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June 17, 2014
05:19 EDTWOPEY, RDS.AShell reduces interest in Woodside Petroleum by 156.5M shares
Shell (RDS.A) announced the sale of a total of approximately 156.5M shares in Woodside Petroleum (WOPEY) representing a total estimated value to Shell of around $5B on an after tax basis. The sale, which represents 19% of Woodside's issued share capital, is through an underwritten sell-down to equity market investors and a selective share buy-back by Woodside. Shell's subsidiary, Shell Energy Holding Australia, or SEHAL, has mandated two investment banks to sell 78.27M shares in Woodside, through an underwritten sell-down at a price of A$41.35 per share. This part of the sale represents around 9.5% of the issued capital in Woodside, with the shares to be sold to a range of equity market investors. The sell-down is expected to complete on June 18. Under an agreement with SEHAL, Woodside will also buy-back 78.27M of its shares from SEHAL at a price of $34.24 per share. The buy-back price per share has been split into a dividend component of $26.29 per share and a capital component of $7.95 per share, as agreed with the Australian Taxation Office in a private ruling. SEHAL will receive franking credits on the dividend component with the effect that no further tax is payable by SEHAL on the dividend component. Completion of the buy-back will be subject to limited conditions, including consent under a number of Woodside's facility agreements, an independent expert opinion and Woodside shareholder approval. Completion of the buy-back is expected in early August.
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