General meeting information transmitted by euro adhoc with the aim of a
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AMENDED DIVIDEND ANNOUNCEMENT
regarding the dividend for the 2018 financial year
1.Original dividend announcement
The 15th Annual General Meeting of STRABAG SE held on 28 June 2019 voted to pay
out a dividend of EUR 1.30 per share for the 2018 financial year. The dividend
announcement regarding the dividend for the 2018 financial year was published
the same day.
According to the dividend announcement of 28 June 2019, payment of the dividend
for the 2018 financial year would not be made via OeKB CSD GmbH but by way of a
settlement arrangement between STRABAG SE, register number FN 88983 h,
Triglavstraße 9, 9500 Villach ("STRABAG") and the shareholders, with the support
of Raiffeisen Centrobank AG, register number FN 117507 f, Tegetthoffstraße 1,
1010 Vienna ("RCB"), essentially as follows:
On 9 July 2019, a "value right" (Wertrecht) with ISIN AT0000A28FM0 was registered for each bearer share with the respective shareholder's custodian bank.\nEach value right documents entitlement to the dividend of EUR 1.30 per share for the 2018 financial year as determined by STRABAG. Dividends are paid out interest-free.\nThe value right confers the right to receive the dividend beginning with 9 July 2019 against reciprocal and simultaneous transfer of the value right to RCB.\nMEZHDUNARODNAYA KOMPANIYA AKTSIONERNOE OBSHCHESTVO "RASPERIA TRADING LIMITED" [International Joint Stock Company "Rasperia Trading Limited"], register number OGRN 1193926007153, Russian Federation, ("Rasperia") (or its legal successor(s)) must prove that it/they is/are not at least 50 percent owned and/or controlled by one or more Specially Designated Nationals (SDNs).\nThe custodian banks of all other value right holders must in turn present confirmation indicating that the respective value rights were not held by Rasperia either on 9 July 2019 or on the date of redemption.\nThe reason for this method of payment was that in April 2018 the United States
Department of the Treasury, through its competent authority, the Office of
Foreign Assets Control, had listed Mr. Oleg Deripaska as a so-called Specially
Designated National (SDN) and imposed economic sanctions on him, so that STRABAG
had to assume that its shareholder Rasperia was also to be classified as an SDN.
2. Background for the change in the dividend announcement
On 14 September 2020, Rasperia informed STRABAG and presented proof that no SDN
holds a 50 % or greater interest in it and that it is therefore no longer viewed
as a so-called blocked entity under the US sanctions regime.
This means that the dividend for the 2018 financial year could now also be paid
out to Rasperia.
As Rasperia is no longer considered a blocked entity, it is no longer necessary
for the custodian banks of the other value right holders to confirm, when paying
out the 2018 dividend, that the value rights were not held by Rasperia either on
9 July 2019 or on the date of redemption. The specific provisions for the
simplified redemption of the dividend for the 2018 financial year are described
in item 3 below:
3. Amended dividend payment provisions
RCB remains the designated paying agent ("paying agent"). The paying agent acts
exclusively as the agent of STRABAG and accepts no obligations whatsoever
towards the holders of STRABAG value rights. No contractual or fiduciary
relationship is established between the paying agent and the holders of these
The paying agent will pay the dividend against reciprocal and simultaneous
transfer of the value rights to the custodian bank of the holder of this value
Payment of the dividend will be made less 27.5 % capital gains tax to the extent
that no tax exemption from the obligation to withhold capital gains tax applies
and is invoked.
The dividend will be paid out by the paying agent on the condition that STRABAG
has provided the paying agent with the necessary amounts for the payment of the
dividend in good time and in full.
With immediate effect, when submitting the value rights, no confirmation is
required from the custodian banks of the non-Rasperia value rights holders
indicating that the value rights were not held by Rasperia either on 9 July 2019
or on the date of redemption. The form for the redemption of value rights (28
June 2019) available at www.strabag.com http://www.strabag.com/
is no longer
required for the redemption of the dividend for the 2018 financial year.
4. Submission period
The value rights may continue to be submitted to the paying agent until 11 July
2022, 5:00 p.m. Vienna time. Dividends not claimed within the aforementioned
time will lapse to the company's favour.
5. Reimbursement of expenses
At the request of the custodian banks, the costs of processing the dividend
payment by means of value rights will be reimbursed by STRABAG in the amount of
EUR 8 per custody account.
6. Applicable law, place of jurisdiction
The rights and duties of the value right 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, September 2020
The Management Board
end of announcement euro adhoc
Attachments with Announcement:
issuer: STRABAG SE
phone: +43 1 22422 -0
FAX: +43 1 22422 - 1177
ISIN: AT000000STR1, AT0000A05HY9
indexes: ATX, SATX, WBI
Digital press kit: http://www.ots.at/pressemappe/4106/aom
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