NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR
RESIDENT IN THE UNITED STATES, ITS
TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES AND THE
DISTRICT OF COLUMBIA (THE "UNITED STATES") OR TO ANY U.S. PERSON (AS
DEFINED IN REGULATION S OF THE UNITED
STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES
ACT")) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT (SEE "OFFER AND
DISTRIBUTION RESTRICTIONS" IN THE TENDER OFFER MEMORANDUM).
HELSINKI, May 29, 2023
/PRNewswire/ -- On 22 May 2023,
Citycon Oyj (the "Company") launched its invitation to
holders of the EUR 457,617,000 2.50
per cent Guaranteed Notes due 2024 of Citycon Treasury B.V.
guaranteed by the Company (ISIN: XS1114434167) issued in separate
tranches on 1 October 2014 and
10 June 2020 (the
"Securities"), to tender such Securities for purchase by the
Company for cash (the "Offer"), on the terms and subject to
the conditions set out in the tender offer memorandum dated
22 May 2023 (the "Tender Offer
Memorandum") prepared by the Company. The Offer remains subject
to the offer and distribution restrictions set out in the Tender
Offer Memorandum. Capitalised terms used in this announcement but
not defined have the meanings given to them in the Tender Offer
Memorandum.
The Company today announces that it will accept for purchase
EUR 138,275,000 in aggregate
principal amount of Securities validly tendered pursuant to the
Offer. The total purchase consideration (including Accrued Interest
Payments) for Securities validly tendered and accepted for purchase
pursuant to the Offer will be EUR
137,110,080.32 (the "Total Purchase Consideration"),
which will be funded by cash on the Company's balance sheet.
The final results of the Offer are as follows:
Securities
|
ISIN / Common
Code
|
Acceptance
Amount
|
Scaling
Factor
|
Aggregate Nominal
Amount of the Securities Outstanding after settlement on the
Settlement Date
|
EUR 457,617,000 2.50
per cent Guaranteed Notes due 2024
|
XS1114434167 /
111443416
|
EUR
138,275,000
|
Not
applicable
|
EUR
319,342,000
|
All Securities validly tendered have been accepted for purchase
by the Company.
The expected Settlement Date is 31 May
2023. Full details concerning the Offer are set out in the
Tender Offer Memorandum.
The Offer has now expired and no further Securities can be tendered
for purchase pursuant to the Offer.
This announcement is released by Citycon Oyj and contains
information that qualifies as inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014
("MAR"), encompassing information relating to the Offer
described above. For the purposes of MAR and Article 2 of
Commission Implementing Regulation (EU) 2016/1055, this
announcement is made by Bret McLeod,
CFO at Citycon Oyj.
Danske Bank A/S (Telephone: +45 33 64 88 51, Email:
liabilitymanagement@danskebank.dk, Attention: Debt Capital
Markets), Deutsche Bank Aktiengesellschaft (Telephone: +44
20 7545 8011; Attention: Liability Management Group) and
Skandinaviska Enskilda Banken AB (publ) (Telephone: +44
78 1842 6149; E-mail: liabilitymanagementdcm@seb.se; Attention:
Liability Management) are acting as Dealer Managers for the Offer
and Kroll Issuer Services Limited (Telephone: +44 20 7704
0880; Attention: Thomas Choquet;
Email: citycon@is.kroll.com; Tender Offer Website:
https://deals.is.kroll.com/citycon) is acting as Tender Agent for
the Offer.
DISCLAIMER This announcement must be read in
conjunction with the Tender Offer Memorandum. No offer or
invitation to acquire any securities is being made pursuant to this
announcement.
The distribution of this announcement and the Tender Offer
Memorandum in certain jurisdictions may be restricted by law.
Persons into whose possession this announcement and/or the
Tender Offer Memorandum comes are required by each of the Company,
the Dealer Managers and the Tender Agent to inform themselves
about, and to observe, any such restrictions.
For further information, please contact:
Bret McLeod
Chief Financial Officer
Tel. +46 73 326 8455
bret.mcleod@citycon.com
Sakari Järvelä
VP, Corporate Finance and Investor Relations
Tel. +358 50 387 8180
sakari.jarvela@citycon.com
Citycon is a leading owner, manager and developer of mixed-use real
estate featuring modern, necessity-based retail with residential,
office and municipal service spaces that enhance the communities in
which they operate. Citycon is committed to sustainable property
management in the Nordic region with assets that total
approximately EUR 4.2 billion. Our
centres are located in urban hubs in the heart of vibrant
communities with direct connections to public transport and
anchored by grocery, healthcare and other services that cater to
the everyday needs of customers.
Citycon has investment-grade credit ratings from Moody's (Baa3) and
Standard & Poor's (BBB-). Citycon's shares are listed on Nasdaq
Helsinki Ltd.
www.citycon.com
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content:https://www.prnewswire.co.uk/news-releases/inside-information-citycon-oyj-announces-the-results-of-its-tender-offer-for-outstanding-notes-due-2024-of-citycon-treasury-bv-301836419.html