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Disclaimer - Capital increase 2021

NOT FOR PUBLICATION OR DISTRIBUTION IN THE USA, UK, CANADA, AUSTRALIA AND JAPAN.

The information contained on these Websites is an advertisement pursuant to Regulation (EU) 2017/1129 ("Prospectus Regulation") and Delegated Regulation (EU) 2019/979.

The information contained on these Websites relating to PORR AG is only addressed to persons with residence and domicile in the Republic of Austria or directed at selected institutional investors (the "Institutional Investors") in the Member States of the European Economic Area ("EEA"), and may not be distributed to other persons, in particular not to "U.S. Persons" as defined in Regulation S under the United States Securities Act of 1933 (the "Securities Act") or persons resident in the United States of America ("United States"), the United Kingdom of Great Britain and Northern Ireland ("UK"), Canada, Australia or Japan. The Information may not be viewed by or distributed to unauthorized persons because the securities ("Securities") listed on this Website are offered to the public only in Austria or are directed at certain Institutional Investors and are only offered to them. In addition to the public offering in Austria or the offering to these Institutional Investors, there will be no offer of PORR AG's Securities, including but not limited to persons acting for or on behalf of U.S. Persons (as defined above) or to such other persons resident in the United States, UK, Canada, Australia or Japan or to persons to whom Securities may not be offered or sold. The Securities referred to herein have not been registered under the registration requirements of the Securities Act and no such registration is contemplated. In member states of the EEA, this document is only being distributed to, and is only directed at, persons who are "qualified investors" within the meaning of Article 2(e) of Prospectus Regulation. In UK, this document is only being distributed to and is only directed at persons who are (i) professional investors falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) persons falling within Article 49(2)(a) to (d) of the Order ("high net worth companies", "incorporated associations" etc.).

All Information on these Websites constitute neither an offer or solicitation of an offer to subscribe for or purchase any Securities of PORR AG in the United States or in any other jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation.

Potential users of this Information are requested to inform themselves independently about such restrictions and to comply with them.

The Information and documents contained on these Websites relate solely to a public offering of Securities in the Republic of Austria and are not intended for publication or distribution in the United States or in any other jurisdiction outside the Republic of Austria. Securities may not be offered or sold in the United States or to, or for the account or benefit of, U.S. Persons absent registration or an exemption from registration under the U.S. Securities Act. The Securities have not been and will not be registered under the U.S. Securities Act. PORR AG does not intend to register any part of the offering in the United States. No public offering of Securities will be made in countries other than the Republic of Austria, in particular in the United States, the UK, Canada, Japan or Australia.

The Securities in PORR AG subject to the offer will be publicly offered only in the Republic of Austria after approval of the prospectus. The public offering of the Securities in Austria is being made solely on the basis of a securities prospectus, including any supplements thereto, approved by the Austrian Financial Market Authority ("FMA") and published thereafter (the "Prospectus"). The Prospectus of the Company approved by the FMA will be published after approval in electronic form on the website of the Company (www.porr-group.com) at https://porr-group.com/en/investor-relations/porr-share/corporate-actions/ and will be available free of charge at PORR AG, Group Management Department, Absberggasse 47, 1100 Vienna, during normal business hours, where a printed version of the Prospectus may also be requested. The information legally required to be provided to investors is contained only in the Prospectus. An investment decision regarding the publicly offered Securities should be solely based on the Prospectus. The distribution of the Prospectus and the public offering of the Securities are limited to Austria. Outside Austria, in particular in the USA, UK, Canada, Japan and Australia, the Securities may not be offered, sold or delivered. Please note in particular the price, creditworthiness and liquidity risk associated with the Securities, which are further described in the Prospectus.

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  • you acknowledge and accept the above explanations and terms and you consent to comply with the restrictions contained therein;
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