derivatives that are not
recognised under US GAAP are recognised under IFRS mainly because of pricing or delivery
conditions.
Minority interest buy-out
Under IFRS, purchases of minority interest in Group companies, and disposals of shares in Group
companies whilst retaining control, are accounted for as transactions within equity. The difference
between the purchase price/disposal proceeds and the relevant proportion of the minority interest
is reported in retained earnings as a movement in the Group share of equity. Under US GAAP a
purchase of minority interest in a Group company is accounted for using the purchase method and a
disposal of shares in a Group company whilst retaining control is accounted for as a sale.
Other
Other reconciling items include differences relating to income taxes and leases arising on
differences between IFRS and US GAAP. This includes the reclassification of unrecognised tax
benefits at January 1, 2007 of $1,460 million upon the adoption of FASB Interpretation No. 48
Accounting for Uncertainty in Income Taxes an interpretation of FASB Statement 109 (FIN 48),
all of which would affect the Groups effective tax rate if recognised. Other than this
reclassification of unrecognised tax benefits, the implementation of FIN 48 does not have a
significant impact on the Groups Consolidated Financial Statements.
Cash flow statement
The Group compiles the cash flow statement in accordance with International Accounting Standards
(IAS 7). The SECs rules applicable to Annual Reports on Form 20-F permit the compilation of the
cash flow statement under IAS 7.
Recent US GAAP accounting pronouncements
FASB Statement No. 157 Fair Value Measurement (FAS 157) becomes effective for the Group and will
be adopted from January 1, 2008. FAS 157 aims to achieve consistency of approach whenever assets
and liabilities are required to be measured at fair value, and introduces certain disclosure
requirements. The Group is in the early stages of its implementation of FAS 157 but does not expect
any significant impact on the Groups Consolidated Financial Statements.
Royal Dutch Shell plc 19
Unaudited Condensed Interim Financial Report
Appendix
Ratio of earnings to fixed charges
The following table sets forth, on a US GAAP basis for the years ended December 31, 2002, 2003, 2004 and 2005 and the three months ended March 31, 2007and on an IFRS basis for the years ended December 31, 2004, 2005 and 2006 and the three months ended March 31, 2007, the consolidated unaudited ratio of earnings to fixed charges of Royal Dutch Shell. The comparative annual information is derived from the consolidated financial statements of Royal Dutch Shell contained in the Annual Report on Form 20-F for the year ended December 31, 2006 as filed with the Securities and Exchange Commission and these Condensed Consolidated Interim Financial Statements.
Three months ended March 31, | Years ending December 31, | |||||||||||||||||||||||
2007 | 2006 | 2005 | 2004 | 2003 | 2002 | |||||||||||||||||||
Ratio of Earnings to Fixed Charges (IFRS basis)
|
18.76 | 19.99 | 23.33 | 19.17 | ||||||||||||||||||||
Ratio of Earnings to Fixed Charges (US GAAP basis)
|
22.65 | 23.31 | 26.84 | 17.13 | 15.67 | 11.69 |
For the purposes of this table, earnings consists of pre-tax income from continuing operations before adjustment for minority interest and income from equity investees plus fixed charges (excluding capitalised interest) less undistributed earnings of equity investees, plus distributed income from equity interests. Fixed charges consists of expensed and capitalised interest plus interest within rental expenses plus preference security dividend requirements of consolidated subsidiaries.
Capitalisation and indebtedness
The following tables set forth, on a US GAAP and IFRS basis, the unaudited consolidated combined capitalisation and indebtedness of Royal Dutch Shell as of March 31, 2006. This information is derived from these Condensed Consolidated Interim Financial Statements.
US GAAP basis
$ million
March 31, 2007 | ||||
Total equity |
112,870 | |||
Total finance debt |
||||
Short-term finance debt |
5,349 | |||
Long-term finance debt[A] |
9,166 | |||
Total finance debt[B] |
14,515 | |||
Total capitalisation |
127,385 | |||
IFRS basis
$ million
March 31, 2007 | ||||
Equity |
||||
Total equity attributable to shareholders of
Royal Dutch Shell plc |
105,105 | |||
Total finance debt |
||||
Short-term finance debt |
5,393 | |||
Long-term finance debt[A] |
9,288 | |||
Total finance debt[B] |
14,682 | |||
Total capitalisation |
119,787 | |||
[A] Long-term finance debt excludes $2.7 billion of certain long-term commitments included in amounts due to banks and other credit institutions. |
[B] As of March 31, 2007, the Shell Group had outstanding guarantees related to Shell Group associates of $2.6 billion, of which $1.7 billion related to guarantees in respect of financial indebtedness. $12.6 billion of the finance debt of the Shell Group was unsecured. |
Royal Dutch Shell plc 20
Unaudited Condensed Interim Financial Report