Shell and Bechtel Agree to $1.75 Billion Sale of InterGen

Shell Generating (Holding) B.V., a subsidiary of The Royal Dutch/Shell Group ("Shell"), and Bechtel Enterprises Energy B.V., a subsidiary of Bechtel Group, Inc., today signed an agreement to sell InterGen N.V. and 10 of its power plants to a partnership between AIG Highstar Capital II L.P. and Ontario Teachers' Pension Plan for $1.75 billion. Excluded from the sale are InterGen's assets in the United States, Colombia, and Turkey, which will be reorganised prior to financial closing and retained by Shell and Bechtel pending further review. The transaction is expected to close mid-2005 and is subject to certain conditions and regulatory approvals.

The InterGen plants to be sold are located in the UK, the Netherlands, Mexico, the Philippines, China, and Australia. InterGen's equity share in these plants amounts to 5,500 megawatts of production capacity.

Shell owns 68 percent of InterGen, with the rest held by privately owned engineering and construction firm Bechtel.