The Financial Superintendency authorizes the transaction through which Grupo Argos shareholders will receive COP 10.8 trillion in Grupo Sura shares.

• Grupo Argos shareholders will also see their economic rights in the company increase by more than 20% once the Spin-Off Project is executed.
• The Colombian capital market will benefit from improved float and liquidity conditions for the company, as well as from its enhanced potential to attract additional investors and capital.
• The approval granted today by the Financial Superintendency of Colombia will enable this transaction to be completed in the coming weeks, marking the beginning of a new chapter in Grupo Argos’ history — now with a simplified corporate structure to support its strategy focused on infrastructure and building materials.
• The transaction will be carried out in two phases: (i) the spin-off of Cementos Argos in favor of Grupo Sura; and subsequently, (ii) in a substantially simultaneous manner, the spin-off of Grupo Argos in favor of Grupo Sura and the spin-off of Grupo Sura in favor of Grupo Argos.

Grupo Argos announces that today the Financial Superintendency of Colombia authorized Cementos Argos, Grupo Argos, and Grupo Sura to implement the Spin-Off Project approved by Grupo Argos’ Shareholders’ Meeting on March 27, 2025, as well as by the Shareholders’ Meetings of Cementos Argos and Grupo Sura on March 25 and 28, respectively.

With the regulator’s authorization, a decisive step is taken toward completing this transaction, which aims to concentrate the company exclusively on its infrastructure and building materials businesses. Grupo Argos shareholders will retain their current shares — which will increase by more than 20% in the company’s capital — and will also receive 0.23 shares of Grupo Sura for each Grupo Argos share they hold.

By way of illustration, a shareholder with 100 Grupo Argos shares will see their economic interest in the company — now focused entirely on infrastructure and building materials — grow by more than 20%, and will additionally receive 23 Grupo Sura shares as a result of the spin-off. As part of the transaction, Grupo Argos shareholders will receive Grupo Sura shares with a total book value of COP 10.8 trillion.

“This authorization reaffirms the principles that guided the design of this transaction: transparency, equitable treatment for all shareholders, and financial and legal efficiency. This milestone will foster a virtuous cycle that benefits shareholders, the market, and the company by simplifying the shareholding structure and enhancing value disclosure, as the organization will be 100% focused on building materials and infrastructure — with just the cash held by Cementos Argos equivalent to COP 9,500 per Grupo Argos share. Moreover, it strengthens our ability to attract capital to execute an ambitious portfolio of projects.”
Jorge Mario Velásquez
President of Grupo Argos

The execution of the transaction does not require any action from the company’s shareholders. All details of the process will be disclosed through the Relevant Information mechanism and the bulletins of the Colombian Stock Exchange (BVC). Grupo Argos’ Investor Relations team is available to address any questions shareholders may have.

The transaction details can be consulted at the following link: https://youtu.be/kJi1-wHjla

Below are the steps through which the Spin-Off by Absorption Project will be executed:

1) Definition of the distribution ratio for Cementos Argos shareholders

Starting Friday, June 27, 2025, Cementos Argos will temporarily suspend its share buyback program in order to determine the final distribution ratio for the allocation of new shares to its shareholders as part of the spin-off from Cementos Argos to Grupo Sura.

2) Suspension of trading of Cementos Argos shares

As of July 7, 2025, the trading of Cementos Argos shares will be suspended to determine which shareholders of the company are entitled to receive Grupo Sura shares. The final distribution ratio for this spin-off will be announced thereafter.

3) Cementos Argos shareholders will receive Grupo Sura shares

Cementos Argos and Grupo Sura will sign the spin-off deed and register it with the Chambers of Commerce. Cementos Argos will then transfer its Grupo Sura shares to Grupo Sura, which will subsequently cancel them. In exchange, Grupo Sura will issue new shares—either common or preferred, as applicable—to Cementos Argos shareholders based on the distribution ratio. At that point, Cementos Argos shareholders will also become Grupo Sura shareholders. Any resulting fractional shares will be pooled and, once the spin-off is completed, sold on the market through an autonomous trust, which will later distribute the corresponding proceeds among shareholders.

Once the Cementos Argos spin-off has been executed, Grupo Argos will temporarily suspend its share buyback program in order to determine the final distribution ratio for the Grupo Argos spin-off. The company will inform the market in advance of the date on which the buyback program will be suspended, as well as the final distribution ratios for Grupo Argos and Grupo Sura shareholders.

4) Suspension of trading of Grupo Argos and Grupo Sura shares

As of July 21, 2025, the trading of Grupo Argos and Grupo Sura shares will be suspended to determine which shareholders of each company will be entitled to receive shares of the other. Once this milestone is reached, the market will be informed of the new nominal values of both companies’ shares, which will increase to maintain subscribed capital.

5) Grupo Argos shareholders will receive Grupo Sura shares and Grupo Sura shareholders will receive Grupo Argos shares

Grupo Argos and Grupo Sura will sign the spin-off deeds and register them with the Chamber of Commerce. The companies will then exchange and cancel the cross-held shares, and each will issue new shares—either common or preferred, as applicable—to the shareholders of the other company based on the corresponding distribution ratios. From this point forward, Grupo Argos shareholders will also be Grupo Sura shareholders, and vice versa. At the same time, the companies will no longer hold shares in each other. The monetization mechanism for fractional shares will be applied in the same manner as in the Cementos Argos spin-off.

Once the account entries are completed, the companies will inform the market of the transaction’s completion.