STRABAG KMG-Prospectus
PROSPECTUS STRABAG SE (a Societas Europaea (SE) in Austria, registered number FN 88983h) Offering of up to 25,200,001 Ordinary Bearer Shares (with no par value) (and up to an additional 3,000,000 Ordinary Bearer Shares to cover Over-Allotments) Listing of up to 113,999,997 Ordinary Bearer Shares (with no par value) on the Official Market of the Vienna Stock Exchange This is an offering of up to 28,200,001 ordinary no par value bearer shares of STRABAG SE, a Societas Europaea (SE) formed under Austrian law (the “Company”, and together with its consolidated subsidiaries hereinafter referred to as the “STRABAG Group”, the “Group” or “STRABAG”), each share representing a calculated notional amount of EUR 1.00 of the nominal share capital. The offering consists of up to 16,000,000 new ordinary no par value bearer shares (the “New Shares”), which will be newly issued by the Company following a share capital increase, up to 9,200,001 existing ordinary no par value bearer shares (the “Existing Shares”) offered by Haselsteiner Familien-Privatstiftung, BLR-Baubeteiligungs GmbH, UNIQA Versicherungen AG and UNIQA Beteiligungs-Holding GmbH (the “Selling Shareholders”), and up to an additional 3,000,000 existing ordinary no par value bearer shares borrowed from Haselsteiner Familien-Privatstiftung, BLR-Baubeteiligungs GmbH and UNIQA Beteiligungs-Holding GmbH to cover over-allotments (the “Additional Shares” and together with the New Shares and the Existing Shares the “Offer Shares”). The Offer Shares will be offered in (i) a public offering to retail and institutional investors in the Republic of Austria (the “Public Offering”), and (ii) a private placement outside the Republic of Austria and the United States of America (the “United States” or “U.S.”) to selected institutional investors in reliance on Regulation S (“Regulation S”) under the U.S.
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