Citycon Oyj: Flagging notification in accordance with Chapter 9 Section 10 of the Finnish Securities Markets Act
CITYCON OYJ Stock Exchange Release 7 March 2023 at 19:30 hrs
HELSINKI, March 7, 2023 /PRNewswire/ -- Citycon Oyj ("Citycon" or the "Company") has received on 7 March 2023 the following notification pursuant to Chapter 9, Section 5 of the Finnish Securities Markets Act according to which Gazit Europe Netherlands B.V direct holding of shares in Citycon has increased above fifteen (15) percent.
The change in ownership is due to the completion of the third instalment of a share transfer under a share purchase agreement, as notified in a previous flagging notification published on 24 February 2023, entered into by Gazit Europe Netherlands B.V. and its parent G City Ltd. on 22 February 2023. This notification concerns the transfer of 3,200,000 shares in Citycon as the third instalment under the share purchase agreement. The second instalment of 3,200,000 shares was executed on 2 March 2023.
The completion of the share transfers under the share purchase agreement will not affect the aggregate total direct and indirect holdings of G City Ltd. in Citycon as the shares reported to be held by Gazit Europe Netherlands B.V. through financial instruments are held by G City Ltd.
The parent of Gazit Europe Netherlands B.V., G City Ltd., is controlled by Norstar Holdings Inc, which is ultimately controlled by Chaim Katzman. In addition to 26,885,000 shares held by Gazit Europe Netherlands B.V., the 9,400,000 shares to be transferred based on the share purchase agreement and 51,274,016 shares held by G City Ltd., 35,771 shares held by Chaim Katzman have been taken into account in this notification.
Citycon has one series of shares in which each share carries one vote. The total number of shares and votes is 168,008,940.
The holding of shares of Gazit Europe Netherlands B.V and G City Ltd (parent of Gazit Europe Netherlands B.V.) according to the notification:
% of shares and voting rights |
% of shares and voting rights through financial instruments |
Total of both in % |
|
Resulting situation on the date on which threshold was crossed or reached |
Gazit Europe Netherlands B.V.: 16.00 G City Ltd. (parent of Gazit Europe Netherlands B.V.): 30.52 Additional shares held by Chaim Katzman: 0.02 |
5.59 - - |
21.60 |
Position of previous notification (if applicable) |
Gazit Europe Netherlands B.V.: 12.19 G City Ltd. (parent of Gazit Europe Netherlands B.V.): 30.52 Additional shares held by Chaim Katzman: 0.02 |
9.40 |
21.60 |
Notified details of the resulting situation following the crossing of the threshold:
A: Shares and voting rights |
||||
Class/type of |
Number of shares and voting rights |
% of shares and voting rights |
||
Direct(SMA 9:5) |
Indirect(SMA 9:6 and 9:7) |
Direct(SMA 9:5) |
Indirect(SMA 9:6 and 9:7) |
|
FI4000369947 |
26,885,000 |
- |
16.00 |
- |
FI4000369947 |
51,274,016 |
- |
30.52 |
- |
FI4000369947 |
35,771 |
- |
0.02 |
. |
SUBTOTAL A |
78,194,787 |
46.54 |
||
B: Financial Instruments according to SMA 9:6a |
|||||
Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlement |
Number of shares and voting rights |
% of shares and voting rights |
Share purchase agreement leading to change in ownership |
- |
- |
Physical settlement |
9,400,000 |
5.59 |
SUBTOTAL B |
9,400,000 |
5.59 |
|||
The controlled undertakings through which the shares, voting rights and financial instruments are effectively held:
Name |
% of shares and voting rights |
% of shares and voting rights through financial instruments |
Total of both
|
Chaim Katzman |
0.02 |
0.02
|
|
Norstar Holdings Inc |
|||
G City Ltd. |
30.52 |
30.52
|
|
Gazit Europe Netherlands BV |
16.00 |
5.59 |
21.60
|
TOTAL |
46.54 |
5.59 |
52.14
|
CITYCON OYJ
For further information, please contact:
Sakari Järvelä
Vice President, 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 4.3 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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