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Shell, Cove Energy Reach Deal On Terms Of Recommended Cash Offer - Quick Facts

Oil giant Royal Dutch Shell Plc (RDS-A, RDSA.L, RDSB.L, RDS-B) announced that the boards of directors of Cove Energy Plc (COV.L, CNVGF.PK) and Shell Bidco have reached agreement on the terms of a recommended cash offer to be made by Shell Bidco for the entire issued and to be issued share capital of Cove.

Shell Exploration and Production (XL) B.V., known as Shell Bidco, is an indirect wholly-owned subsidiary of Shell incorporated in the Netherlands.

Cove Shareholders who accept the offer will be entitled to receive 220 pence in cash for each Cove Share. The Offer values the entire issued and to be issued share capital of Cove at around 1.120 billion pounds.

The offer represents a premium of 134 per cent. to the Closing Price of 94 pence per Cove Share as of December 12, 2011, the last Business Day prior to the date of the announcement by Cove of its proposed sale of the Rovuma Area 1 Interest. It also represents a premium of 95.6 per cent. to the Closing Price of 112.5 pence per Cove Share as of January 4, 2012, the last Business Day prior to start of the Offer Period; and 42.4 per cent. to the Closing Price of 154.5 pence per Cove Share as of February 21.

The proposed acquisition of Cove's portfolio would mark Shell's entry into exciting new hydrocarbon provinces, in Mozambique and Kenya, with significant potential for new LNG from recent gas discoveries offshore Mozambique, and further complementary exploration positions in East Africa.

On February 22, Royal Dutch Shell had announced an offer to acquire Cove Energy for 195 pence per share in cash or a total value of approximately 992.4 million pounds.

by RTTNews Staff Writer

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