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Shell plc Announces Final Results of Exchange Offers
Press Release December 4, 2025 Shell plc Announces Final Results of Exchange Offers Shell plc (“Shell”) (LSE: SHEL) (NYSE: SHEL) (AEX: SHELL) today announces the final results of its previously announced offers to exchange (the “Exchange Offers” and each, an “Exchange Offer”) any and all validly tendered (and not validly withdrawn) and accepted notes of five series issued by Shell International Finance B.V. (“Shell International Finance” and such notes, the “Shell International Finance Notes”) a

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[{"type":"text","content":"Press Release","length":13,"tagName":"p"},{"type":"text","content":"December 4, 2025","length":16,"tagName":"p"},{"type":"text","content":"Shell plc Announces Final Results of Exchange Offers","length":52,"tagName":"p"},{"type":"text","content":"Shell plc (“Shell”) (LSE: SHEL) (NYSE: SHEL) (AEX: SHELL) today announces the final results of its previously announced offers to exchange (the “Exchange Offers” and each, an “Exchange Offer”) any and all validly tendered (and not validly withdrawn) and accepted notes of five series issued by Shell International Finance B.V. (“Shell International Finance” and such notes, the “Shell International Finance Notes”) and one series of notes issued by BG Energy Capital plc (“BGEC”) (such notes, the “BGEC Notes” and such BGEC Notes, together with the Shell International Finance Notes, the “Old Notes”) for a combination of cash and a corresponding series of new notes to be issued on a private placement basis by Shell Finance US Inc. (“Shell Finance US”) and fully and unconditionally guaranteed by Shell (the “New Notes”), as described in the Offering Memorandum dated November 3, 2025 (the “Offering Memorandum”).","length":915,"tagName":"p"},{"type":"text","content":"As announced on November 3, 2025, Shell conducted the Exchange Offers to migrate the existing Old Notes from Shell International Finance and BGEC to Shell Finance US in order to optimize Shell Group’s (as defined below) capital structure and align indebtedness with its U.S. business.","length":284,"tagName":"p"},{"type":"text","content":"The total aggregate principal amount of Old Notes that were validly tendered (and not validly withdrawn) and accepted for exchange in the Exchange Offers was $6,347,729,000, as set forth in the table below under the heading “Aggregate Principal Amount Tendered and Accepted.” All Old Notes validly tendered (and not validly withdrawn) as of 5:00 p.m., New York City time, on December 3, 2025 satisfied the applicable Minimum Size Condition (as described in the Offering Memorandum) and were accepted for exchange.","length":513,"tagName":"p"},{"type":"text","content":"The following table, based on information provided by D.F. King & Co., Inc., the exchange agent and information agent for the Exchange Offers, indicates, among other things, the aggregate principal amount of each series of Old Notes validly...