EQS-AGM: STRABAG SE: Dividend Announcement

The 20th Annual General Meeting of STRABAG SE held on 14 June 2024 voted to pay out a dividend of € 2.20 per dividend-bearing share for the 2023 financial year.

The shares of STRABAG SE will be traded ex dividend 2023 as of Wednesday, 19 June 2024. The record date for the dividend is Thursday, 20 June 2024. On the payment date, i.e. on 25 June 2024, a value right (Wertrecht) with ISIN AT0000A3DG92 will be registered for each dividend-bearing bearer share at the custodian bank of the respective shareholder certifying entitlement to receive the dividend for the 2023 financial year. The value rights entitle the holder to receive the dividend as of 25 June 2024 against reciprocal and simultaneous transfer of the value rights to Raiffeisen Bank International AG, FN 122119m, Am Stadtpark 9, 1030 Vienna as the appointed paying agent in accordance with the following provisions:

1.    Dividend payment

Each value right entitles the holder to the dividend of € 2.20 per dividend-bearing share as determined on 14 June 2024 by the 20th Annual General Meeting of STRABAG SE, FN 88983 h, Triglavstraße 9, 9500 Villach (“STRABAG”) for the 2023 financial year. Dividends are paid out without interest.

The designated paying agent is Raiffeisen Bank International AG, FN 122119m, Am Stadtpark 9, 1030 Vienna (“Paying Agent”). The Paying Agent acts exclusively as an agent of STRABAG and accepts no obligations whatsoever towards the holders of the value rights. No contractual or fiduciary relationship is established between the Paying Agent and the holders of these value rights.

The Paying Agent will pay the dividend against reciprocal and simultaneous transfer of the value rights to the custodian bank of the holder of the value rights. The payment is also conditional upon the decision of the Management Board of STRABAG pursuant to item 2 (for MKAO Rasperia Trading Limited) to pay a dividend or the confirmation pursuant to item 3 (for all other shareholders).

Payment of the dividend will be made exclusively less 27.5 % capital gains tax by means of a credit entry at the custodian bank.

The dividend will be paid out by the Paying Agent on the condition that STRABAG has approved the confirmations issued by the custodian banks of the value rights holders and has provided the Paying Agent with the necessary amounts for the payment of the dividend in good time and in full, including reimbursement of expenses in accordance with item 5.

The company expressly reserves the right to change the modalities of the dividend payment.

2.    Decision of the Management Board of STRABAG SE on the payment to MKAO Rasperia Trading Limited

A payment of the dividend to MESCHDUNARODNAJA KOMPANIJA AKZIONERNOE OBSCHTSCHESTWO „RASPERIA TRADING LIMITED“, [MKAO „Rasperia Trading Limited“], registration number (OGRN) 1193926007153, Russian Federation (hereinafter referred to as „Rasperia“) (or to its legal successor/s) will be made exclusively subject to the condition that the Management Board of STRABAG resolves to pay the dividend for the STRABAG shares held by Rasperia (or by its legal successor/s) in accordance with applicable sanction restrictions and the potential impact of sanctions. The Paying Agent will only pay the dividend for the STRABAG shares held by Rasperia (or by its legal successor/s) if STRABAG expressly confirms in writing to the Paying Agent that the payment is to be made.

3.    Confirmation of the custodian bank for the redemption of value rights

The custodian bank of each value rights holder other than Rasperia will, upon submission of value rights, provide a confirmation stating that the value rights were not held by Rasperia (or by its legal successor/s) as of 25 June 2024 or on the date of redemption. The confirmation form is available on the STRABAG website (www.strabag.com).

The fully completed and signed confirmation is to be sent by the custodian bank to the Paying Agent by e-mail.

The confirmation must not be older than three banking days when it is received by the Paying Agent.

4.    Submission period

The value rights, together with the confirmation pursuant to item 3, may be submitted to the Paying Agent from 25 June 2024, 9:00 a.m. Vienna time, until 25 June 2027, 5:00 p.m. Vienna time. Dividends not claimed in time will lapse to the company’s favour.

5.    Reimbursement of expenses

STRABAG will reimburse the custodian banks for expenses incurred in processing the dividend payment by means of value rights in the amount of € 8,-- per securities account. The reimbursement of expenses can be claimed by the value rights holder’s custodian bank in the confirmation pursuant to item 3.

6.    Applicable law and place of jurisdiction

The rights and duties of the value rights holders and of STRABAG are subject to Austrian law, with the exclusion of the referring statutes of Austrian international private law. The place of performance is Vienna, Austria.

For all legal disputes in connection with these processing conditions, exclusive jurisdiction shall rest with the competent court in commercial matters in Vienna, to the extent permitted by mandatory law and/or unless any other mandatory place of jurisdiction applies (cf. in particular Section 83a of the Austrian Jurisdiction Act (JN)).

For legal action brought by a consumer against STRABAG, exclusive jurisdiction shall rest, according to the consumer’s choice, with either the local court competent for the matter at the consumer’s place of residence or the court at the place where the registered office of STRABAG is situated or any other court which has competence under statutory provisions, to the extent permitted by mandatory law and/or unless any other mandatory place of jurisdiction applies (cf. in particular Section 83a of the Austrian Jurisdiction Act (JN)).
Villach, June 2024

The Management Board