Aktuální report č. 39 / 2015

Restructuring in the Ferrovial Group

rb bx/39/2015

The Management Board of Budimex S.A., acting on the basis of Article 70 (1) of the Act of 29 July 2005 on public offering and conditions governing the introduction of financial instruments to organised trading and on public companies and with reference to reports: No 52 of 27 March 2014, No 78/2014 of 2 October 2014 and No 79/2014 of 2 October 2014, publishes the notification from Ferrovial Agromán International LTD with the following content:

Ferrovial Agromán International LTD, on the basis of Article 69 (1)(1) and Article 69a (1)(3) of the Act of 29 July 2005 on public offering and conditions governing the introduction of financial instruments to organised trading and on public companies, informed that on 29 June 2015 Ferrovial Agromán Internacional, S.L.U. (the selling company) transferred 100% of the shares of its subsidiary Valivala Holdings, B.V. (the company being sold) to Ferrovial Agromán International LTD (the acquiring company).

Therefore, Ferrovial Agromán International LTD currently holds directly 100% of the shares in Valivala Holdings, B.V.

In turn, Valivala Holdings, B.V. directly holds 59.06% of the shares of Budimex S.A.

The transaction is a modification of a broader internal restructuring within the Ferrovial Group, which resulted in Ferrovial Agromán International LTD being the entity which took over the operations previously conducted by Ferrovial Agromán Internacional, S.L.U. related to all foreign companies of the Group. These companies in 100% belong, directly or indirectly, to Ferrovial S.A.

The number of shares held by Ferrovial Agromán International L.T.D. prior to the change of the ownership structure and their percentage share in the share capital of the company, and the number of votes from these shares and their percentage share in the overall number of votes:

• 0 shares.
• 0% of the share capital.
• 0 votes.
• 0% of the share in the overall number of votes.

The number of shares currently held by Ferrovial Agromán International L.T.D. (through Valivala) and their percentage share in the share capital of the company, and the number of votes from these shares and their percentage share in the overall number of votes:

• 15,078,159 shares.
• 59.06% of the share capital.
• 15,078,159 votes.
• 59.06% of the share in the overall number of votes.

Information as regards any plans to further increase the share in the overall number of votes: Ferrovial S.A., Ferrovial Agromán International LTD and Valivala Holdings B.V. do not intend to increase the share in the overall number of votes of Budimex S.A.

Subsidiaries of Ferrovial Agromán International L.T.D. holding the shares of the company: aforementioned Valivala Holdings B.V. as a shareholder holding the share of 59.06% in the overall number of votes.

Information as regards any third persons, with whom the shareholder concluded an agreement to transfer the voting right: no such agreements.