EQS-News: STRABAG SE: entry of non-cash capital increase in the
commercial register planned for 21 March 2024

EQS-News: STRABAG SE / Key word(s): Corporate Action
STRABAG SE: entry of non-cash capital increase in the commercial register
planned for 21 March 2024

20.02.2024 / 10:00 CET/CEST
The issuer is solely responsible for the content of this announcement.

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NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION, DIRECTLY OR INDIRECTLY,
INTO OR WITHIN THE UNITED STATES OF AMERICA, AUSTRALIA OR JAPAN OR ANY
OTHER JURISDICTION WHERE SUCH PUBLICATION IS UNLAWFUL

STRABAG SE: entry of non-cash capital increase in the commercial register
planned for 21 March 2024

• Ongoing capital measures to reduce shareholding of MKAO “Rasperia
Trading Limited”
• Entry of implementation of the ordinary non-cash capital increase in
the commercial register planned for 21 March 2024
• Further details to be announced immediately following registration in
the commercial register

STRABAG SE is currently implementing capital measures to reduce the stake
of MKAO “Rasperia Trading Limited”, a company controlled by the sanctioned
Russian citizen Oleg Deripaska. The entry of the ordinary non-cash capital
increase is currently planned for Thursday, 21 March 2024, following
expiry of the six-month waiting period in accordance with the Austrian
Stock Corporation Act (AktG). The new shares from this capital increase
are then to be issued immediately to the holders of the existing STRABAG
shares with ISIN AT0000A36HH9 (STRABAG SE – Distribution Share-Based
Option). Further details regarding the delivery of the new shares and the
cash distribution of the capital reduction amount to the holders of the
existing STRABAG shares with ISIN AT000000STR1 will be announced
immediately following entry of the implementation of the capital increase
in the commercial register of the Regional Court of Klagenfurt.

The ongoing capital measures were unanimously approved at the 19th Annual
General Meeting of STRABAG SE on 16 June 2023. The ordinary non-cash
capital increase represents the final step of these capital measures. The
measures are aimed at reducing the shareholding interest of MKAO “Rasperia
Trading Limited” in STRABAG to below 25%, specifically to around 24.1%,
with the aim of minimising relevant disadvantages and risks to STRABAG SE
associated with this shareholder.

Notes:

This communication constitutes neither a financial analysis nor advice or
recommendation relating to financial instruments, nor an offer,
solicitation, or invitation to buy or sell securities of STRABAG SE.

The dissemination of this information and an offer to purchase securities
of STRABAG SE are subject to legal restrictions in various jurisdictions.
Persons who receive this document are requested to inform themselves
regarding any such restrictions. This communication does not constitute an
offer of securities for sale to, or the solicitation
of an offer of securities for sale by, any person in the United States,
Australia, Japan or any other jurisdiction in which such offer or
solicitation would be unlawful.

The subscription offer for the new shares (election of distribution from
the capital reduction in the form of new shares) will be made solely on
the basis of applicable provisions of European and Austrian law.
Accordingly, no notices, approvals or
authorisations for an offer have been or will be filed, arranged, or
granted outside of Austria. Holders of securities should not expect to be
protected by any investor protection laws applicable within any other
jurisdiction.

STRABAG SE has published a document (Prospectus Exemption Document)
pursuant to Article 1(4)(h) and (5)(g) of the EU Prospectus Regulation
(Regulation (EU) 2017/1129) in conjunction with section 13 (6) of the
Austrian Capital Market Act (KMG) and section 4 of the Austrian Minimum
Content, Publication and Language Regulation (MVSV) 2019 on the website of
STRABAG SE, which contains details on the distribution of the capital
reduction amount in the form of shares. Interested shareholders should
carefully read and consider the Prospectus Exemption Document, as amended
from time to time (and the documents referenced therein), before making a
decision concerning the exercise of their subscription rights (election of
distribution from the capital reduction in the form of new shares).

Neither subscription rights to new shares nor new shares have been or will
be registered under the U.S. Securities Act of 1933, as amended (the
“Securities Act”), or with any securities regulatory authorities of any
state or other jurisdiction of the United States of America. Neither
subscription rights nor new shares may be offered, sold, exercised,
pledged or transferred, directly or indirectly, at any time into or within
the United States of America or any other jurisdiction in which it would
be unlawful to do so, except within the United States of America to
qualified institutional buyers (QIBs) as defined in Rule 144A under the
Securities Act or pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act or the
applicable exemption provisions of any other state and provided there is
no violation of applicable securities laws of any state of the United
States of America or any other
country.

To the extent that this communication contains predictions, expectations
or statements, estimates, opinions or forecasts about the future
development of STRABAG SE (“forward-looking statements”), such
forward-looking statements have been prepared on the basis of the current
views and assumptions of the management of STRABAG SE. Forward-looking
statements are subject to various assumptions made on the basis of current
internal plans or external publicly available sources, which have not been
separately verified or checked by STRABAG SE and which may prove to be
inaccurate. Forward-looking statements are subject to known and unknown
risks, uncertainties and other factors that may cause results and/or
developments to differ materially from those expressed or implied in this
communication. In light of these circumstances, persons who receive this
communication should not rely on such
forward-looking statements. STRABAG SE assumes no liability or warranty
for such forward-looking statements and will not modify them based on
future results or developments. The views and assessments expressed by
STRABAG SE in this communication may also change after publication
thereof.

STRABAG SE is a European-based technology partner for construction
services, a leader in innovation and financial strength. Our services span
all areas of the construction industry and cover the entire construction
value chain. We create added value for our clients by taking an end-to-end
view of construction over the entire life cycle – from planning and design
to construction, operation and facility management through to
redevelopment or demolition. In all of our work, we accept responsibility
for people and the environment: We are shaping the future of construction
and are making significant investments in our portfolio of more than 250
innovation and 400 sustainability projects. Through the hard work and
dedication of our approximately 86,000 employees, we generate an annual
output volume of around € 19 billion.

Our dense network of subsidiaries in various European countries and on
other continents extends our area of operation far beyond the borders of
Austria and Germany. Working together with strong partners, we are
pursuing a clear goal: to design, build and operate construction projects
in a way that protects the climate and conserves resources. More
information is available at www.strabag.com.

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20.02.2024 CET/CEST This Corporate News was distributed by EQS Group AG.
www.eqs.com

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Language: English
Company: STRABAG SE
Donau-City-Straße 9
1220 Vienna
Austria
Phone: +43 1 22422 – 1089
Fax: +43 1 22422 – 1177
E-mail: investor.relations@strabag.com
Internet: www.strabag.com
ISIN: AT000000STR1, AT0000A36HH9
Listed: Vienna Stock Exchange (Official Market)
EQS News ID: 1840241

 
End of News EQS News Service

1840241  20.02.2024 CET/CEST

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