Cobra restructures Dragados Industrial and spins off three subsidiaries

The Cobra group has launched a major industrial operation by approving the partial spin-off of Dragados Industrial, S.A.U. in favor of three of its subsidiaries: CyMI Brasil, S.L.U., Dragados Offshore, S.A.U., and Sice Tecnología y Sistemas, S.A.U.. The decision was adopted on August 24, 2026, by the sole partners or shareholders, exercising the functions of the General Meeting, and was made public through announcement BORME-C-2026-4850, published in the Official Gazette of the Mercantile Registry number 169, dated September 2, 2026.

The operation is formalized under Article 10.1 of Royal Decree-Law 5/2023, of June 28, the Law on Structural Modifications of commercial companies (LME), and is executed according to the terms of the common financial partial spin-off project signed by the sole administrators of the spun-off company and the beneficiary companies on June 30, 2026.

Shareholding structure and execution of the spin-off

Dragados Industrial is wholly owned by Cobra Servicios Comunicaciones y Energía, S.L.U., while the three beneficiary companies are, in turn, wholly owned by the spun-off company itself. This chain of control allows for, through the execution of the spin-off, in a single act and simultaneously with the transfer of the spun-off assets, all social shares or stocks of the beneficiaries to be acquired by Cobra, in accordance with Article 60 of the LME.

Rights of partners, creditors, and employees

The announcement reminds that the sole partners or shareholders, creditors, and employees of the spun-off company and the beneficiaries have the right to obtain the full text of the decisions adopted and the spin-off balance sheets, as well as to exercise other rights recognized in the LME. Therefore, the operation opens a period for objections for those who may be affected by the asset transfer.

Signatories of the operation

The announcement, dated in Madrid on August 25, 2026, is signed by the sole administrators of the four companies involved, represented by the following individuals:

• Mr. José Luis García Domenech, sole administrator of Dragados Industrial, S.A.U. and CyMI Brasil, S.L.U.
• Mr. Pedro Ascorbe Trian, sole administrator of Dragados Offshore, S.A.U.
• Mr. Antonio Pérez Hereza, sole administrator of Sice Tecnología y Sistemas, S.A.U.

The restructuring of Dragados Industrial represents a significant move within the Cobra conglomerate, which is reorganizing its engineering, offshore construction, and technology businesses into separate companies. For the group’s employees and creditors, the spin-off implies a change in the ownership of shares and the need to monitor legal deadlines to exercise their rights regarding the operation.

Source: Official Gazette of the Mercantile Registry, no. 169, September 2, 2026, Second Section (Announcements and legal notices), page 6054 (official reference: BORME-C-2026-4850).