NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, HONG KONG, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.



  



 Citycon Oyj's (“Citycon”) rights issue of approximately EUR 90.7 million was successfully completed yesterday. According to the preliminary result, a total of approximately 70,594,000 shares were subscribed for in the rights issue, representing approximately 144.0 per cent of the 49,032,002 shares offered.

 

 According to the preliminary result, approximately 99.4 per cent of the offered shares were subscribed for in the primary subscription and the remaining shares in the secondary subscription. The subscriptions made by shareholders or other investors by virtue of the secondary subscription will be approved in accordance with the terms and conditions of the rights issue in proportion to their subscription rights exercised in accordance with the primary subscription right, but not more than up to the maximum amount of the subscription made per book-entry account, and if this is not possible, by drawing lots. The shareholders and other investors that have used their right in the secondary subscription will be sent a confirmation letter on or about 5 October 2012, stating the number of shares to be distributed to such shareholder on the basis of the secondary subscription.

 

 ”We are very pleased with the continued investor interest towards the company. The outcome of the rights issue was very good and I would like to thank Citycon’s shareholders for the confidence and trust that you have shown in the company. As we have earlier announced, the proceeds of the rights issue are intended to be used in accordance with our strategic targets. These include financing of the future redevelopment projects, possible acquisitions, to strengthen the balance sheet, pay down debt and for other general corporate purposes. The result of the rights issue marks an important milestone in our quest to build a stronger Citycon", comments Marcel Kokkeel, Chief Executive Officer of Citycon.

 

 Trading in the interim shares, representing the shares subscribed for in the primary subscription, will commence on NASDAQ OMX Helsinki Ltd. today, 2 October 2012. All shares subscribed for in the rights issue will be registered in the Finnish Trade Register on or about 8 October 2012 following which the interim shares will be combined with Citycon's existing class of shares on or about 9 October 2012. The new shares will be subject to public trading on the official list of NASDAQ OMX Helsinki Ltd. together with the other Citycon shares starting on or about 9 October 2012.

 

 Citycon will announce the final result of the rights issue on 5 October 2012, following the approval of the primary and secondary subscriptions by the Board of Directors.

 

 Helsinki, 2 October 2012

 

 CITYCON OYJ

 Board of Directors

 

 

 For further information, please contact:

 

 Marcel Kokkeel, CEO

 Tel. +358 20 766 4521 or +358 40 154 6760

 marcel.kokkeel@citycon.fi

 

 Eero Sihvonen, Executive Vice President and CFO

 Tel. +358 20 766 4459 or +358 50 557 9137

 eero.sihvonen@citycon.fi

 

 Distribution:

 NASDAQ OMX Helsinki

 Major media

 www.citycon.com

 

  



 DISCLAIMER



 The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, South Africa or Japan. These written materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.

 

 The issue, exercise and/or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company and Pohjola Corporate Finance Oy assume no responsibility in the event there is a violation by any person of such restrictions.

 

 The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published or offering circular distributed by the Company.

 

 The Company has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a “Relevant Member State”), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of this paragraph, the expression an “offer of securities to the public” means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.

 

 This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

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