Reverse share split - FAQ

1. I’m Citycon’s shareholder. What actions should I take now, due to the reverse split?
You do not need to do anything. Citycon will carry out the reverse split, and no action is needed from shareholders. Shareholders can participate and vote in the Annual General Meeting on March 13, 2019 where the reverse split is decided.

2. What is the combination ratio of the reverse split?
Five Citycon shares will be combined into one share.

3. Why have you decided conduct a reverse split of the share?
Merging the Citycon shares will increase the value of a single share. The purpose of merging the shares is to facilitate trade in the company’s shares by increasing the value of an individual share as well as to increase flexibility in connection with a possible distribution of funds.

4. How does a 5:1 reverse share split actually work?
The reverse split has practically the same result as combining 5 old shares into one new share, which will have 5 times the value. Technically, in the 5:1 reverse split, Citycon redeems from each shareholder the number of shares based on the number of shares on the shareholder’s account multiplied by 4/5. For example, if a shareholder owns 100 Citycon shares, 80 shares are redeemed and the shareholder has 20 shares going forward.

In order to avoid share fractions, the number of shares redeemed from each shareholder will, if necessary, be rounded up to the nearest whole share. The extra fractional shares that are redeemed are sold on behalf of the shareholder in the Nasdaq Helsinki stock exchange.

For example, if a shareholder has 158 shares, 127 shares are redeemed (4/5 x 158 = 126.4) and the shareholder will have 31 shares going forward. The extra 0.6 shares will be combined with the other fractions to be created in the procedure and will be sold on behalf of the shareholder.

The shares redeemed as part of the reverse share split shall be cancelled immediately in connection with the redemption. The aforementioned fractions of shares redeemed due to the rounding-up which will be merged and sold on behalf of the respective shareholders.

5. What if I own less than 5 shares?
If you own less than 5 shares, all your shares will be redeemed by Citycon and the proceeds will be paid to you.

6. Will the reverse split impact the value of my investment?
No. A reverse split means only that there will be a reduction in the number of Citycon shares outstanding. The total market value of the shares will not be affected as a result of the reverse split, except with respect to the redemption of fractional shares.

The following example illustrates a hypothetical result of a 5:1 reverse split. Let’s assume that an investor owns 100 shares with a market price of EUR 1.70 per share, so the investment is worth EUR 170. Let’s also assume that the stock price does not change for any other reason. After the 5:1 reverse split, the investor would own 20 shares worth EUR 8.50 each, and the entire investment value remains at EUR 170.

7. Will the reverse split affect how much of Citycon I own?
No, except in the case of fractional new shares sold to the market, in which case the shareholder’s share of ownership in Citycon would decrease by the amount corresponding to the fraction of the share.

8. What is the timetable for this?

  • 13 March 2019: Annual General Meeting
    • Annual General Meeting decide about the reverse split
  • 15 March 2019: Reserve split date
    • The reverse split date, on the basis of which the shareholders’ right to proceeds acquired from the sale of shares redeemed due to the rounding-up is determined
  • 18 March 2019: Cancellation of shares
    • The cancellation of shares and the new total number of shares in the company will be evidenced in the Trade Register on or about 18 March 2019 at the latest.
  • 18 March 2019: Trading with the new total number starts
    • Trading with the new total number of the company’s shares will commence on Nasdaq Helsinki with a new ISIN code on or about 18 March 2019.
  • 25 March 2019: Payment of the shares sold due to the rounding-up
    • Proceeds acquired from the shares sold due to the rounding-up will be paid to shareholders entitled thereto on or about 25 March 2019.