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109-481: Visitors arrive and have the opportunity to take a look at exhibitors' stands. Many are there to advertise a product that they sell (for example there was a ' Shell ' stand at MPH '06 advertising Shell V Power) There are also exhibition stands advertising car lease, whilst showing actual cars that can be leased at the stand. These are the likes of the Ferrari Enzo , Lamborghini Murcielago LP640 , Ferrari F430 or

218-401: A merger is the legal consolidation of two business entities into one, whereas an acquisition occurs when one entity takes ownership of another entity's share capital , equity interests or assets . From a legal and financial point of view, both mergers and acquisitions generally result in the consolidation of assets and liabilities under one entity, and the distinction between the two

327-570: A Ferranti Mark 1* , was assembled and used at the Shell laboratory in Amsterdam. In 1970, Shell acquired the mining company Billiton , which it subsequently sold in 1994. In 1989, Shell redesigned a $ 3-billion natural gas platform in the North Sea , raising its height one to two meters, to accommodate an anticipated sea level rise due to global warming . In the 1990s, protesters criticised

436-585: A US$ 20 billion gas project that was to be constructed in the US state of Louisiana . A new CEO Ben van Beurden was appointed in January 2014, prior to the announcement that the corporation's overall performance in 2013 was 38 percent lower than in 2012—the value of Shell's shares fell by 3 percent as a result. Following the sale of the majority of its Australian assets in February 2014, the corporation plans to sell

545-405: A business retain just a handful of key players that would have otherwise left. Organizations should move rapidly to re-recruit key managers. It's much easier to succeed with a team of quality players that one selects deliberately rather than try to win a game with those who randomly show up to play. Mergers and acquisitions often create brand problems, beginning with what to call the company after

654-569: A business, which accrues to both categories of stakeholders, is called the Enterprise Value (EV), whereas the value which accrues just to shareholders is the Equity Value (also called market capitalization for publicly listed companies). Enterprise Value reflects a capital structure neutral valuation and is frequently a preferred way to compare value as it is not affected by a company's, or management's, strategic decision to fund

763-486: A certain size. An acquisition/takeover is the purchase of one business or company by another company or other business entity. Specific acquisition targets can be identified through myriad avenues, including market research, trade expos, sent up from internal business units, or supply chain analysis. Such purchase may be of 100%, or nearly 100%, of the assets or ownership equity of the acquired entity. A consolidation/amalgamation occurs when two companies combine to form

872-591: A full-scale merger or takeover of either of the two companies. The Dutch company, Koninklijke Nederlandsche Petroleum Maatschappij at The Hague , was in charge of production and manufacture. The British Anglo-Saxon Petroleum Company was based in London, to direct the transport and storage of the products. In 1912, Royal Dutch Shell purchased the Rothschilds ' Russian oil assets in a stock deal. The Group's production portfolio then consisted of 53 percent from

981-473: A function of their acquisition activity. Therefore, additional motives for merger and acquisition that may not add shareholder value include: The M&A process itself is a multifaceted which depends upon the type of merging companies. The M&A process results in the restructuring of a business's purpose, corporate governance and brand identity. An arm's length merger is a merger: ″The two elements are complementary and not substitutes. The first element

1090-414: A fund that would go towards humanitarian aid to Ukraine. On 8 March, Shell announced that it would stop buying Russian oil and gas and close its service stations in the country. In 2022, the major oil and gas companies, including Shell, reported sharp rises in interim revenues and profits. In fact, this rise in profit for Shell was so sharp, that 2022 was the company's best year, as Shell recorded double

1199-684: A further US$ 15 billion worth of assets in the period leading up to 2015, with deals announced in Australia, Brazil and Italy. Shell announced on 8 April 2015 it had agreed to buy BG Group for £47 billion (US$ 70 billion), subject to shareholder and regulatory approval. The acquisition was completed in February 2016, resulting in Shell surpassing Chevron Corporation and becoming the world's second largest non-state oil company. On 7 June 2016, Shell announced that it would build an ethane cracker plant near Pittsburgh , Pennsylvania , after spending several years doing an environmental cleanup of

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1308-470: A glass of wine for example. Overall, the exhibition side of the show is very trade based and does not include many car manufacturers. The main event is a 90-minute show, which takes up an entire hall and has the audience sitting in stadium-like seating. The show features stunt driving and a catwalk-style presentation of new cars. Also included in the show are the usual team antics, well known from Top Gear and TGT ; at MPH 2006 they placed James May in

1417-893: A host of other product/market sectors such as LPG and bitumen . The practice in Shell was that these businesses were essentially local and that they were best managed by local "operating companies" – often with middle and senior management reinforced by expatriates . Shell has a long history of motorsport sponsorship, most notably Scuderia Ferrari (1951–1964, 1966–1973 and 1996-present), BRM (1962–1966 and 1968–1972), Scuderia Toro Rosso (2007–2013 and 2016), McLaren (1967–1968 and 1984–1994), Lotus (1968–1971), Ducati Corse (since 1999), Team Penske (2011–present), Hyundai Motorsport (since 2005), AF Corse , Risi Competizione , BMW Motorsport (2015–present with also Pennzoil ) and Dick Johnson Racing ( 1987 - 2004 and 2017 –present). Mergers and acquisitions Mergers and acquisitions ( M&A ) are business transactions in which

1526-433: A larger and/or longer-established company and retain the name of the latter for the post-acquisition combined entity. This is known as a reverse takeover . Another type of acquisition is the reverse merger , a form of transaction that enables a private company to be publicly listed in a relatively short time frame. A reverse merger is a type of merger where a privately held company, typically one with promising prospects and

1635-464: A loss of $ 21.7 billion in 2020 due to the COVID-19 pandemic, despite reducing its operating expenses by 12%, or $ 4.5 billion, according to a Morningstar analysis cited by Barron's . In November 2021, Shell announced that it is planning to relocate their headquarters to London, abandon its dual share structure, and change its name from Royal Dutch Shell plc to Shell plc. The company's name change

1744-426: A merger or acquisition transaction can range from political to tactical. Ego can drive choice just as well as rational factors such as brand value and costs involved with changing brands. Beyond the bigger issue of what to call the company after the transaction comes the ongoing detailed choices about what divisional, product and service brands to keep. The detailed decisions about the brand portfolio are covered under

1853-444: A need for financing, acquires a publicly listed shell company that has few assets and no significant business operations. The combined evidence suggests that the shareholders of acquired firms realize significant positive "abnormal returns," while shareholders of the acquiring company are most likely to experience a negative wealth effect. Most studies indicate that M&A transactions have a positive net effect, with investors in both

1962-451: A new enterprise altogether, and neither of the previous companies remains independently owned. Acquisitions are divided into "private" and "public" acquisitions, depending on whether the acquiree or merging company (also termed a target ) is or is not listed on a public stock market . Some public companies rely on acquisitions as an important value creation strategy. An additional dimension or categorization consists of whether an acquisition

2071-563: A return appearance in 2006. MPH 2006 also included a virtual 3D Hummer being dropped out of an aircraft, shot down by a Tornado jet, and landing in pieces in the ocean. A 3D Gatso Camera/Dragon of the future battled it out with the Stig at MPH 2007. In 2006, the MPH show was presented by Jeremy Clarkson and James May ( Top Gear presenters), and Tiff Needell ( Fifth Gear presenter) who was drafted in to cover for Richard Hammond who could not make

2180-498: A self-supporting unit without subsidies from other parts of the company. Traditionally, Shell was a heavily decentralised business worldwide (especially in the downstream) with companies in over 100 countries, each of which operated with a high degree of independence. The upstream tended to be far more centralised with much of the technical and financial direction coming from the central offices in The Hague . The upstream oil sector

2289-446: A shopping trolley and pushed him across the hall with a Ford Mustang at 40 mph into huge ten-pin bowling skittles. There were also 3D presentations during the show; for example MPH 2005, included a virtual and life-size 3D Apache helicopter shooting at a real Lotus Elise as it raced around the arena. Pyrotechnics added live explosions to the display, simulating missile hits and ricochets from gunfire; due to its success, it made

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2398-413: A single-unit partnership for business purposes. The terms of the merger gave 60 percent stock ownership of the new group to Royal Dutch, and 40 percent to Shell. Both became holding companies for Bataafsche Petroleum Maatschappij , containing the production and refining assets, and Anglo-Saxon Petroleum Company, containing the transport and storage assets. National patriotic sensibilities would not permit

2507-434: A situation where one company splits into two, generating a second company which may or may not become separately listed on a stock exchange. As per knowledge-based views, firms can generate greater values through the retention of knowledge-based resources which they generate and integrate. Extracting technological benefits during and after acquisition is an ever-challenging issue because of organizational differences. Based on

2616-550: A special committee of independent directors; and 2) conditioned on an affirmative vote of a majority of the minority stockholders, the business judgment standard of review should presumptively apply, and any plaintiff ought to have to plead particularized facts that, if true, support an inference that, despite the facially fair process, the merger was tainted because of fiduciary wrongdoing.″ A Strategic merger usually refers to long-term strategic holding of target (Acquired) firm. This type of M&A process aims at creating synergies in

2725-468: A total value of US$ 2,164.4 bil. Some of the largest mergers of equals took place during the dot-com bubble of the late 1990s and in the year 2000: AOL and Time Warner (US$ 164 bil.), SmithKline Beecham and Glaxo Wellcome (US$ 75 bil.), Citicorp and Travelers Group (US$ 72 bil.). More recent examples this type of combinations are DuPont and Dow Chemical (US$ 62 bil.) and Praxair and Linde (US$ 35 bil.). An analysis of 1,600 companies across industries revealed

2834-474: A type of snail shell ), to enter this market; by 1907 the company had a fleet. Although for several decades the company had a refinery at Shell Haven on the Thames, there is no evidence of this having provided the name. The Shell logo is one of the most familiar commercial symbols in the world. This logo is known as the " pecten " after the sea shell Pecten maximus (the giant scallop ), on which its design

2943-456: Is friendly or hostile . Achieving acquisition success has proven to be very difficult, while various studies have shown that 50% of acquisitions were unsuccessful. "Serial acquirers" appear to be more successful with M&A than companies who make acquisitions only occasionally (see Douma & Schreuder, 2013, chapter 13). The new forms of buy out created since the crisis are based on serial type acquisitions known as an ECO Buyout which

3052-616: Is a British multinational oil and gas company headquartered in London , England. Shell is a public limited company with a primary listing on the London Stock Exchange (LSE) and secondary listings on Euronext Amsterdam and the New York Stock Exchange . A core component of Big Oil , Shell is the second largest investor-owned oil and gas company in the world by revenue (after ExxonMobil ), and among

3161-478: Is a co-community ownership buy out and the new generation buy outs of the MIBO (Management Involved or Management & Institution Buy Out) and MEIBO (Management & Employee Involved Buy Out). Whether a purchase is perceived as being "friendly" or "hostile" depends significantly on how the proposed acquisition is communicated to and perceived by the target company's board of directors, employees, and shareholders. It

3270-426: Is a triangular merger, where the target company merges with a shell company wholly owned by the buyer, thus becoming a subsidiary of the buyer. In a "forward triangular merger ", the target company merges into the subsidiary, with the subsidiary as the surviving company of the merger; a "reverse triangular merger" is similar except that the subsidiary merges into the target company, with the target company surviving

3379-512: Is also commonly known as the "exploration and production" sector. Downstream operations, which now also includes the chemicals business, generate the majority of Shell's profits worldwide and is known for its global network of more than 40,000 petrol stations and its various oil refineries . The downstream business, which in some countries also included oil refining , generally included a retail petrol station network, lubricants manufacture and marketing, industrial fuel and lubricants sales, and

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3488-482: Is based. The yellow and red colours used are thought to relate to the colours of the flag of Spain , as Shell built early service stations in California , previously a Spanish colony . The current revision of the logo was designed by Raymond Loewy in 1971. The slash was removed from the name "Royal Dutch/Shell" in 2005, concurrent with moves to merge the two legally separate companies (Royal Dutch and Shell) to

3597-425: Is between two competitors in the same industry. A vertical merger occurs when two firms combine across the value chain, such as when a firm buys a former supplier (backward integration) or a former customer (forward integration). When there is no strategic relatedness between an acquiring firm and its target, this is called a conglomerate merger (Douma & Schreuder, 2013). The form of merger most often employed

3706-399: Is combined into another entity by operation of the corporate law statute(s) of the jurisdiction of the merging entities. In a transaction structured as a merger or an equity purchase, the buyer acquires all of the assets and liabilities of the acquired entity. In a transaction structured as an asset purchase, the buyer and seller agree on which assets and liabilities the buyer will acquire from

3815-425: Is complete, the parties may proceed to draw up a definitive agreement, known as a "merger agreement", "share purchase agreement," or "asset purchase agreement" depending on the structure of the transaction. Such contracts are typically 80 to 100 pages long and focus on five key types of terms: Following the closing of a deal, adjustments may be made to some of the provisions outlined in the purchase agreement, such as

3924-426: Is important because the directors have the capability to act as effective and active bargaining agents, which disaggregated stockholders do not. But, because bargaining agents are not always effective or faithful, the second element is critical, because it gives the minority stockholders the opportunity to reject their agents' work. Therefore, when a merger with a controlling stockholder was: 1) negotiated and approved by

4033-532: Is linked to The "Shell" Transport and Trading Company. In 1833, the founder's father, Marcus Samuel Sr., founded an import business to sell seashells to London collectors. When collecting seashell specimens in the Caspian Sea area in 1892, the younger Samuel realised there was potential in exporting lamp oil from the region and commissioned the world's first purpose-built oil tanker , the Murex (Latin for

4142-412: Is normal for M&A deal communications to take place in a so-called "confidentiality bubble," wherein the flow of information is restricted pursuant to confidentiality agreements. In the case of a friendly transaction, the companies cooperate in negotiations; in the case of a hostile deal, the board and/or management of the target is unwilling to be bought or the target's board has no prior knowledge of

4251-725: Is not always clear. Most countries require mergers and acquisitions to comply with antitrust or competition law . In the United States , for example, the Clayton Act outlaws any merger or acquisition that may "substantially lessen competition" or "tend to create a monopoly ", and the Hart–Scott–Rodino Act requires notifying the U.S. Department of Justice 's Antitrust Division and the Federal Trade Commission about any merger or acquisition over

4360-415: Is possible only when resources are exchanged and managed without affecting their independence. A corporate acquisition can be structured legally as either an "asset purchase" in which the seller sells business assets and liabilities to the buyer, an "equity purchase" in which the buyer purchases equity interests in a target company from one or more selling shareholders or a "merger" in which one legal entity

4469-464: Is provided by full-service investment banks- who often advise and handle the biggest deals in the world (called bulge bracket ) - and specialist M&A firms, who provide M&A only advisory, generally to mid-market, select industries and SBEs. Highly focused and specialized M&A advice investment banks are called boutique investment banks . The dominant rationale used to explain M&;A activity

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4578-487: Is that acquiring firms seek improved financial performance or reduce risk. The following motives are considered to improve financial performance or reduce risk: Megadeals—deals of at least one $ 1 billion in size—tend to fall into four discrete categories: consolidation, capabilities extension, technology-driven market transformation, and going private. On average and across the most commonly studied variables, acquiring firms' financial performance does not positively change as

4687-516: The Argentinian town of Magdalena, Buenos Aires , the Shell tanker Estrella pampeana collided with a German cargo ship , emptying its contents into the lake, polluting the environment, drinkable water, plants and animals. Over a decade after the spill, a referendum held in Magdalena determined the acceptance of a US$ 9.5 million compensatory payout from Shell. Shell denied responsibility for

4796-542: The Aston Martin DBS V12 . There are also a few car manufacturers exhibiting, although not to the scale of the 'Sunday Times Motor Show'. At MPH 2006, Land Rover turned half of the hall into a simulated off-road environment with ramps and severe slopes, on which people could drive the new Land Rover Discovery 3. There are also VIP enclosures such as 'The Sunday Times' enclosure, or the 'Auto Express' enclosure in which people with VIP tickets can go and enjoy

4905-816: The East Indies , 29 percent from the Russian Empire , and 17 percent from Romania . During the First World War , Shell was the main supplier of fuel to the British Expeditionary Force . It was also the sole supplier of aviation fuel and supplied 80 percent of the British Army's TNT . It also volunteered all of its shipping to the British Admiralty . The German invasion of Romania in 1916 saw 17% of

5014-534: The Hudson's Bay Company merged with the rival North West Company . The Great Merger Movement was a predominantly U.S. business phenomenon that happened from 1895 to 1905. During this time, small firms with little market share consolidated with similar firms to form large, powerful institutions that dominated their markets, such as the Standard Oil Company , which at its height controlled nearly 90% of

5123-593: The New York Stock Exchange on 18 November 2005. The shares of the company were issued at a 60/40 advantage for the shareholders of Royal Dutch in line with the original ownership of the Shell Group. During the 2009 Iraqi oil services contracts tender , a consortium led by Shell (45%) and which included Petronas (30%) was awarded a production contract for the "Majnoon field" in the south of Iraq, which contains an estimated 12.6 billion barrels (2.00 × 10  m ) of oil. The "West Qurna 1 field" production contract

5232-471: The Paradise Papers , a set of confidential electronic documents relating to offshore investment , revealed that Argentine Energy Minister Juan José Aranguren was revealed to have managed the offshore companies 'Shell Western Supply and Trading Limited' and 'Sol Antilles y Guianas Limited', both subsidiaries of Shell. One is the main bidder for the purchase of diesel oil by the government through

5341-492: The Russian invasion of Ukraine and in the midst of the growing boycott of Russian economy and related divestments , Shell bought a cargo of discounted Russian crude oil. The next day, following criticism from Ukraine's Foreign Minister Dmytro Kuleba , Shell defended the purchase as a short term necessity, but also announced that it intended to reduce such purchases, and it would put profits from any Russian oil it purchases into

5450-704: The Sultan of Muscat . In 1952, IPC offered financial support to raise an armed force that would assist the Sultan in occupying the interior region of Oman , an area that geologists believed to be rich in oil. This led to the 1954 outbreak of the Jebel Akhdar War in Oman that lasted for more than 5 years. Around 1952, Shell was the first company to purchase and use a computer in the Netherlands. The computer,

5559-454: The world's largest companies out of any industry. Measured by both its own emissions, and the emissions of all the fossil fuels it sells, Shell was the ninth-largest corporate producer of greenhouse gas emissions in the period 1988–2015. Shell was formed in April 1907 through the merger of Royal Dutch Petroleum Company of the Netherlands and The "Shell" Transport and Trading Company of

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5668-800: The Great Merger Movement were able to keep their dominance in their respective sectors through 1929, and in some cases today, due to growing technological advances of their products, patents , and brand recognition by their customers. There were also other companies that held the greatest market share in 1905 but at the same time did not have the competitive advantages of the companies like DuPont and General Electric . These companies such as International Paper and American Chicle saw their market share decrease significantly by 1929 as smaller competitors joined forces with each other and provided much more competition. The companies that merged were mass producers of homogeneous goods that could exploit

5777-624: The United Kingdom. The combined company rapidly became the leading competitor of the American Standard Oil and by 1920 Shell was the largest producer of oil in the world. Shell first entered the chemicals industry in 1929. Shell was one of the " Seven Sisters " which dominated the global petroleum industry from the mid-1940s to the mid-1970s. In 1964, Shell was a partner in the world's first commercial sea transportation of liquefied natural gas (LNG). In 1970, Shell acquired

5886-597: The United States, is one of its largest businesses. Shell holds 44% of Raízen , a publicly-listed joint venture with Cosan , which is the third-largest Brazil -based energy company. In addition to the main Shell brand, the company also owns the Jiffy Lube , Pennzoil and Quaker State brands. Shell is a constituent of the FTSE 100 Index and had a market capitalisation of US$ 199 billion on 15 September 2022,

5995-450: The acquiring company's stock, issued to the shareholders of the acquired company at a given ratio proportional to the valuation of the latter. They receive stock in the company that is purchasing the smaller subsidiary. There are some elements to think about when choosing the form of payment. When submitting an offer, the acquiring firm should consider other potential bidders and think strategically. The form of payment might be decisive for

6104-512: The acquisition so the team can focus on projects for their new employer). In recent years, these types of acquisitions have become common in the technology industry, where major web companies such as Facebook , Twitter , and Yahoo! have frequently used talent acquisitions to add expertise in particular areas to their workforces. Merger of equals is often a combination of companies of a similar size. Since 1990, there have been more than 625 M&A transactions announced as mergers of equals with

6213-454: The appointment of Jorma Ollila , chairman and CEO of Nokia at the time, to succeed Aad Jacobs as the company's non-executive chairman on 1 June 2006. Ollila is the first Shell chairman to be neither Dutch nor British. Other non-executive directors include Maarten van den Bergh , Wim Kok , Nina Henderson, Lord Kerr , Adelbert van Roxe, and Christine Morin-Postel. Since 3 January 2014, Ben van Beurden has been CEO of Shell. His predecessor

6322-514: The assets and liabilities that pertain solely to the unit being sold, determining whether the unit relies on services from other parts of the seller's organization, transferring employees, moving permits and licenses, and safeguarding against potential competition from the seller in the same business sector after the transaction is completed. From an economic point of view, business combinations can also be classified as horizontal, vertical and conglomerate mergers (or acquisitions). A horizontal merger

6431-446: The business either through debt, equity, or a portion of both. Five common ways to "triangulate" the enterprise value of a business are: Professionals who value businesses generally do not use just one method, but a combination. Valuations implied using these methodologies can prove different to a company's current trading valuation. For public companies, the market based enterprise value and equity value can be calculated by referring to

6540-482: The buyer and target companies seeing positive returns. This suggests that M&A creates economic value, likely by transferring assets to more efficient management teams who can better utilize them. (See Douma & Schreuder, 2013, chapter 13). There are also a variety of structures used in securing control over the assets of a company, which have different tax and regulatory implications: The terms " demerger ", " spin-off " and "spin-out" are sometimes used to indicate

6649-469: The buyer. Hence, the analysis should be done from the acquiring firm's point of view. Synergy-creating investments are started by the choice of the acquirer, and therefore they are not obligatory, making them essentially real options . To include this real options aspect into analysis of acquisition targets is one interesting issue that has been studied lately. See also contingent value rights . Mergers are generally differentiated from acquisitions partly by

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6758-462: The company's current account), liquidity ratios might decrease. On the other hand, in a pure stock for stock transaction (financed from the issuance of new shares), the company might show lower profitability ratios (e.g. ROA). However, economic dilution must prevail towards accounting dilution when making the choice. The form of payment and financing options are tightly linked. If the buyer pays cash, there are three main financing options: M&A advice

6867-640: The company's environmental record, particularly the possible pollution caused by the proposed disposal of the Brent Spar platform into the North Sea. Despite support from the UK government, Shell reversed the decision under public pressure but maintained that sinking the platform would have been environmentally better. Shell subsequently published an unequivocal commitment to sustainable development , supported by executive speeches reinforcing this commitment. Shell

6976-469: The company's share price and components on its balance sheet. The valuation methods described above represent ways to determine value of a company independently from how the market currently, or historically, has determined value based on the price of its outstanding securities. Most often value is expressed in a Letter of Opinion of Value (LOV) when the business is being valued informally. Formal valuation reports generally get more detailed and expensive as

7085-420: The content analysis of seven interviews, the authors concluded the following components for their grounded model of acquisition: An increase in acquisitions in the global business environment requires enterprises to evaluate the key stake holders of acquisitions very carefully before implementation. It is imperative for the acquirer to understand this relationship and apply it to its advantage. Employee retention

7194-430: The control of the buyer modified. If the issuance of shares is necessary, shareholders of the acquiring company might prevent such capital increase at the general meeting of shareholders. The risk is removed with a cash transaction. Then, the balance sheet of the buyer will be modified and the decision maker should take into account the effects on the reported financial results. For example, in a pure cash deal (financed from

7303-406: The core competencies on which the company was founded. Similar competencies were required for natural gas, which has become one of the most important businesses in which Shell is involved, and which contributes a significant proportion of the company's profits. While the vertically integrated business model provided significant economies of scale and barriers to entry , each business now seeks to be

7412-446: The cost of a planned $ 28bn capital spending programme. Shell invited buyers to submit indicative bids, due by 22 March, with a plan to raise $ 2–3bn from the sale. In June 2010, Shell agreed to acquire all the business of East Resources for a cash consideration of $ 4.7 billion. The transaction included East Resources' tight gas fields. Over the course of 2013, the corporation began the sale of its US shale gas assets and canceled

7521-416: The departure of the chairman Philip Watts . A lawsuit resulted in the payment of $ 450 million to non-American shareholders in 2007. As a result of the scandal, the corporate structure was simplified. Two classes of ordinary shares, A (code RDSA) and B (code RDSB), identical but for the tax treatment of dividends, were issued for the company. In November 2004, following a period of turmoil caused by

7630-405: The efficiencies of large volume production. In addition, many of these mergers were capital-intensive. Due to high fixed costs, when demand fell, these newly merged companies had an incentive to maintain output and reduce prices. However more often than not mergers were "quick mergers". These "quick mergers" involved mergers of companies with unrelated technology and different management. As a result,

7739-468: The efficiency gains associated with mergers were not present. The new and bigger company would actually face higher costs than competitors because of these technological and managerial differences. Thus, the mergers were not done to see large efficiency gains, they were in fact done because that was the trend at the time. Companies which had specific fine products, like fine writing paper, earned their profits on high margin rather than volume and took no part in

7848-594: The firm operated as a dual-listed company , whereby the British and Dutch companies maintained their legal existence and separate listings but operated as a single-unit partnership. From 2005 to 2022, the company had its headquarters in The Hague, its registered office in London and had two types of shares (A and B). In January 2022, the firm merged the A and B shares, moved its headquarters to London, and changed its legal name to Shell plc . The Royal Dutch Shell Group

7957-473: The global oil refinery industry. It is estimated that more than 1,800 of these firms disappeared into consolidations, many of which acquired substantial shares of the markets in which they operated. The vehicle used were so-called trusts . In 1900 the value of firms acquired in mergers was 20% of GDP . In 1990 the value was only 3% and from 1998 to 2000 it was around 10–11% of GDP. Companies such as DuPont , U.S. Steel , and General Electric that merged during

8066-632: The group's worldwide production destroyed. In 1919, Shell took control of the Mexican Eagle Petroleum Company and in 1921 formed Shell-Mex Limited, which marketed products under the "Shell" and "Eagle" brands in the United Kingdom. During the Genoa Conference of 1922 Royal Dutch Shell was in negotiations for a monopoly over Soviet oilfields in Baku and Grosny , although the leak of a draft treaty led to breakdown of

8175-537: The largest of any company listed on the LSE and the 44th-largest of any company in the world. By 2021 revenues, Shell is the second-largest investor-owned oil company in the world (after ExxonMobil ), the largest company headquartered in the United Kingdom, the second-largest company headquartered in Europe (after Volkswagen ), and the 15th largest company in the world. Until its unification in 2005 as Royal Dutch Shell plc ,

8284-516: The legal name) was a British company, founded in 1897 by Marcus Samuel, 1st Viscount Bearsted , and his brother Samuel Samuel . Their father had owned an antique company in Houndsditch , London, which expanded in 1833 to import and sell seashells, after which the company "Shell" took its name. For various reasons, the new firm operated as a dual-listed company , whereby the merging companies maintained their legal existence but operated as

8393-440: The long run by increased market share, broad customer base, and corporate strength of business. A strategic acquirer may also be willing to pay a premium offer to target firm in the outlook of the synergy value created after M&A process. The term "acqui-hire" is used to refer to acquisitions where the acquiring company seeks to obtain the target company's talent, rather than their products (which are often discontinued as part of

8502-440: The merger. Mergers, asset purchases and equity purchases are each taxed differently, and the most beneficial structure for tax purposes is highly situation-dependent. Under the U.S. Internal Revenue Code , a forward triangular merger is taxed as if the target company sold its assets to the shell company and then liquidated, them whereas a reverse triangular merger is taxed as if the target company's shareholders sold their stock in

8611-790: The mining company Billiton , which it subsequently sold in 1994 and now forms part of BHP . In recent decades gas has become an increasingly important part of Shell's business and Shell acquired BG Group in 2016. Shell is vertically integrated and is active in every area of the oil and gas industry, including exploration , production , refining , transport , distribution and marketing , petrochemicals , power generation , and trading . Shell has operations in over 99 countries, produces around 3.7 million barrels of oil equivalent per day and has around 44,000 service stations worldwide. As of 31 December 2019, Shell had total proved reserves of 11.1 billion barrels (1.76 × 10  m ) of oil equivalent. Shell USA , its principal subsidiary in

8720-429: The most value from a business assessment, objectives should be clearly defined and the right resources should be chosen to conduct the assessment in the available timeframe. As synergy plays a large role in the valuation of acquisitions, it is paramount to get the value of synergies right; as briefly alluded to re DCF valuations. Synergies are different from the "sales price" valuation of the firm, as they will accrue to

8829-417: The offer. Hostile acquisitions can, and often do, ultimately become "friendly" as the acquirer secures endorsement of the transaction from the board of the acquiree company. This usually requires an improvement in the terms of the offer and/or through negotiation. "Acquisition" usually refers to a purchase of a smaller firm by a larger one. Sometimes, however, a smaller firm will acquire management control of

8938-431: The ownership of companies , business organizations , or their operating units are transferred to or consolidated with another company or business organization. This could happen through direct absorption, a merger, a tender offer or a hostile takeover. As an aspect of strategic management , M&A can allow enterprises to grow or downsize , and change the nature of their business or competitive position. Technically,

9047-564: The profits from 2021, and the highest profit in its entire history. In November 2024, Shell won a case in the Hague court of appeal against Friends of the Earth which would have required Shell to cut its carbon emissions by 45%, in line with the Paris climate accords . The key trends of Shell are (as at the financial year ending 31 December): On 4 August 2005, the board of directors announced

9156-506: The proposed plant's site. In January 2017, Shell agreed to sell £2.46bn worth of North Sea assets to oil exploration firm Chrysaor. In 2017, Shell sold its oil sands assets to Canadian Natural Resources in exchange of approximately 8.8% stake in that company. In May 2017, it was reported that Shell plans to sell its shares in Canadian Natural Resources fully exiting the oil sands business. On 5 November 2017,

9265-446: The purchase price. These adjustments are subject to enforceability issues in certain situations. Alternatively, certain transactions use the 'locked box' approach, where the purchase price is fixed at signing and based on the seller's equity value at a pre-signing date and an interest charge. The assets of a business are pledged to two categories of stakeholders: equity owners and owners of the business' outstanding debt. The core value of

9374-405: The revelation that Shell had been overstating its oil reserves , it was announced that the Shell Group would move to a single capital structure, creating a new parent company to be named Royal Dutch Shell plc, with its primary listing on the LSE, a secondary listing on Euronext Amsterdam , its headquarters and tax residency in The Hague , Netherlands and its registered office in London. The company

9483-446: The rewards for M&A activity were greater for consumer products companies than the average company. For the period 2000–2010, consumer products companies turned in an average annual TSR of 7.4%, while the average for all companies was 4.8%. Given that the cost of replacing an executive can run over 100% of his or her annual salary, any investment of time and energy in re-recruitment will likely pay for itself many times over if it helps

9592-426: The same period the previous year. On 30 September 2020, the company said that it would cut up to 9,000 jobs as a result of the economic effects caused by the pandemic and announced a "broad restructuring". In December 2020, Shell forecast another write-down of $ 3.5-4.5 billion for the fourth quarter due to lower oil prices, following $ 16.8 billion of impairment in the second quarter. In February 2021, Shell announced

9701-448: The seller. Asset purchases are common in technology transactions in which the buyer is most interested in particular intellectual property but does not want to acquire liabilities or other contractual relationships. An asset purchase structure may also be used when the buyer wishes to buy a particular division or unit of a company that is not a separate legal entity. Divestitures present a variety of unique challenges, such as identifying

9810-442: The seller. With pure cash deals, there is no doubt on the real value of the bid (without considering an eventual earnout). The contingency of the share payment is indeed removed. Thus, a cash offer preempts competitors better than securities. Taxes are a second element to consider and should be evaluated with the counsel of competent tax and accounting advisers. Third, with a share deal the buyer's capital structure might be affected and

9919-634: The show due to a crash. At MPH 2007 the presenters were Jeremy Clarkson, James May and Richard Hammond (then the Top Gear presenters). Exhibited cars in the MPH 2006 show included the Caparo T1 , Pagani Zonda F , Jaguar XKR , Lamborghini LP640 , Bentley GTC , Koenigsegg CCX , Spyker C8 , Spyker D8 , Lamborghini Gallardo Spyder , Invicta , and the Porsche Cayenne Magnum black gunsmoke. Royal Dutch Shell Shell plc

10028-538: The single legal entity which exists today. On 15 November 2021, Royal Dutch Shell plc announced plans to change its name to Shell plc. Shell is organised into four major business groupings: Shell's primary business is the management of a vertically integrated oil company. The development of technical and commercial expertise in all stages of this vertical integration, from the initial search for oil (exploration) through its harvesting (production), transportation, refining and finally trading and marketing established

10137-414: The size of a company increases, but this is not always the case as the nature of the business and the industry it is operating in can influence the complexity of the valuation task. Objectively evaluating the historical and prospective performance of a business is a challenge faced by many. Generally, parties rely on independent third parties to conduct due diligence studies or business assessments. To yield

10246-426: The spill, but an Argentine court ruled in 2002 that the corporation was responsible. In 2002, Shell acquired Pennzoil-Quaker State through its American division for $ 22 USD per share, or about $ 1.8 billion USD. Through its acquisition of Pennzoil, Shell became a descendant of Standard Oil . With its acquisition, Shell inherited multiple auto part brands including Jiffy Lube , Rain-X , and Fix-a-Flat . The company

10355-585: The state owned CAMMESA (Compañía Administradora del Mercado Mayorista Eléctrico). On 30 April 2020, Shell announced that it would cut its dividend for the first time since the Second World War , due to the oil price collapse following the reduction in oil demand during the COVID-19 pandemic . Shell stated that their net income adjusted for the cost of supply dropped to US$ 2.9 billion in three months to 31 March. This compared with US$ 5.3 billion in

10464-588: The talks. In 1929, Shell Chemicals was founded. By the end of the 1920s, Shell was the world's leading oil company, producing 11 percent of the world's crude oil supply and owning 10 percent of its tanker tonnage. During the Spanish Civil War the company sold oil to the Nationalist side of Francisco Franco . Located in the north bank of the River Thames in London, Shell Mex House

10573-490: The target company to the buyer. The documentation of an M&A transaction often begins with a letter of intent . The letter of intent generally does not bind the parties to commit to a transaction, but may bind the parties to confidentiality and exclusivity obligations so that the transaction can be considered through a due diligence process involving lawyers, accountants, tax advisors, and other professionals, as well as business people from both sides. After due diligence

10682-658: The topic brand architecture . Most histories of M&A begin in the late 19th century United States. However, mergers coincide historically with the existence of companies. In 1708, for example, the East India Company merged with an erstwhile competitor to restore its monopoly over the Indian trade. In 1784, the Italian Monte dei Paschi and Monte Pio banks were united as the Monti Reuniti. In 1821,

10791-547: The transaction and going down into detail about what to do about overlapping and competing product brands. Decisions about what brand equity to write off are not inconsequential. And, given the ability for the right brand choices to drive preference and earn a price premium, the future success of a merger or acquisition depends on making wise brand choices. Brand decision-makers essentially can choose from four different approaches to dealing with naming issues, each with specific pros and cons: The factors influencing brand decisions in

10900-803: The value of World War II military production contracts. The 1930s saw Shell's Mexican assets seized by the local government. After the invasion of the Netherlands by Nazi Germany in 1940, the head office of the Dutch companies was moved to Curaçao . In 1945, Shell's Danish headquarters in Copenhagen , at the time being used by the Gestapo , was bombed by Royal Air Force De Havilland Mosquitoes in Operation Carthage . In 1937, Iraq Petroleum Company (IPC), 23.75 percent owned by Royal Dutch Shell plc, signed an oil concession agreement with

11009-406: The way in which they are financed and partly by the relative size of the companies. Various methods of financing an M&A deal exist: Payment by cash. Such transactions are usually termed acquisitions rather than mergers because the shareholders of the target company are removed from the picture and the target comes under the (indirect) control of the bidder's shareholders. Payment in the form of

11118-512: Was Peter Voser who became CEO of Shell on 1 July 2009. Following a career at the corporation, in locations such as Australia and Africa, Ann Pickard was appointed as the executive vice president of the Arctic at Royal Dutch Shell, a role that was publicized in an interview with McKinsey & Company in June 2014. In January 2023, Wael Sawan succeeded Ben van Beurden as CEO. The name Shell

11227-559: Was already incorporated in 2002 as Forthdeal Limited , a shelf corporation incorporated by Swift Incorporations Limited and Instant Companies Limited, both based in Bristol. The unification was completed on 20 July 2005 and the original owners delisted their companies from the respective exchanges. On 20 July 2005, the Shell Transport & Trading Company plc was delisted from the LSE, whereas, Royal Dutch Petroleum Company from

11336-467: Was awarded to a consortium led by ExxonMobil (60%) and included Shell (15%). In February 2010, Shell and Cosan formed a 50:50 joint-venture, Raízen , comprising all of Cosan's Brazilian ethanol, energy generation, fuel distribution and sugar activities, and all of Shell's Brazilian retail fuel and aviation distribution businesses. In March 2010, Shell announced the sale of some of its assets, including its liquefied petroleum gas (LPG) business, to meet

11445-490: Was completed in 1931, and was the head office for Shell's marketing activity worldwide. In 1932, partly in response to the difficult economic conditions of the Great Depression , Shell-Mex merged its UK marketing operations with those of BP (British Petroleum) to create Shell-Mex & BP , a company that traded until the brands separated in 1975. Royal Dutch Company ranked 79th among United States corporations in

11554-850: Was created in April 1907 through the amalgamation of two rival companies: the Royal Dutch Petroleum Company ( Dutch : Koninklijke Nederlandse Petroleum Maatschappij ) of the Netherlands and the Shell Transport and Trading Company Limited of the United Kingdom . It was a move largely driven by the need to compete globally with Standard Oil . The Royal Dutch Petroleum Company was a Dutch company founded in 1890 to develop an oilfield in Pangkalan Brandan , North Sumatra , and initially led by August Kessler , Hugo Loudon, and Henri Deterding . The "Shell" Transport and Trading Company (the quotation marks were part of

11663-495: Was notably late in its acquisition as seen by journalists, with Shell seen as streamlining its assets around the same time of other major mergers and acquisitions in the industry, such as BP 's purchase of Amoco and the merger of Exxon and Mobil . In 2004, Shell overstated its oil reserves, resulting in loss of confidence in the group, a £17 million fine by the Financial Services Authority and

11772-830: Was registered in the Companies House on 21 January 2022. In December 2021, Shell pulled out of the Cambo oil field , off the Shetland Islands, claiming that "the economic case for investment in this project is not strong enough at this time, as well as having the potential for delays". The proposed oilfield had been the subject of intense campaigning by environmentalists in the run-up to the COP26 UN climate summit in Glasgow in November 2021. On 4 March 2022, during

11881-499: Was subsequently criticised by the European Commission and five European Union members after deciding to leave part of its decommissioned oil rigs standing in the North Sea. Shell argued that removing them would be too costly and risky. Germany said that the estimated 11,000 tonnes of raw oil and toxins remaining in the rigs would eventually seep into the sea, and called it a 'ticking timebomb'. On 15 January 1999, off

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