Royal Dutch Shell plc: Update on Proposed Acquisition of Cove

Jul 16, 2012, 10:46 ET from Royal Dutch Shell plc

THE HAGUE, The Netherlands, July 16, 2012 /PRNewswire/ --

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

OFFER

by

Shell Exploration and Production (XL) B.V.

(a wholly-owned subsidiary of Royal Dutch Shell plc)

for

Cove Energy plc

Update

Shell Exploration and Production (XL) B.V. ("Shell Bidco"), a wholly-owned subsidiary of Royal Dutch Shell plc (NYSE: RDS.A)(NYSE: RDS.B) ("Shell"), made an offer in February 2012 to acquire Cove Energy plc ("Cove"), in order to enter potential liquefied natural gas developments in Mozambique, and other exploration positions in the region. Subsequently, the Takeover Panel has announced an Auction Procedure to conclude this potential takeover. Shell Bidco has today decided not to revise its offer of 220 pence in cash for each share of Cove, and not take part in the Auction Procedure for Cove.

Morgan Stanley is acting as financial adviser to Shell Bidco and no one else in relation to the Offer and will not be responsible to anyone other than Shell Bidco for providing the protections afforded to the clients of Morgan Stanley nor for providing advice in relation to the Offer, the contents of this announcement or any other matter or arrangement referred to herein.

The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law or regulation and therefore persons into whose possession this announcement comes should inform themselves about and observe such restrictions. Any failure to comply with these restrictions may constitute a violation of securities laws of any such jurisdictions. To the fullest extent permitted by law, Shell Bidco and Shell disclais any responsibility or liability for the violation of such restrictions by such persons.

A copy of this announcement will be made available free of charge, subject to certain restrictions relating to persons resident in Restricted Jurisdictions on Shell's website athttp://www.shell.com/home/content/investor/  by no later than 12 noon on 17 July2012.

Terms not defined in this announcement shall have the meanings given to them in the offer document published by Shell Bidco on 2 May 2012.

Enquiries Shell     Shell Media Relations: +44-207-934-5550, +31-70-377-8750

Shell Investor Relations   Europe: +31-70-377-3996 United States: +1-713-241-2069

Morgan Stanley & Co. Limited (Financial adviser to Shell Bidco) :  +44-207-425-8000 Michael O'Dwyer Ian Hart Andrew Foster

SOURCE Royal Dutch Shell plc