Shell completes sale of 78.3M shares in Woodside

Woodside Petroleum Ltd.

Woodside Petroleum Ltd. has been advised by Shell Energy Holdings Australia Ltd. that Shell has sold 78.3 million shares (representing 9.5% of issued share capital) via an underwritten institutional sell-down at a price of $38.84 (AUD 41.35) per share. Shell’s holding in Woodside is now 13.6% of Woodside’s issued capital.

In conjunction with this sell-down Woodside intends to buy-back 78.3 million shares currently held by Shell for $2,680 million in accordance with the buy-back agreement between the parties of June 17. The selective buy-back is subject to approval by Woodside shareholders (excluding Shell and its associates) at an Extraordinary General Meeting that is scheduled to take place in August 2014, an independent expert providing an opinion that the transaction is fair and reasonable to all Woodside shareholders (other than Shell and its associates), and consent under a number of Woodside’s facility agreements.

Subject to completion of the selective buy-back, Shell’s holding would reduce to 4.5% of Woodside’s issued capital.

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