Royal Dutch Shell plc announced the successful completion of the acquisition of Repsol S.A.'s liquefied natural gas (LNG) portfolio outside North America for a headline cash consideration of US$4.1 billion.
As part of the transaction, Shell will also assume US$1.6 billion of balance sheet liabilities relating to existing leases for LNG ship charters, substantially increasing the shipping capacity available to Shell's world-class LNG marketing business.
The deal gives Shell an additional US$7.2 million tonnes per annum (mtpa) of directly managed LNG volumes. The company's portfolio will now include LNG supply in the Atlantic from Trinidad & Tobago, and in the Pacific from Peru. In addition, it immediately contributes additional cash flow, while requiring limited on-going capital expenditure.
Since the announcement of the transaction in February 2013, certain value adjustments have been made in accordance with the terms of the sales and purchase agreement. These are expected to lead to a net cash purchase price of US$3.8 billion (subject to post closing adjustments), compared to purchase price of US$4.4 billion announced in February 2013, and balance sheet liabilities of US$1.6 billion, compared to US$1.8 billion at the initial announcement. This includes the exercise of pre-emption rights of the BBE power plant in Spain by an existing partner as well as other adjustments such as the financial performance of the portfolio and working capital movements since the effective date of October 1, 2012.
The deal closed in 2014. Shell's capital investment in Q4 2013 will reflect US$3.4 billion for this transaction with the remainder of US$2.0 billion booked in 2014 of which US$1.6 billion is a non cash item relating to finance ship leases.
The transaction will add:
1. Net 4.2 mtpa equity LNG plant capacity, increasing the company's equity LNG capacity by around 20%, from 22 to 26 mtpa.
2. 7.2 mtpa of LNG volumes through long term off-take agreements.
3. As part of this agreement, as previously disclosed, Shell has committed to supply around 0.1 mtpa of LNG to Repsol's Canaport LNG terminal in Canada over a period of 10 years.
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