Published: 2005-07-27 08:00:03 CEST
Citycon Oyj
Company Announcement
Citycon's Board decided on the share offering and the subscription price
CITYCON OYJ          STOCK EXCHANGE RELEASE        27 July 2005 at 9.00
a.m.

Citycon's Board decided on the share offering and the subscription
price

NOT FOR DISTRIBUTION IN THE UNITED STATES, AUSTRALIA, CANADA OR
JAPAN

The Board of Directors ("Board") of Citycon Oyj ("Citycon" or "the
Company") has
resolved in its meeting of 26 July 2005, in accordance with the
authorization of
the Annual General Meeting of Citycon of 5 April 2005, to
increase the Company's
share capital by EUR 16,200,000 and by issuing
12,000,000 new shares in a share
offering to selected Finnish and
international institutional investors. The
purpose of the share offering is to
finance partly the acquisition of Rocca al
Mare shopping centre in Tallinn,
Estonia executed on 21 July 2005.

The decision of the Board to increase the
share capital is based on the bids that
have been received between 25 July
2005 and 26 July 2005 in a bookbuilding
process. The lead manager will inform
the investors who have submitted their bids
of the amount of new shares they
have been allocated with.

The subscription period will commence on 27 July
2005 at 11.00 a.m. (Finnish
time) and end on 1 August 2005 at 11.00 a.m.
(Finnish time). The shares will be
subscribed for by paying the subscription
price. The Board of Directors of the
Company decided that the subscription
price per share is EUR 3.01 taking into
account the bids made and the market
price of the share during a period of 30
days prior to the announcement of the
preparations for the offering. The terms
and conditions of the share offering
are enclosed to this release.

The new shares will correspond to
approximately 10.6 percent of the Company's
share capital and voting rights
prior to the share offering and approximately 9.6
percent after the offering
provided the share offering is fully subscribed for.
Bids received in the
offering constitute an oversubscription of approximately 1.7
times the maximum
number of shares offered. Bids for the offered shares have been
made by 29
investors. 99 percent of the offered shares will be allocated to
international
investors and 1 percent to Finnish investors.

After having received payment
for the shares, the Board will make a decision with
respect to the approval of
the subscriptions. A confirmation of the approved
subscriptions will be sent
to the investors on or about 27 July 2005 by the lead
manager. Trading in the
offered shares on the main list of the Helsinki Stock
Exchange is expected to
commence on or about 3 August 2005.

After the publication of the interim
report on 20 July 2005 there have not been
any events except for the
acquisition of Rocca al Mare shopping centre having a
material effect on the
position of the Company.

The lead manager of the share offering is Kempen &
Co, a Dutch investment bank,
based in Amsterdam.

Helsinki, 26 July
2005

CITYCON OYJ
BOARD OF DIRECTORS

For further information, please
contact:
Petri Olkinuora, CEO, tel. +358 9 6803 6738 or
+358 400 333
256

THIS STOCK EXCHANGE RELEASE IS NOT AN OFFER TO SELL OR A SOLICITATION OF
ANY
OFFER TO BUY THE SECURITIES OF CITYCON OYJ IN THE UNITED STATES OR IN ANY
OTHER
JURISDICTION.

THE SECURITIES ARE NOT BEING REGISTERED UNDER THE U.S.
SECURITIES ACT OF 1933, AS
AMENDED (THE "SECURITIES ACT") AND MAY ONLY BE
OFFERED OR SOLD IN THE UNITED
STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF,
U.S. PERSONS (AS DEFINED IN
REGULATION S UNDER THE SECURITIES ACT) IF
REGISTERED UNDER THE SECURITIES ACT OR
AN EXEMPTION FROM SUCH REGISTRATION IS
AVAILABLE. ANY PUBLIC OFFERING OF
SECURITIES TO BE MADE IN THE UNITED STATES
WILL BE MADE BY MEANS OF A PROSPECTUS
THAT MAY BE OBTAINED FROM THE COMPANY
AND THAT WILL CONTAIN DETAILED INFORMATION
ABOUT THE COMPANY AND MANAGEMENT AS
WELL AS FINANCIAL STATEMENTS.

THE SECURITIES REPRESENTED HEREBY HAVE NOT
BEEN RECEIPTED UNDER A PROSPECTUS
PURSUANT TO APPLICABLE CANADIAN PROVINCIAL
SECURITIES LAWS ("CANADIAN PROVINCIAL
LAWS") AND MAY NOT BE OFFERED, SOLD OR
OTHERWISE TRANSFERRED, PLEDGED OR
HYPOTHECATED UNLESS AND UNTIL RECEIPTED
UNDER A PROSPECTUS PURSUANT TO APPLICABLE
CANADIAN PROVINCIAL LAWS, SUBJECT TO
APPLICABLE EXEMPTIONS.

THIS RELEASE IS NOT TO BE CONSTRUED AS A DIRECT OR
INDIRECT OFFER CONCERNING THE
POSSIBLE SUBSCRIPTION, PURCHASE OR SALE OF
SHARES. THE SHARE OFFERING HAS NOT
BEEN MADE, AND WILL NOT BE MADE, DIRECTLY
OR INDIRECTLY, IN AUSTRALIA, JAPAN OR
ANY OTHER AREAS IN WHICH ITS OFFERING
WOULD BE UNLAWFUL. NEITHER THIS RELEASE NOR
ANY INFORMATION CONTAINED HEREIN
OR DOCUMENTS RELATED TO IT OR TO THE SHARE
OFFERING MAY BE PUBLISHED,
DISTRIBUTED OR FORWARDED BY ANY METHOD TO OR FROM
AUSTRALIA, JAPAN OR ANY
OTHER AREAS IN WHICH IT WOULD BE UNLAWFUL, INCLUDING BY
MAIL, FAX, E-MAIL OR
PHONE. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY
CONSTITUTE A
VIOLATION OF THE SECURITIES LAWS OF THE APPLICABLE
JURISDICTIONS.


APPENDIX
NOT FOR DISTRIBUTION IN THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN

CITYCON OYJ'S SHARE OFFERING 2005
TERMS AND
CONDITIONS OF THE OFFERING

The Board of Directors ("Board") of Citycon Oyj
("Citycon" or "the Company") has
in its meeting of 26 July 2005 resolved, in
accordance with the authorization of
the Annual General Meeting of Citycon of
5 April 2005, to increase the Company's
share capital by EUR 16,200,000 as
follows:

1. Share subscription and bids

The share capital will be
increased by EUR 16,200,000 by issuing twelve million
(12,000,000) shares (the
"Shares", each a "Share") of the Company with a nominal
value of EUR 1.35. All
the Shares will be offered in deviation from the pre-
emptive subscription
rights of shareholders for subscription by Kempen & Co
and/or institutional
investors named by Kempen & Co and who have submitted their
bids.

2.
Subscription price

The subscription price for the Shares amounts to EUR 3.01
per Share.

3. Time and place of receipt of subscriptions

The subscription
of Shares will be conducted in accordance with the Finnish
Companies Act
Chapter 3a Section 17 by paying the subscription price in full to
the bank
account indicated by the Company.

4. Terms of payment

The payment for the
subscription price of the Shares shall be made between 27
July 2005 at 11.00
a.m. (Finnish time) and 1 August 2005 at 11.00 a.m. (Finnish
time). The
Company's Board of Directors may decide to extend the period for
the
payment.

5. Dividend rights and other rights

The Shares subscribed
as a result of the share offering will be entitled to the
full dividend
payment for the financial year commenced 1 January 2005, provided
that the
Company's General Meeting will decide to distribute dividend. The other
rights
attached to the Shares will take effect after the share capital increase
has
been registered.

The Shares will be issued in the book-entry system.

6.
Reasons for deviating from the shareholders' pre-emptive subscription
rights

The Company wishes to finance partly the acquisition of Rocca al Mare
shopping
centre in Tallinn, Estonia executed on 21 July 2005. The Board has
decided that
financing real property acquisitions based on the Company's
growth strategy is
important financial reason to deviate from the
shareholders´ pre-emption rights.

7. Undersubscription

In the event of
undersubscription, the Company's Board of Directors may decide
who shall have
the right, and by what procedure, to subscribe for those Shares
that have not
been subscribed for. The said Shares shall not be offered to any
party outside
the scope of the originally selected investors.

8. Other matters

The
Board of Directors of the Company shall decide on the approval of
the
subscriptions for the Shares in its meeting of 1 August 2005. The Board
of
Directors of the Company shall be entitled to approve the subscriptions for
the
Shares in full or in part, or to reject such subscriptions.

The
Company's Board of Directors will also decide on other factors related to
the
share offering and the share capital increase and the practical measures
arising
there from.

Distribution:
Helsinki Stock Exchange
Main news
media
www.citycon.fi