English
Published: 2004-08-26 11:15:04 CEST
Citycon Oyj
Company Announcement
CITYCON OYJ APPLIES FOR LISTING OF THE 1
CITYCON OYJ 		STOCK EXCHANGE ANNOUNCEMENT
                        26 August
2004 at 1.15 p.m. 


CITYCON OYJ APPLIES FOR LISTING OF THE 1999C-WARRANTS
ON THE 
MAIN LIST OF THE HELSINKI EXCHANGES

 
Citycon Oyj applies for
listing of all 1999C-warrants on the 
Helsinki Exchanges Main List so that the
listing commences 
approximately on 1 September 2004. Before listing the
1999C-
warrants will be merged in the listed 1999 A/B-warrants. 

The total
number of C-warrants is 1,900,000. Each C-warrant 
entitles its holder to
subscribe for one Citycon Oyj share. In 
the aggregate, the C-warrants entitle
holders to subscribe for 
1,900,000 shares in Citycon Oyj. The present share
subscription 
price with A/B- and C-warrants is EUR 1.54/share. The dividends

payable annually shall be deducted from the share subscription 
price.


The shares can be subscribed with the C-warrants during 1 
September 2004
– 30 September 2007.


CITYCON OYJ
Petri Olkinuora
CEO

Further
information is available from:
Mr Petri Olkinuora, CEO, on +358 400 333
256

Distribution:
Helsinki Exchanges and main media


ENCL
Terms and
Conditions of the Warrants 1999


WARRANTS IN CITYCON OYJ (FORMER
KIINTEISTĂ–SIJOITUS OYJ CITYCON)

At its meeting on 4 November 1999 the
Extraordinary General 
Meeting of Shareholders of Citycon Oyj has resolved to
issue 
warrants to the personnel of the Citycon Group on the following 
terms
and conditions. The warrant terms have been amended to 
correspond to euro
denomination by the resolution of the Annual 
General Meeting of Shareholders
on 26 March 2002. 

I WARRANT TERMS

1. Number of warrants

The number of
warrants issued will be 5,500,000, which entitle 
to subscribe for 5,500,000
shares in Citycon Oyj. 

2. Warrants

Of the warrants 1,800,000 will be
marked with the letter A, 
1,800,000 with the letter B and 1,900,000 with the
letter C.

The persons to whom warrants will be issued will be notified in

writing by the Company about the offer of warrants. The warrants 
will be
delivered to the recipient when he or she has accepted 
the offer of the
Company. Warrant certificates shall, upon 
request, be delivered to the
warrant holder at the start of the 
relevant share subscription period unless
the warrants have been 
transferred to the book-entry system.

3. Right to
warrants

The warrants shall, with deviation from the shareholders'
pre-
emptive right to subscription, be issued to the personnel of the

Citycon Group and to Veniamo-Invest Oy. It is proposed that the

shareholders' pre-emptive right to subscription be disapplied, 
since the
warrants are intended to form part of the Group's 
incentive program for the
personnel.

4. Distribution of warrants

The Board of Directors decides
upon the distribution of the 
warrants. Warrants shall be issued to Veniamo
Invest Oy to the 
extent that these are not distributed to the personnel of
the 
Citycon Group. The Board of Directors of Citycon Oyj will 
decide, at a
later date, upon the distribution of the warrants 
granted to the subsidiary
to the employed personnel of the 
Citycon Group.

5. Transfer of warrants
and obligation to offer warrants

The warrants are freely transferable when
the relevant share 
subscription period has begun. The Board of Directors may,
as an 
exception to the above, permit the transfer of a warrant also at 
an
earlier date.

Should a subscriber cease to be employed by or in the service
of 
the Citycon Group before 1 September 2004 for any other reason 
than
retirement or death then such person shall without delay 
offer to the
Company, free of charge, those warrants for which 
the share subscription
period in accordance with Section II.2 
had not begun at the last day of such
person's employment or 
service.
 
II  TERMS AND CONDITIONS OF THE SHARE
SUBSCRIPTION

1. Right to subscribe new shares

Each warrant entitles its
holder to subscribe for one (1) share 
in Citycon Oyj with a nominal value of
one euro and thirty-five 
cents (EUR 1.35). As a result of the subscriptions
the share 
capital of Citycon Oyj may be increased by a maximum of 
5,500,000
new shares, i.e., by a maximum of EUR 7,425,000.

2. Share subscription and
payment

The subscription period shall begin:

for warrant A on 1 September
2000
for warrant B on 1 September 2002
for warrant C on 1 September
2004.

The share subscription period shall end on 30 September 2007 for 
all
warrants. 

The share subscription shall take place at the head office of

Citycon Oyj and possibly at another location to be determined 
later.
Payment of shares subscribed shall be effected on 
subscription.

3. Share
subscription price

The share subscription price shall be two euro (EUR 2).
From the 
share subscription price shall, as per the dividend record date,

be deducted the amount of dividend distributed after 4 November 
1999 but
before the date of share subscription. The share 
subscription price shall,
nevertheless, always amount to at 
least the nominal value of the share.

4.
Registration of shares

Shares subscribed for and fully paid shall be
registered in the 
book-entry account of the subscriber.

5. Shareholder
rights

Shares shall entitle to dividend for the financial year in which

the share subscription takes place. Other shareholder rights 
shall commence
when the increase of the share capital has been 
entered into the Trade
Register. 

6. Share issues, convertible bonds and warrants before share

subscription

Should the Company, before the subscription for shares, raise

its share capital through an issue of new shares, or issue 
convertible
bonds or warrants relating to shareholding in 
Citycon Oyj, a warrant holder
shall have the same right as or an 
equal right to that of a shareholder.
Equality is reached in the 
manner determined by the Board of Directors by
adjusting the 
number of shares available for subscription, the subscription

price or both of these. 

Should the Company, before the subscription for
shares, increase 
its share capital by way of a bonus issue, the subscription

ratio shall be amended so that the ratio to the share capital of 
shares to
be subscribed for by virtue of warrants remains 
unchanged. If the number of
shares that can be subscribed for by 
virtue of one warrant should be a
fraction, the fractional part 
shall be taken into account by reducing the
subscription price.

7. Rights in certain cases

If the Company reduces its
share capital before the subscription 
of shares, the subscription right
accorded by the terms of the 
warrant shall be adjusted accordingly, as
specified in the 
resolution to reduce the share capital.

If the Company is
placed in liquidation before the subscription 
of shares, the warrant owner
shall be given an opportunity to 
exercise his/her subscription right before
the liquidation 
begins, within a period of time determined by the Board of

Directors.

If the Company resolves to merge in another company as the

company being acquired or in a company to be formed in a 
combination merger
or if the Company resolves to be divided, the 
warrant owner shall, before the
merger or division, be given the 
right to subscribe for the shares within the
period of time 
determined by the Board of Directors. After such date no

subscription right shall exist.

If the Company resolves to acquire its own
shares after the 
share subscription period has begun by an offer made to all

shareholders, the warrant owner shall be made an equivalent 
offer. In other
cases the acquisition of the Company's own 
shares does not require the
Company to take any action in 
relation to the warrant. If according to the
Companies Act a 
redemption right is created for a shareholder to the shares
of 
the other shareholders, the warrant owner shall be given a right 
equal
to that of the shareholders to sell his warrants to the 
shareholder with the
redemption right.

If the nominal value of the share is changed while the
share 
capital remains unchanged, the subscription terms shall be 
amended so
that the total nominal value of the shares available 
for subscription and the
total subscription price remain the 
same.

Converting the Company from a
public company into a private 
company will not affect the terms and
conditions of the 
warrants.

8. Dispute resolution
Disputes arising in
relation to the warrants shall be settled by 
arbitration in accordance with
the Arbitration Rules of the 
Central Chamber of Commerce.

9. Other
matters

The Board of Directors may decide on the transfer of the 
warrants
to the book-entry system at a later date and on the 
resulting technical
amendments to the terms and conditions. 
Other matters related to the warrants
are decided on by the 
Board of Directors. The warrant documentation is kept
available 
for inspection at the head office of Citycon Oyj in Helsinki.