Miquel y Costas increases capital by 15 million with bonus shares

The Board of Directors of Miquel y Costas & Miquel, S.A. has executed a bonus share issue (capital increase) of 15,000,000 euros through the issuance of 7,500,000 new shares with a nominal value of 2 euros each, which will be allocated free of charge to shareholders in the proportion of one new share for every five outstanding. The agreement was adopted at the Board meeting on September 28, 2026, under the powers conferred by the Ordinary and Extraordinary General Shareholders’ Meeting of June 18, 2026, and is published in the Official Gazette of the Mercantile Registry (Borme) No. 195, dated October 8, 2026, in the Second Section of announcements and legal notices (reference BORME-C-2026-5376).

A fully paid-up operation charged to reserves

The capital increase is carried out to comply with the provisions of articles 306 and 503 of the Capital Companies Act and is fully paid-up: it requires no disbursement from the shareholders, as it is covered entirely by freely disposable reserves. Specifically, the following accounts are applied:

• “Voluntary Reserves” account: 13,082,230.30 euros.
• “Capitalization Reserves” account: 1,917,769.70 euros.

The new shares are issued at par, meaning without an issuance premium, at 2 euros per share, and will be represented by book entries. The balance sheet serving as the basis for the operation is that of the financial year ended December 31, 2025, audited by Deloitte, S.L. and approved by the General Meeting on June 18, 2026, within the six-month period required by article 303.2 of the Capital Companies Act.

Calendar and free allocation rights

The announcement precisely sets the deadlines for the operation, which begins with the publication in the Borme:

• October 8, 2026: deadline to have acquired the shares (“Last Trading Date”).
• October 12, 2026: settlement date of the operations (“Record Date”).
• October 9, 2026: start of the trading period for the free allocation rights (“Ex Date”).
• October 22, 2026: end of the period, which spans 14 calendar days.

The free allocation rights are transferable under the same conditions as the shares from which they derive and may be exercised or traded freely on the Barcelona and Madrid Stock Exchanges. If, at the end of the period, shares remain unallocated because five rights were not grouped, the Board of Directors will establish a deposit on behalf of whoever proves ownership, which will be maintained for three years; after this period, they may be sold in accordance with article 117.3 of the Capital Companies Act, with the net amount deposited in the Bank of Spain or the General Deposit Fund (Caja General de Depósitos).

Listing, entities, and information document

The allocation will be processed through any entity adhered to the Securities Clearing and Settlement Service (Iberclear) in whose records the shares are registered, and will be addressed to the agent bank, which is Banco Bilbao Vizcaya Argentaria, S.A. (Central Securities Department, calle Azul 4, Edificio Europa, 1st floor, 28050 Madrid; NIF A48265169). The costs of the initial registration in Iberclear’s accounting records will be borne by the Company, although participating entities may apply their commissions and expenses according to the tariffs communicated to the National Securities Market Commission (CNMV) and the Bank of Spain.

The Company will carry out the procedures so that the new shares are listed on the Madrid and Barcelona Stock Exchanges and can be traded on the Stock Interconnection System (Continuous Market). Furthermore, on September 29, 2026, it made available to the public an information document regarding the operation, communicated as other relevant information to the CNMV and available on the corporate website (www.miquelycostas.com) and that of the CNMV (www.cnmv.es). From their issuance, the new shares will confer the same political and economic rights as the old ones, including the right to the full dividend for the financial year started on January 1, 2026. The announcement was signed in Barcelona on October 6, 2026, by the Chairman of the Board of Directors, Mr. Jorge Mercader Barata.

Impact for the shareholder

The operation does not alter the equity value of the company, but it does alter its structure: the share capital increases by 15,000,000 euros without the shareholders having to contribute cash, such that every five old shares generate one new one. For the continuous market investor, the key lies in the calendar: those who do not have the shares acquired by the close of October 8 and settled by October 12 will not participate in the free distribution, and any remaining rights must be traded before October 22 or they will remain deposited for three years.

Source: Official Gazette of the Mercantile Registry (Borme), no. 195, October 8, 2026, Second Section, pp. 6671-6673 (official reference: BORME-C-2026-5376).