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ROYAL DUTCH SHELL PLC - 1st Quarter 2014 Unaudited Results.

 ROYAL DUTCH SHELL PLC 1ST QUARTER 2014 UNAUDITED RESULTS
   * Royal Dutch Shell's first quarter 2014 earnings, on a current
cost of
    supplies (CCS) basis (see Note 2), were $4.5 billion compared with
$8.0
    billion for the first quarter 2013.
  * First quarter 2014 CCS earnings included an identified net charge of
$2.9
    billion after tax, mainly reflecting impairments related to
refineries in
    Asia and Europe (see page 6).
  * First quarter 2014 CCS earnings excluding identified items (see page
6)
    were $7.3 billion compared with $7.5 billion for the first quarter
2013, a
    decrease of 3%.
  * Compared with the first quarter 2013, Upstream earnings excluding
    identified items were supported by stronger Integrated Gas results
as well
    as higher gas realisations and gas trading results. This was offset
by the
    impact of exploration well write-offs, and higher costs and
depreciation.
    Downstream earnings excluding identified items were impacted by
lower
    industry refining margins and trading results.
  * Basic CCS earnings per share excluding identified items for the
first
    quarter 2014 decreased by 2% versus the same quarter a year ago.
  * Cash flow from operating activities for the first quarter 2014 was
$14.0
    billion. Excluding working capital movements, cash flow from
operating
    activities for the first quarter 2014 was $13.1 billion.
  * Capital investment for the first quarter 2014 was $10.7 billion,
including
    $2.0 billion related to the acquisition of Repsol's LNG
business. Net
    capital investment (see Note 2) for the quarter was $10.1 billion.
  * Total dividends distributed in the quarter were some $2.8 billion,
of which
    $1.3 billion were settled under the Scrip Dividend Programme. During
the
    first quarter some 32.4 million shares were bought back for
cancellation
    for a consideration of some $1.2 billion.
  * Gearing at the end of the first quarter 2014 was 15.6%.
  * A first 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 first quarter 2013. SUMMARY OF UNAUDITED RESULTS $
million                                    Quarters
                                             Q1 2014   Q4 2013   Q1 2013
%1 Income attributable to Royal Dutch Shell plc shareholders
4,509     1,781     8,176     -45 Current cost of supplies (CCS)
adjustment for Downstream                               (44)      371
(225) CCS earnings                                 4,465     2,152
7,951     -44 Less: Identified items2                      (2,862)
(763)     431 CCS earnings excluding identified items      7,327
2,915     7,520     -3  Of which:
  Upstream                                   5,710     2,477     5,648
  Downstream                                 1,575     558       1,848
  Corporate and Non-controlling interest     42        (120)     24 Cash
flow from operating activities          13,984    6,028     11,559
+21 Basic CCS earnings per share ($)             0.71      0.34
1.26      -44 Basic CCS earnings per ADS ($)               1.42
0.68      2.52 Basic CCS earnings per share excl. identified items ($)
1.17      0.46      1.19      -2 Basic CCS earnings per ADS excl.
identified items ($)                                    2.34      0.92
2.38 Dividend per share ($)                       0.47      0.45
0.45      +4 Dividend per ADS ($)                         0.94      0.90
0.90 1 Q1 on Q1 change 2 See page 6 Royal Dutch Shell Chief Executive
Officer Ben van Beurden:  "Shell's profits enable the company
to pay competitive dividends to shareholders and to finance new
investments in oil and gas. Our long-term strategy is sound. Our first
quarter 2014 results reflect more robust levels of profitability.
However, as we saw in 2013, we are in an industry where high volatility
remains, both in the macro-environment and in our quarterly results. The
priorities I set out at the start of 2014 have not changed. I am
determined to improve our competitiveness, and to adapt the company to
respond to changes in the industry landscape, particularly in Oil
Products and North America resources plays. We are aiming to continue to
balance growth and returns, by focusing sharply on our three key
priorities - better financial performance, enhanced capital efficiency,
including more selectivity on project choices and $15 billion of
divestments in 2014-15, and continuing strong project delivery. Our
investment strategy is delivering where it matters - at the bottom line.
The first quarter of 2014 has seen new, profitable production from the
deep-water Gulf of Mexico and Iraq, together with new LNG from our
acquisition of Repsol's portfolio. We are making hard choices on
Shell's assets and options, to improve capital efficiency, in both
Upstream and Downstream. The divestments underway in Downstream in four
countries are part of Shell's drive to improve our competitive
position. Downstream has the potential to average 10-12% ROACE, more
than double current levels, and to deliver around $10 billion of annual
cash flow. I am determined to improve our performance in this business.
The impairments we have announced today in Downstream reflect
Shell's updated views on the outlook for refining margins. There
are substantial pressures on the industry from excess capacity, changing
product demand, and new oil supplies from liquids-rich shales. The 4%
dividend increase we have confirmed today for the first quarter 2014
underscores our delivery in recent years, and our confidence in the
future potential." FIRST QUARTER 2014 PORTFOLIO DEVELOPMENTS
Upstream In Brazil, Shell announced an agreement to sell a 23% interest
in the Shell-operated deep-water project BC-10 to Qatar Petroleum
International for a consideration of some $1 billion. Subject to
regulatory approval, the transaction is expected to close in 2014. In
Brunei, final investment decision ("FID") was taken on the
Maharaja Lela South ("ML South") development (Shell interest
35%). The development is expected to deliver peak production of 35
thousand barrels of oil equivalent per day ("boe/d"). Shell
successfully commenced export of its first crude from the Majnoon oil
field in Iraq, where production exceeded the 175,000 barrels per day
(b/d) First Commercial Production target which initiated the
commencement of cost recovery. In the United Kingdom, Shell entered into
an agreement with the government to progress the Peterhead Carbon
Capture and Storage ("CCS") project to the next phase of
front-end engineering and design ("FEED"). The project aims to
capture and store 10 million tonnes of CO2 over 10 years. If successful,
the project could represent the first industrial-scale application of
CCS technology at a gas-fired power station anywhere in the world. In
the United States, Shell announced first production from the Mars B
deep-water development (Shell interest 71.5%) in the Gulf of Mexico. The
Olympus platform was completed and installed more than six months ahead
of schedule, allowing for early production. Olympus is Shell's
seventh, and largest, floating deep-water platform in the Gulf of Mexico
and extends the life of the overall Mars basin to around 2050. It is
expected that the project will ramp up to a peak production of 100
thousand boe/d in 2016. Also in the United States, Shell reached an
agreement to sell its 50% interest in approximately 312,000 acres in the
Niobrara and Sandwash basins for a consideration of some $90 million.
Subject to regulatory approval, the deal is expected to close in May,
2014. Shell commenced FEED on the Appomattox deep-water development
project (Shell interest 80%) in the Gulf of Mexico, United States.
Including the Vicksburg A discovery (Shell interest 75%), the resources
associated with this development are estimated to be greater than 600
million barrels of oil equivalent ("boe").  The project is
expected to deliver peak production of 150 thousand boe/d. The Siakap
North-Petai development (Shell interest 21%) offshore Malaysia commenced
production. The development is expected to deliver peak production of
around 30 thousand boe/d. During the quarter, in Shell's heartlands
exploration programme, a Shell-operated oil discovery at the Limbayong
prospect (Shell interest 35%) offshore Malaysia was announced. Shell
participated in the non-operated Lympstone gas discovery (Shell interest
50%) offshore Australia, and in April in the Rosmari-1 discovery (Shell
interest 85%) offshore Malaysia, adding new gas resources. In addition
during the quarter, we had a successful appraisal of the Pegaga gas
discovery (Shell interest 20%) offshore Malaysia. Shell had continued
success with near-field exploration discoveries in a number of
countries. As part of its global exploration programme, Shell added new
acreage positions following successful bidding results in Namibia,
Norway, and Russia. Upstream divestment proceeds totalled some $0.3
billion for the first quarter 2014 and included among others proceeds
from the completed sale of Shell's interest in Mississippi Lime
acreage in Kansas, United States. In April, Shell approved to move into
FEED for an LNG facility in Canada. The facility is expected to have
capacity of approximately 12 million tonnes per annum ("mtpa")
with expansion potential to approximately 24 mtpa. In Upstream Americas
resources plays (shale oil and gas), insights from ongoing exploration
and appraisal drilling results and production information, and
Shell's ongoing restructuring of this portfolio, could potentially
lead to future asset sales and/or impairments. Downstream In Australia,
Shell announced a binding agreement to sell its Downstream businesses
(excluding Aviation) to Vitol for a total transaction value of
approximately $2.6 billion. The sale covers Shell's Geelong
Refinery and 870-site Retail business, along with its Bulk Fuels,
Bitumen, Chemicals and part of its Lubricants businesses. It also
includes a brand licence arrangement and an exclusive distributor
arrangement in Australia for Shell Lubricants. The deal is subject to
regulatory approvals and is expected to close in 2014. In Italy, Shell
reached an agreement with Kuwait Petroleum International for the sale of
its Retail, Supply & Distribution Logistics and Aviation businesses.
Under this agreement, Shell's Retail network will be re-branded to
Q8 in the country. The sale is subject to regulatory approvals and is
expected to close in 2014. Consistent with Shell's strategic intent
to concentrate its Downstream global footprint and businesses where it
can be most competitive, Shell announced the intent to sell its
Downstream Refining and Marketing businesses in Denmark. Shell is also
considering the sale of certain of its Marketing assets in Norway.
Downstream divestment proceeds totalled some $0.2 billion for the first
quarter 2014 and included among others proceeds from the divestment of
Shell's 16.3% interest in Ceska Rafinerska in the Czech Republic.
KEY FEATURES OF THE FIRST QUARTER 2014
  * First quarter 2014 CCS earnings (see Note 2) were $4,465 million,
44% lower
    than for the same quarter a year ago.
  * First quarter 2014 CCS earnings included an identified net charge of
$2.9
    billion after tax, mainly reflecting impairments related to
refineries in
    Asia and Europe (see page 6).
  * First quarter 2014 CCS earnings excluding identified items (see page
6)
    were $7,327 million compared with $7,520 million for the first
quarter
    2013, a decrease of 3%. First quarter 2014 Upstream earnings
excluding
    identified items were supported by stronger Integrated Gas results
as well
    as higher gas realisations and gas trading results. This was offset
by the
    impact of exploration well write-offs, and higher costs and
depreciation.
    Downstream earnings excluding identified items were impacted by
lower
    industry refining margins and trading results.
  * Basic CCS earnings per share decreased by 44% versus the same
quarter a
    year ago.
  * Basic CCS earnings per share excluding identified items decreased by
2%
    compared with the first quarter 2013.
  * Cash flow from operating activities for the first quarter 2014 was
$14.0
    billion, compared with $11.6 billion in the same quarter last year.
    Excluding working capital movements, cash flow from operating
activities
    for the first quarter 2014 was $13.1 billion, compared with $11.5
billion
    in the same quarter last year.
  * Net capital investment (see Note 2) for the first quarter 2014 was
$10.1
    billion. Capital investment for the first quarter 2014 was $10.7
billion,
    including $2.0 billion related to the acquisition of Repsol's
LNG business,
    and divestment proceeds were $0.5 billion.
  * Total dividends distributed in the first quarter 2014 were some $2.8
    billion, of which $1.3 billion were settled by issuing some 38
million A
    shares under the Scrip Dividend Programme for the fourth quarter
2013.
  * Under our share buyback programme some 32.4 million B shares were
bought
    back for cancellation during the first quarter 2014 for a
consideration of
    some $1.2 billion.
  * Return on average capital employed (see Note 8) on a reported income
basis
    was 6.1% at the end of the first quarter 2014, versus 13.0% at the
end of
    the first quarter 2013.
  * Gearing was 15.6% at the end of the first quarter 2014, versus 9.1%
at the
    end of the first quarter 2013.
  * Oil and gas production for the first quarter 2014 was 3,245 thousand
boe/d.
    Excluding the impact of divestments, licence expiries, PSC price
effects,
    security impacts in Nigeria and the NAM curtailment, first quarter
2014
    production was 4% lower than in the same period last year.
  * Equity sales of LNG of 6.09 million tonnes for the first quarter
2014 were
    18% higher than in the same quarter a year ago, including 0.95
million
    tonnes from the acquisition of Repsol's LNG business.
  * Oil products sales volumes were 5% higher than for the first quarter
2013.
    Chemicals sales volumes for the first quarter 2014 increased by 3%
compared
    with the same quarter a year ago.
  * Supplementary financial and operational disclosure for the first
quarter
    2014 is available at www.shell.com/investor. SUMMARY OF IDENTIFIED
ITEMS Earnings for the first quarter 2014 reflected the following items,
which in aggregate amounted to a net charge of $2,862 million (compared
with a net gain of $431 million in the first quarter 2013), as
summarised in the table below:
  * Upstream earnings included a net charge of $283 million, mainly
reflecting
    charges related to asset impairments of $168 million. Identified
items also
    included net charges related to the fair value accounting of
commodity
    derivatives and certain gas contracts, the impact of a reduction in
the
    discount rate used for provisions, and divestments. Earnings for the
first
    quarter 2013 included a net gain of $173 million.
  * Downstream earnings included a net charge of $2,580 million,
including
    impairments of $2,284 million related to refineries in Asia and
Europe. The
    refining-related impairments, equivalent to 14% of Shell's
refinery asset
    base, reflect the latest insight into margins based on feedstock
supply and
    product demand outlook. This charge includes the write-off of the
Bukom oil
    refinery, at Shell's integrated refinery and chemicals facility
in
    Singapore, and excludes the Bukom chemicals plant. The company has
    initiatives underway to improve the profitability of the integrated
    facilities at Bukom. Earnings for the first quarter 2013 included a
net
    charge of $160 million.
  * Corporate and Non-controlling interest earnings included a net gain
of $1
    million. Earnings for the first quarter 2013 included a net gain of
$418
    million. SUMMARY OF IDENTIFIED ITEMS $ million
Quarters
                                                   Q1 2014  Q4 2013
Q1 2013 Segment earnings impact of identified items:  Upstream
(283)    (631)      173  Downstream
(2,580)  (86)       (160)  Corporate and Non-controlling interest
1        (46)       418 Earnings impact
(2,862)  (763)      431 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 7)
  * Redundancy and restructuring Further items may be identified in
addition to the above. EARNINGS BY BUSINESS SEGMENT UPSTREAM $ million
Quarters
                                              Q1 2014  Q4 2013  Q1 2013
%1 Upstream earnings excluding identified items  5,710    2,477    5,648
+1 Upstream earnings                             5,427    1,846    5,821
-7 Upstream cash flow from operating activities  9,075    5,557    9,705
-6 Upstream net capital investment               9,340    14,150   7,370
+27 Liquids production available for sale (thousand b/d)
1,481    1,539    1,640    -10 Natural gas production available for sale
(million scf/d)                               10,227   9,925    11,132
-8 Total production available for sale (thousand boe/d)
3,245    3,251    3,559    -9 Equity sales of LNG (million tonnes)
6.09     4.93     5.15     +18 1  Q1 on Q1 change First quarter Upstream
earnings excluding identified items were $5,710 million compared with
$5,648 million a year ago. Identified items were a net charge of $283
million, compared with a net gain of $173 million for the first quarter
2013 (see page 6). Compared with the first quarter 2013, Upstream
earnings excluding identified items benefited from stronger Integrated
Gas results, including contributions from the recent purchase of
Repsol's LNG business and higher dividends from an LNG venture.
Earnings also benefited from higher gas realisations and gas trading
results. Earnings were negatively impacted by higher exploration
expenses, mainly due to well write-offs, increased costs and higher
depreciation. Earnings also reflected the cap and curtailment of NAM
volumes in the Netherlands. Global liquids realisations were 4% lower
than for the first quarter 2013. Global natural gas realisations were 3%
higher than for the same quarter a year ago, with a 50% increase in the
Americas and a 4% decrease outside the Americas. First quarter 2014
production was 3,245 thousand boe/d compared with 3,559 thousand boe/d a
year ago. Liquids production decreased by 10% and natural gas production
decreased by 8% compared with the first quarter 2013. Excluding the
impact of divestments, license expiries, PSC price effects, security
impacts in Nigeria and the NAM curtailment, first quarter 2014
production was 4% lower than for the same period last year. Warm weather
in Europe and the impact of field declines were partly offset by some 89
thousand boe/d related to new field start-ups and the continuing ramp-up
of existing fields, in particular Majnoon in Iraq. Equity sales of LNG
of 6.09 million tonnes were 18% higher than in the same quarter a year
ago, including 0.95 million tonnes from the acquisition of Repsol's
LNG business and decreased feedgas disruptions in Nigeria, partly offset
by higher planned maintenance at some LNG plants. DOWNSTREAM $ million
Quarters
                                              Q1 2014  Q4 2013  Q1 2013
%1 Downstream CCS earnings excluding identified items
1,575    558      1,848    -15 Downstream CCS earnings
(1,005)  472      1,688    - Downstream cash flow from operating
activities                                    3,145    808      365
+762 Downstream net capital investment             776      1,571    820
-5 Refinery processing intake (thousand b/d)     2,965    2,910    2,890
+3 Oil products sales volumes (thousand b/d)     6,319    6,038    6,004
+5 Chemicals sales volumes (thousand tonnes)     4,285    4,412    4,143
+3 1  Q1 on Q1 change First quarter Downstream earnings excluding
identified items were $1,575 million compared with $1,848 million for
the first quarter 2013. Identified items were a net charge of $2,580
million, compared with a net charge of $160 million for the first
quarter 2013 (see page 6). Compared with the first quarter 2013,
Downstream earnings excluding identified items were impacted by lower
contributions from manufacturing and from trading and supply activities.
This was partly offset by a stronger refining margin environment in the
United States Gulf Coast, improved performance from the Motiva joint
venture, and Retail results. Earnings also benefited from decreased
taxation and favourable currency exchange rate effects in the first
quarter 2014. Downstream cash flow from operating activities benefited
from favourable working capital movements in Oil Products. Refinery
intake volumes were 3% higher compared with the same quarter last year,
mainly as a result of improved operating performance from Motiva
refineries partly offset by increased planned maintenance in United
States West Coast refineries. Refinery availability was 92% compared
with 91% for the first quarter 2013. Oil products sales volumes
increased by 5% compared with the same period a year ago, reflecting
higher trading volumes partly offset by lower marketing volumes.
Chemicals sales volumes increased by 3% compared with the same quarter
last year, mainly as a result of improved operational performance partly
offset by poorer intermediates market conditions in most regions.
Chemicals manufacturing plant availability increased to 95% from 92% for
the first quarter 2013, as a result of decreased planned maintenance.
CORPORATE AND NON-CONTROLLING INTEREST $ million
Quarters
                                                    Q1 2014  Q4 2013  Q1
2013 Corporate and Non-controlling interest excluding identified items
42       (120)    24 Of which:
  Corporate                                         76       (73)     88
  Non-controlling interest                          (34)     (47)
(64) Corporate and Non-controlling interest              43       (166)
442 First quarter Corporate results and Non-controlling interest
excluding identified items were a gain of $42 million, compared with a
gain of $24 million in the same period last year. Identified items for
the first quarter of 2014 were a net gain of $1 million, compared with a
net gain of $418 million for the first quarter of 2013 (see page 6).
Compared with the first quarter of 2013, Corporate results excluding
identified items reflected favourable currency exchange rate effects
offset by lower tax credits, higher costs and higher net interest
expense. FORTHCOMING EVENTS Second quarter 2014 results and second
quarter 2014 dividend are scheduled to be announced on July 31, 2014.
Third quarter 2014 results and third quarter 2014 dividend are scheduled
to be announced on October 30, 2014. The Annual General Meeting will be
held on May 20, 2014. UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL
STATEMENTS CONSOLIDATED STATEMENT OF INCOME $ million
Quarters
                                               Q1 2014  Q4 2013  Q1 2013
%1 Revenue                                        109,658  109,243
112,810 Share of profit of joint ventures and associates
2,070    2,024    2,303 Interest and other income
351      212      401 Total revenue and other income
112,079  111,479  115,514 Purchases
83,835   85,853   86,603 Production and manufacturing expenses
7,179    7,512    6,458 Selling, distribution and administrative
expenses                                       3,434    3,861    3,587
Research and development                       283      428      294
Exploration                                    927      1,766    648
Depreciation, depletion and amortisation       7,424    5,629    4,225
Interest expense                               452      470      401
Income before taxation                         8,545    5,960    13,298
-36 Taxation                                       4,003    4,138
5,072 Income for the period                          4,542    1,822
8,226    -45 Income attributable to non-controlling interest
33       41       50 Income attributable to Royal Dutch Shell plc
shareholders                                   4,509    1,781    8,176
-45  1 Q1 on Q1 change EARNINGS PER SHARE $
Quarters
                                               Q1 2014    Q4 2013    Q1
2013 Basic earnings per share                       0.72       0.28
1.30 Diluted earnings per share                     0.72       0.28
1.29 SHARES1 Million                                        Quarters
                                               Q1 2014    Q4 2013    Q1
2013 Weighted average number of shares as the basis for:
  Basic earnings per share                     6,287.8    6,272.9
6,308.9
  Diluted earnings per share                   6,288.9    6,275.1
6,313.7 Shares outstanding at the end of the period    6,321.8
6,295.4    6,340.2 1 Royal Dutch Shell plc ordinary shares of euro 0.07
each Notes 1 to 6 are an integral part of these unaudited Condensed
Consolidated Interim Financial Statements. CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME $ million
Quarters
                                                    Q1 2014  Q4 2013  Q1
2013 Income for the period                               4,542    1,822
8,226 Other comprehensive income net of tax:
  Items that may be reclassified to income in later periods: Currency
translation differences                    (551)    (326)    (1,652)
Unrealised gains on securities                      28       28       31
Cash flow hedging gains/(losses)                    19       (2)      13
Share of other comprehensive loss of joint ventures and associates
(7)      (43)     (56)
  Total                                             (511)    (343)
(1,664)
  Items that are not reclassified to income in later periods: Retirement
benefits remeasurements                  (546)    2,370    1,436 Other
comprehensive (loss)/income for the period    (1,057)  2,027    (228)
Comprehensive income for the period                 3,485    3,849
7,998 Comprehensive income attributable to non-controlling interest
29       (14)     25 Comprehensive income attributable to Royal Dutch
Shell plc shareholders                              3,456    3,863
7,973 Notes 1 to 6 are an integral part of these unaudited Condensed
Consolidated Interim Financial Statements. CONDENSED CONSOLIDATED
BALANCE SHEET
                                    $ million
                                    Mar 31, 2014   Dec 31, 2013   Mar
31, 2013 Assets Non-current assets: Intangible assets1
7,482          4,394          4,456 Property, plant and equipment1
194,608        191,897        180,244 Joint ventures and associates1
35,909         34,613         34,478 Investments in securities
4,761          4,715          4,878 Deferred tax
6,177          5,785          4,641 Retirement benefits
3,197          3,574          3,502 Trade and other receivables
10,036         9,191          9,052
                                    262,170        254,169
241,251 Current assets: Inventories                         28,829
30,009         31,531 Trade and other receivables         63,670
63,638         66,598 Cash and cash equivalents1          11,924
9,696          17,614
                                    104,423        103,343
115,743 Total assets                        366,593        357,512
356,994 Liabilities Non-current liabilities: Debt1
41,236         36,218         27,329 Trade and other payables
4,281          4,065          4,170 Deferred tax
11,882         11,943         11,490 Retirement benefits
11,385         11,182         15,091 Decommissioning and other
provisions                          22,298         19,698         18,054
                                    91,082         83,106         76,134
Current liabilities: Debt1                               4,493
8,344          8,461 Trade and other payables            70,738
70,112         73,301 Taxes payable                       13,488
11,173         14,386 Retirement benefits                 387
382            376 Decommissioning and other provisions
3,275          3,247          3,097
                                    92,381         93,258         99,621
Total liabilities                   183,463        176,364
175,755 Equity attributable to Royal Dutch Shell plc shareholders
182,028        180,047        179,806 Non-controlling interest
1,102          1,101          1,433 Total equity
183,130        181,148        181,239 Total liabilities and equity
366,593        357,512        356,994 1 See Note 6 Notes 1 to 6 are an
integral part of these unaudited Condensed Consolidated Interim
Financial Statements. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
                   Equity attributable to Royal Dutch Shell
                   plc shareholders
                           Shares
                   Share   held in  Other    Retained
Non-controlling Total $ million          capital trust    reserves
earnings Total   interest        equity At January 1, 2014 542
(1,932)  (2,037)  183,474  180,047 1,101           181,148 Comprehensive
income for the period             -       -        (1,053)  4,509
3,456   29              3,485 Capital contributions from, and other
changes in, non-controlling interest           -       -        -
(4)      (4)     -               (4) Dividends paid     -       -
-        (2,849)  (2,849) (28)            (2,877) Scrip dividends1   4
-        (4)      1,350    1,350   -               1,350 Repurchases of
shares2            (3)     -        3        (249)    (249)   -
(249) Shares held in trust: net sales and dividends received           -
746      -        32       778     -               778 Share-based
compensation       -       -        (497)    (4)      (501)   -
(501) At March 31, 2014  543     (1,186)  (3,588)  186,259  182,028
1,102           183,130 At January 1, 2013 542     (2,287)  (3,752)
180,246  174,749 1,433           176,182 Comprehensive income for the
period             -       -        (203)    8,176    7,973   25
7,998 Capital contributions from, and other changes in, non-controlling
interest           -       -        -        -        -       (4)
(4) Dividends paid     -       -        -        (2,752)  (2,752) (21)
(2,773) Scrip dividends1   2       -        (2)      844      844     -
844 Repurchases of shares2,3          (1)     -        1        (1,104)
(1,104) -               (1,104) Shares held in trust: net sales and
dividends received           -       1,030    -        36       1,066
-               1,066 Share-based compensation       -       -
(603)    (367)    (970)   -               (970) At March 31, 2013  543
(1,257)  (4,559)  185,079  179,806 1,433           181,239 1 Under the
Scrip Dividend Programme some 38.0 million A shares, equivalent to $1.3
billion, were issued during the first quarter 2014 and some 25.6 million
A shares, equivalent to $0.8 billion, were issued during the first
quarter 2013. 2 Includes shares committed to repurchase 3 Includes
repurchases subject to settlement at the end of the quarter Notes 1 to 6
are an integral part of these unaudited Condensed Consolidated Interim
Financial Statements. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS $
million                                    Quarters
                                             Q1 2014    Q4 2013     Q1
2013 Cash flow from operating activities Income for the period
4,542      1,822       8,226 Adjustment for: - Current taxation
4,400      4,677       4,892 - Interest expense (net)
378        436         357 - Depreciation, depletion and amortisation
7,424      5,629       4,225 - Net losses/(gains) on sale of assets
41         (87)        (213) - Decrease/(increase) in working capital
875        (1,682)     34 - Share of profit of joint ventures and
associates                                   (2,070)    (2,024)
(2,303) - Dividends received from joint ventures and associates
1,507      1,865       1,242 - Deferred taxation, retirement benefits,
decommissioning and
  other provisions                           (308)      (938)       (11)
- Other                                      529        1,338       27
Net cash from operating activities (pre-tax) 17,318     11,036
16,476 Taxation paid                                (3,334)    (5,008)
(4,917) Net cash from operating activities           13,984     6,028
11,559 Cash flow from investing activities Capital expenditure1
(7,397)    (14,508)    (7,862) Investments in joint ventures and
associates (889)      (523)       (372) Proceeds from sale of assets
306        432         382 Proceeds from sale of joint ventures and
associates                                   56         109         154
Other investments (net)                      152        2           20
Interest received                            58         37          36
Net cash used in investing activities        (7,714)    (14,451)
(7,642) Cash flow from financing activities Net (decrease)/increase in
debt with maturity period within three months
(1,297)    3,239       133 Other debt: New borrowings
3,195      4,366       180
  Repayments                                 (2,933)    (464)
(2,185) Interest paid                                (368)      (650)
(158) Change in non-controlling interest           0          (60)
(7) Cash dividends paid to: - Royal Dutch Shell plc shareholders
(1,499)    (1,610)     (1,908) - Non-controlling interest
(28)       (36)        (21) Repurchases of shares
(1,241)    (996)       (545) Shares held in trust: net sales/(purchases)
and dividends received                       123        66          (10)
Net cash used in financing activities        (4,048)    3,855
(4,521) Currency translation differences relating to cash and cash
equivalents                             6          (14)        (332)
Increase/(decrease) in cash and cash equivalents
2,228      (4,582)     (936) Cash and cash equivalents at beginning of
period                                       9,696      14,278
18,550 Cash and cash equivalents at end of period   11,924     9,696
17,614
  1 See Note 6 Notes 1 to 6 are an integral part of these unaudited
Condensed Consolidated Interim Financial Statements. NOTES TO THE
UNAUDITED 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
in accordance with IAS 34 Interim Financial Reporting as adopted by the
European Union and as issued by the International Accounting Standards
Board and 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 (see Note 9) 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: $
million                                   Quarters
                                            Q1 2014           Q1 2013
Third-party revenue
  Upstream                                  13,013            12,376
  Downstream                                96,603            100,409
  Corporate                                 42                25 Total
third-party revenue                   109,658           112,810
Inter-segment revenue
  Upstream                                  12,251            12,142
  Downstream                                608               243
  Corporate                                 0                 0 Segment
earnings
  Upstream                                  5,427             5,821
  Downstream1                               (1,005)           1,688
  Corporate                                 77                491 Total
segment earnings                      4,499             8,000 $ million
Quarters
                                            Q1 2014           Q1 2013
Total segment earnings                      4,499             8,000
Current cost of supplies adjustment:
  Purchases                                 (8)               113
  Taxation                                  (1)               (28)
  Share of profit of joint ventures and associates
52                141 Income for the period                       4,542
8,226 1 First quarter 2014 Downstream earnings included an impairment
charge of $2,284 million related to refineries in Asia and Europe. 3.
Share capital Issued and fully paid
                                                             Sterling
deferred
                           Ordinary shares of euro 0.07 each shares
Number of shares           A                B                of [pounds
sterling]1 each At January 1, 2014         3,898,011,213
2,472,839,187    50,000 Scrip dividends            37,952,003       -
- Repurchases of shares      -                (32,428,573)     - At
March 31, 2014          3,935,963,216    2,440,410,614    50,000 At
January 1, 2013         3,772,388,687    2,617,715,189    50,000 Scrip
dividends            25,586,312       -                - Repurchases of
shares      -                (16,080,000)     - At March 31, 2013
3,797,974,999    2,601,635,189    50,000 Nominal value
                           Ordinary shares of euro 0.07 each $ million
A                B                Total At January 1, 2014         333
209              542 Scrip dividends            4                -
4 Repurchases of shares      -                (3)              (3) At
March 31, 2014          337              206              543 At January
1, 2013         321              221              542 Scrip dividends
2                -                2 Repurchases of shares      -
(1)              (1) At March 31, 2013          323              220
543
  The total nominal value of sterling deferred shares is less than $1
million. At Royal Dutch Shell plc's Annual General Meeting on May
21, 2013, 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 euro 148 million (representing 2,114 million
ordinary shares of euro 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 21, 2014, and the end of the Annual General
Meeting to be held in 2014, unless previously renewed, revoked or varied
by Royal Dutch Shell plc in a general meeting. 4. Other reserves
                                                             Accumulated
                                 Share    Capital    Share   other
                        Merger   premium  redemption plan
comprehensive $ million               reserve1 reserve1 reserve2
reserve 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            -        -        -
-       (1,053)       (1,053) Scrip dividends         (4)      -
-          -       -             (4) Repurchases of shares   -        -
3          -       -             3 Share-based compensation            -
-        -          (497)   -             (497) At March 31, 2014
3,407    154      78         1,374   (8,601)       (3,588) At January 1,
2013      3,423    154      63         2,028   (9,420)       (3,752)
Other comprehensive loss attributable to Royal Dutch Shell plc
shareholders            -        -        -          -       (203)
(203) Scrip dividends         (2)      -        -          -       -
(2) Repurchases of shares   -        -        1          -       -
1 Share-based compensation            -        -        -          (603)
-             (603) At March 31, 2013       3,421    154      64
1,425   (9,623)       (4,559) 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. 5. Derivative contracts The table below provides
the carrying amounts of derivatives contracts held, disclosed in
accordance with IFRS 13 Fair Value Measurement. $ million
Mar 31, 2014 Dec 31, 2013 Mar 31, 2013 Included within: Trade and other
receivables - non-current 1,761        1,772        1,426 Trade and
other receivables - current     7,577        6,445        8,443 Trade
and other payables - non-current    569          587          609 Trade
and other payables - current        7,944        6,474        8,530 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 March 31, 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 March 31, 2014, was
$39,967 million (December 31, 2013: $40,569 million; March 31, 2013:
$33,765 million). Fair value is determined from the prices quoted for
those securities. 6. Acquisition of Repsol LNG businesses On January 1,
2014, Shell completed the acquisition from Repsol S.A. of its LNG
operations located in Trinidad and Tobago and Peru and related shipping
and marketing activities, as reported in the Annual Report and Form 20-F
for the year ended December 31, 2013 (page 139). Cash consideration was
$4.1 billion, of which $3.4 billion was transferred on December 31, 2013
and $0.7 billion on January 2, 2014. After taking account of cash
balances of $0.3 billion in the entities acquired, the impact on capital
expenditure in the Condensed Consolidated Statement of Cash Flows was
$3.4 billion and $0.4 billion in the fourth quarter 2013 and the first
quarter 2014 respectively. The impact on net capital investment, which
also reflected the inclusion of finance lease liabilities assumed on
January 1, 2014, was $3.4 billion and $2.0 billion in the fourth quarter
2013 and the first quarter 2014 respectively. The updated fair values of
the net assets acquired at January 1, 2014 and the fair value of the
consideration paid were as follows:
                                                              $ million
                                                              Fair
value1 Net assets acquired: Intangible assets
3,183 Property, plant and equipment
1,198 Joint ventures and associates                                 531
Cash and cash equivalents                                     329 Other
assets                                                  424 Debt
          (1,601) Other liabilities
(22)
                                                              4,042
Goodwill                                                      43
Consideration paid                                            4,085 1
The determination of the fair values of the net assets acquired is
provisional and will be subject to further review during the 12 months
from the acquisition date. 7. 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. 8. 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. The tax rate is derived from
calculations at the published segment level. 9. Liquidity and capital
resources Net cash from operating activities for the first quarter 2014
was $14.0 billion compared with $11.6 billion for the same period last
year. Total current and non-current debt increased to $45.7 billion at
March 31, 2014 from $35.8 billion at March 31, 2013 while cash and cash
equivalents decreased to $11.9 billion at March 31, 2014 from $17.6
billion at March 31, 2013. New debt was issued under the euro
medium-term note programme during the first quarter of 2014. Net capital
investment for the first quarter 2014 was $10.1 billion, of which $9.3
billion in Upstream and $0.8 billion in Downstream. Net capital
investment for the same period of 2013 was $8.2 billion, of which $7.4
billion in Upstream and $0.8 billion in Downstream. Dividends of $0.47
per share are announced on April 30, 2014 in respect of the first
quarter. These dividends are payable on June 26, 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. Under the Scrip Dividend Programme shareholders can increase
their shareholding in Shell by choosing to receive new shares instead of
cash dividends. Only new A shares will be issued under the Programme,
including to shareholders who currently hold B shares. The purpose of
Shell's share buyback programme is to offset dilution created by
the issuance of shares under the Scrip Dividend Programme. Shell
currently purchases only B shares for cancellation, which is more
economic than purchasing A shares due to Dutch dividend withholding tax
rules. CAUTIONARY STATEMENT All amounts shown throughout this Report are
unaudited. 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 (for example, through our 23% shareholding in Woodside
Petroleum Ltd.) ownership interest held by Shell in a venture,
partnership or company, after exclusion of all third-party interest.
This 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,
April 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. April 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: - Investor
Relations: International + 31 (0) 70 377 4540; North America +1 832 337
2034 - Media: International +44 (0) 207 934 5550; USA +1 713 241 4544
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