Shell commences exchange offers for six series of USD notes

Shell (SHEL) announces the commencement of offers to Eligible Holders to exchange any and all validly tendered and accepted notes of five series of notes issued by Shell International Finance and one series of notes issued by BG Energy Capital for a combination of cash and a corresponding series of new notes to be issued on a private placement basis by Shell Finance US and fully and unconditionally guaranteed by Shell. Only Eligible Holders are authorized to participate in the Exchange Offers. Each series of New Notes offered in exchange for Shell International Finance Notes will have the same interest rate, maturity date, optional redemption date and interest payment dates as the corresponding series of Shell International Finance Notes and other terms that are substantially identical to the corresponding series of Shell International Finance Notes except for the issuing entity and other minor exceptions as described in the Offering Memorandum dated November 3. he series of New Notes being offered in exchange for the BGEC Notes will have the same interest rate, maturity date, optional make-whole redemption spread and interest payment dates as the BGEC Notes and will have certain terms that differ from the BGEC Notes including the identity of the guarantor and as described in the Offering Memorandum. Shell is conducting the Exchange Offers to migrate the existing Old Notes from Shell International Finance and BGEC to Shell Finance US in order to optimize the Shell Group’s capital structure and align indebtedness with its U.S. business.