Tracción offers 743,990 euros for 50% of its capital to amortize it

Sociedad Anónima de Tracción has launched an offer to acquire up to 3,880 treasury shares, representing 50% of its current share capital, at a fixed price of 191.75 euros per share. The operation, which seeks the cancellation of shares through a capital reduction, was approved by the Extraordinary General Shareholders’ Meeting held on October 29, 2026, acting as a universal meeting, and is published in the Official Gazette of the Mercantile Registry (BORME) No. 213, of November 5, 2026, pages 7235 to 7237, with official reference BORME-C-2026-5832.

The legal framework of the operation

The announcement is issued in compliance with the meeting’s agreements and the provisions of Article 339.2 of the Recast Text of the Capital Companies Act (Royal Legislative Decree 1/2010, of July 2), which regulates the acquisition of treasury shares for cancellation. The company acted in the session with the presence of the usufructuaries of the shares, and the meeting expressly authorized the sole administrator to execute the agreements, receive acceptances, determine the number of shares to be acquired, pay the price, and grant the corresponding public deed.

The reduction aims to return contributions to the shareholders and is carried out against free reserves, with an amount equivalent to the nominal value of the cancelled shares being allocated to create an unavailable reserve, except under the same requirements demanded for capital reduction.

Key figures of the offer

• Shares offered: maximum of 3,880, of a single class and series, with a nominal value of 60.10 euros each, fully paid up and free of encumbrances.
• Price per share: 191.75 euros, fixed and invariable.
• Maximum disbursement: 743,990.00 euros if all offered shares are accepted.
• Maximum capital reduction: 233,188.00 euros, whereby the share capital would be fixed at that same figure, divided into 3,880 shares of 60.10 euros.
• Acceptance period: one non-extendable month from the day following the last publication of the announcement in the BORME and in a widely circulated newspaper in the province of Castellón.
• Cancellation period: maximum of one month from the end of the offer period.

Equal treatment, pro-rata allocation, and method of acceptance

The offer is formally addressed, under conditions of absolute equality, to all shareholders as of the date of the announcement’s publication. If acceptances exceed the set limit of shares, they will be reduced pro rata to each applicant’s share in the capital, rounding up for fractions greater than 0.5 and rounding down for those less than or equal to 0.5, with ties resolved by lottery. If acceptances do not reach the offered number, the reduction will be limited to the shares actually acquired and cancelled.

Acceptance statements must be submitted via reliable written means —burofax with certification of content, certified mail with acknowledgment of receipt, or appearance before the sole administrator at the registered office—, indicating the number of shares intended for sale and the bank account for payment, signed by the holder or their legal representative with sufficient power of attorney. Payment will be made simultaneously and in cash following the pro-rata allocation, through the corresponding bilateral transaction.

In the case of shares with split ownership between the bare owner and the usufructuary, acceptance requires the consent of both, and the distribution of the price is adjusted according to the rules of the Inheritance Tax and the Transfer Tax, considering the age of the usufructuary at the time of the sale.

Closing

The announcement was signed in Castellón de la Plana on October 30, 2026, by the sole administrator, Manuel Godoy Grangel, with identifier A260046989-1. For the minority shareholders of this Castellón-based company, the one-month period is the only window to decide on an operation that liquidates 50% of the capital at a price per share well above the nominal value, with no possibility of extension and the risk of being excluded if the acceptance is submitted after the deadline or without the required formality.

Source: Official Gazette of the Mercantile Registry, no. 213, of November 5, 2026, Second Section — Announcements and legal notices, pp. 7235-7237 (official reference: BORME-C-2026-5832).