Citycon Oyj - Other information disclosed according to the rules of the Exchange

Citycon plans to carry out a reverse share split

CITYCON OYJ   Stock Exchange Release   15 February 2019 at 18:25 hrs
Citycon Oyj (“Citycon” or the “Company”) plans to reduce the number of all
shares in the Company through a reverse share split procedure so that each five
shares shall be merged to one share. The Board of Directors of Citycon proposes
the reverse share split to the Annual General Meeting to be held on 13 March
2019. The proposal by the Company’s Board of Directors in its entirety may be
found from the Company’s website www.citycon.com and in the notice to Citycon’s
Annual General Meeting that will be published later on 15 February 2019. This
Stock Exchange Release is a summary of the mentioned proposal of the Board of
Directors.

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. The Board of
Directors thus holds that merging the shares is in the interest of the Company
and all of its shareholders and that the Company therefore has a weighty
financial reason for the reverse share split and the related redemption of
shares. The reverse share split does not affect the Company’s equity. The
reverse split requires the approval by the Annual General Meeting.

The procedure of reverse share split will not require actions from the
shareholders. It will not decrease the value of the investment of a shareholder
and will not have an impact on the aggregate amounts or payment schedule of any
dividend and/or equity repayment to be distributed for the financial year 2018.

The reverse share split will be carried out by redeeming without compensation,
in deviation from the proportional shareholdings of shareholders as set out in
the Chapter 15, Section 9 of the Companies Act, from every shareholder of
Citycon a number of shares corresponding to the result of multiplying the number
of shares on each book-entry account on the reverse split date by a coefficient
of 4/5, i.e. for each existing five shares, four shares will be redeemed. The
number of shares owned by each shareholder will be determined separately for
each book-entry account. 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 fractions of shares redeemed due to the rounding-up will be merged, sold and
paid to the respective shareholders in cash. If a shareholder owns less than
five shares, all of the shares owned by the shareholder in the Company will be
redeemed. In such an event, the shares will be sold on behalf of the shareholder
and the proceeds from the sale will be paid to the shareholder in the same way
as the proceeds acquired from the sale of the fractions of shares redeemed due
to the rounding-up. In other respects, the redemption will be carried out
without compensation. The total amount of shares to be redeemed without
compensation, and cancelled immediately in connection thereto, is a maximum of
711,994,100 excluding the fractions of shares redeemed due to the rounding-up.

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, is 15 March 2019. The reverse share split will be executed in the
book-entry system after the close of trading on the reverse split date. 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. 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. Proceeds acquired from
the shares sold due to the rounding-up will be paid to shareholders entitled
thereto on or about 25 March 2019.

It is also proposed to the Annual General Meeting that it would resolve to
revoke the earlier authorisations of the Board of Directors to decide on the
issuance of shares and special rights entitling to shares as well as on the
repurchase and/or acceptance as pledge of the Company’s own shares and
substitute these with new authorisations, which take into account the reduced
number of shares due to the reverse share split.

If the general meeting approves the reverse share split, the Board of Directors
will amend the Company’s share-based incentive schemes in such manner that the
reverse share split will be taken into account therein.

Before carrying out the reverse share split, the Company will, if necessary,
cancel such number of its shares that the total number of issued shares in the
Company will be divisible by five before the reverse share split. Based on the
current total number of issued shares in the Company, the Company has today
resolved to cancel three of its shares at the request of a shareholder.

Espoo, 15 February 2019

CITYCON OYJ

Board of Directors

For further information, please contact:

Eero Sihvonen
Executive VP and CFO
Tel. +358 50 557 9137
eero.sihvonen@citycon.com

Mikko Pohjala
IR and Communications Director
Tel. +358 40 838 0709
mikko.pohjala@citycon.com

Citycon is a leading owner, manager and developer of urban, grocery-anchored
shopping centres in the Nordic region, managing assets that total approximately
EUR 4.5 billion. Citycon is No. 1 shopping centre owner in Finland and among the
market leaders in Norway, Sweden and Estonia.Citycon has also established a
foothold in Denmark.

Citycon has investment-grade credit ratings from Moody's (Baa2) and Standard &
Poor's (BBB). Citycon Oyj’s share is listed in Nasdaq Helsinki.

www.citycon.com