[vc_row][vc_column][vc_column_text]OHL Mexico S.A.B de C.V. (“OHL Mexico” or “the Company”) (BMV: OHLMEX), in compliance to which is stablished in Article 54 of the “Circular Unica de Emisoras”, transcribes below the full text of the Relevant Fact published today in Spain by Obrascon Huarte Lain, S.A. (“OHL”):
“OBRASCÓN HUARTE LAIN, S.A. (OHL or the Company), in compliance with the requirements set out in the Regulation (EU) 596/2014 of the European Parliament and the Council of 16 April 2004 on market abuse and the Securities Market Law (Ley de Mercado de Valores), notifies the Spanish Stock Markets Commission (Comisión Nacional del Mercado de Valores) of the following:
SIGNIFICANT INFORMATION ANNOUNCEMENT
Following the significant information announcements number 257439 and 257493 published on 16 and 17 October 2017, respectively, relating to the execution by OHL and IFM Investors of a Binding Offer Agreement for the acquisition by IFM Investors of 100% of the share capital of OHL Concesiones, S.A.U. (OHL Concesiones), the Company announces that it has entered into the relevant Share Purchase Agreement with IFM Investors (through its subsidiary Global Infraco Spain, S.L.U.) under which such acquisition will be effective and whose essential terms are in accordance with the ones described and estimated in the abovementioned significant information announcements.
In compliance with article 160 (f) of the Spanish Capital Companies Act (Ley de Sociedades de Capital), the Company will call a General Shareholders Meeting to submit the transaction for its prior approval, as it is an essential asset. Grupo Villar Mir, S.A.U., majority shareholder, supports the transaction and has stated that it will exercise its voting rights and vote in favour of the approval of the transaction.
The closing of the transaction is also conditioned on, among others, obtaining the corresponding anti-trust authorisation from the Mexican authorities, obtaining certain waivers from creditors, and the approval and launch by IFM Investors or a subsidiary, of a Public Tender Offer for the share capital in OHL México, S.A.B. de C.V. not held by IFM Investors as of the closing date, as a result of the indirect change of control in OHL México, S.A.B. de C.V. due to this transaction, in compliance with article 98 of the Securities Market Law (Ley de Mercado de Valores).
In accordance with the above, the Company expects that closing of the transaction will occur during the first quarter of 2018.
The important income that this transaction will provide to the OHL Group will not only leave the Company without net recourse debt, but will also result in a positive treasury position.
Madrid, 1 December 2017