Final result of the subsequent offer period of G City Ltd.’s unconditional voluntary public cash tender offer for all the issued and outstanding shares in Citycon Oyj
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G City has announced on 31 August 2026 the following information regarding its voluntary public cash tender offer for all the remaining shares in Citycon:
As announced previously, G City Ltd. (the “Offeror”) has made a voluntary unconditional public tender offer for all the issued and outstanding shares in Citycon Oyj (“Citycon”) that are not held by Citycon or any of its subsidiaries (the “Shares”) (the “Tender Offer”). The Offeror has published a tender offer document relating to the Tender Offer, dated 3 July 2026, and two supplements to the tender offer document, dated 27 July 2026 and 17 August 2026 (the tender offer document as supplemented with the aforementioned supplements, the “Tender Offer Document”). The offer period for the Tender Offer commenced on 6 July 2026 at 9:30 a.m. (Finnish time) and expired on 3 August 2026 at 4:00 p.m. (Finnish time). On 6 August 2026 at 9:30 a.m. (Finnish time), the Offeror commenced a subsequent offer period (the “Subsequent Offer Period”) in accordance with the terms and conditions of the Tender Offer, which expired on 27 August 2026 at 4:00 p.m. (Finnish time).
Based on the final results of the Subsequent Offer Period, the 2,190,191 Shares validly tendered during the Subsequent Offer Period represent approximately 1.2 percent of all the Shares and voting rights in Citycon. These Shares, together with the current holdings of G City and G City’s fully owned subsidiary Gazit Europe Netherlands, represent in aggregate a holding of 167,147,166 Shares, corresponding to approximately 91.05 percent of all the Shares and voting rights in Citycon.
The offer price will be paid to each shareholder of Citycon who has validly accepted the Tender Offer during the Subsequent Offer Period in accordance with the terms and conditions of the Tender Offer, on or about 1 September 2026. The offer price will be paid in accordance with the payment procedures described in the terms and conditions of the Tender Offer. The actual time of receipt of the payment by an individual shareholder will in each case depend on the schedules for payment transactions between financial institutions and agreements between the individual shareholder and their respective account operator, custodian or nominee.
The Offeror will apply for the Shares in Citycon to be delisted from the regulated market of Nasdaq Helsinki Ltd (“Nasdaq Helsinki”) as soon as permitted under applicable laws and regulations and the rules of Nasdaq Helsinki, and as is reasonably practicable. As the Offeror’s holdings in Citycon will exceed ninety (90) percent of the Shares and voting rights in Citycon after the completion of the Tender Offer, the Offeror will commence compulsory redemption proceedings to acquire the remaining Shares in accordance with the Finnish Companies Act (624/2006, as amended).
The Offeror has reserved the right to acquire Shares on or after the date of this release in public trading on Nasdaq Helsinki or otherwise to the extent permitted by applicable laws and regulations.