Citycon Oyj (“Citycon”) has today 9 June 2014 received a notification from CPP Investment Board European Holdings S.à r.l. (“CPPIBEH”) and Canada Pension Plan Investment Board pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act about a change in holdings.
Citycon announced on 13 May 2014 that Citycon and CPPIBEH, a wholly owned subsidiary of Canada Pension Plan Investment Board, have on 12 May 2014 entered into an agreement on an overall arrangement whereby Citycon would strengthen its balance sheet by raising approximately EUR 400 million of new capital and CPPIBEH would become a significant strategic shareholder in Citycon. The arrangement consists of a directed share issue of approximately EUR 206.4 million to CPPIBEH as well as a subsequent fully underwritten rights issue of approximately EUR 196.5 million pursuant to the pre-emptive subscription right of the company’s shareholders.
As announced today, Citycon has on 8 June 2014 resolved on a directed share issue of 77,874,355 new shares to CPPIBEH, and CPPIBEH has on 9 June 2014 subscribed and paid for the said shares. The new shares issued to CPPIBEH represent approximately 15.0 per cent (the exact ratio is below 15 per cent) of the total number of shares and voting rights in Citycon after the directed share issue. CPPIBEH’s holding will thus exceed 5 and 10 per cent of the shares and voting rights in Citycon once the new shares issued have been registered in the Finnish Trade Register on or about 10 June 2014.
As further announced today, Citycon has on 8 June 2014 also resolved to launch a rights issue of a maximum of 74,166,052 shares. According to CPPIBEH’s notification, CPPIBEH's holdings in Citycon may rise as a consequence of the rights issue to a maximum of 99,211,255 shares and votes, which would correspond to approximately 16.7 per cent of all shares and votes in Citycon, assuming that (i) CPPIBEH would be allocated the maximum number of shares it has undertaken to subscribe for in the rights issue pursuant to its pro-rata subscription undertaking and the EUR 27.1 million underwriting commitment, and (ii) the number of shares to be issued in the rights issue would be the maximum number of 74,166,052 shares. Based on these assumptions, CPPIBEH’s holding would thus exceed 15 per cent of the shares and voting rights in Citycon after the rights issue.
The number of Citycon’s registered, fully paid-in shares is currently 441,288,012 and each share entitles to one vote at the general meetings of shareholders. After the registration of the new shares issued to CPPIBEH on or about 10 June 2014, the number of shares and voting rights in Citycon will amount to 519,162,367. After the completion of the rights issue, the number of shares and voting rights in Citycon will amount to 593,328,419 assuming that the rights issue is subscribed in full.
Helsinki, 9 June 2014
For further information, please contact:
Marcel Kokkeel, CEO
Tel. +358 20 766 4521 or +358 40 154 6760
Eero Sihvonen, Executive Vice President and CFO
Tel. +358 20 766 4459 or +358 50 557 9137
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