Report by the Board
of Directors
Report by the Board of Directors 2025 ............................................. 22
Risk and risk management ..................................................................... 33
Shares and shareholders .........................................................................35
Key figures and financial development for three years ............ 37
Formulas for key figures and ratios .................................................... 38
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Report by the Board of Directors 2025
Main events in 2025
General:
• Citycon continued to demonstrate strong operational
performance.
• Citycon continued divesting non-core assets by
divesting Lippulaiva housing companies for EUR 61.5
million.
Operational performance:
• Q1–Q4/2025 like-for-like tenant sales 1.7%.
• Q1–Q4/2025 LFL footfall 2.0%.
• Q4/2025 retail economic occupancy 95.5%, +20 bps
vs. Q4/2024.
• Q1–Q4/2025 collection was 98%.
• Q1–Q4/2025 average retail rent per sqm increased
EUR 0.9 to EUR 27.7 (comparable FX).
• Q4/2025 9.2% LFL occupancy cost ratio.
Financial performance:
• Like-for-like net rental income in Q1–Q4/2025
increased 5.4%.
• Total net rental income was EUR 209.2 million (Q1–
Q4/2024: EUR 214.7 million).
• EPRA Earnings was EUR 79.0 million (Q1–Q4/2024:
EUR 91.9 million). EPRA Earnings per share (basic)
was EUR 0.430 (Q1–Q4/2024: EUR 0.504).
• EPRA earnings excl. hybrid bond interests was
EUR 113.3 million (Q1–Q4/2024: EUR 122.6 million).
• IFRS earnings per share was EUR 0.29 (Q1–Q4/2024:
EUR -0.40).
• The Board of Directors proposes to the Annual
General Meeting that no equity repayment will be
distributed from the invested unrestricted equity fund
from the financial period ending 31 December 2025,
and that the result for the period is booked to the
retained earnings. The Board of Directors will reassess
the proposal in connection with the publication of the
notice to the Annual General Meeting, which will be
issued no later than three weeks before the meeting.
Balance sheet:
• In February, Citycon used the proceeds from the bond
issued in December 2024 to repay EUR 150 million
of its secured debt originally maturing in April 2027.
Following the repayment, EUR 100 million of the loan’s
nominal amount remaided outstanding. After the
transaction, the company launched a tender offer for
its EUR 349.5 million bond maturing in September
2026. As a result of the offer, Cityon repurchased
bonds with total nominal amount of EUR 100 milion at
discount below par.
• In April, Citycon issued a 6.25-year EUR 450 million
green bond with a fixed coupon of 5.375%. Following
the bond issuance, the company prepaid the
remaining EUR 100 million secured loan maturing
in April 2027. In addition, Citycon tendered EUR 100
million of the 2026 notes at a discount below a par.
• In May, Citycon prepaid the EUR 186 milion secured
term loan of Kista Galleria, which was originally due in
May 2029.
• In October, Citycon refinanced and extended its
secured and committed Revolving credit facility. The
Key Figures
Citycon Group
6
2025 2024 % FX Adjusted %
1
Net rental income MEUR 209.2 214.7 -2.6% -3.1%
Like-for-like net rental income development
8
% 5.4% 4.6% - -
Direct operating profit
2
MEUR 183.3 183.6 -0.2% -0.6%
IFRS Earnings per share (basic)
3
EUR 0.29 -0.40 - -
Fair value of investment properties
7
MEUR 3,265.9 3,627.8 -10.0% -
Loan to Value (LTV)
2
% 44.9 47.3 -5.1% -
EPRA based key figures
2
EPRA Earnings
4
MEUR 79.0 91.9 -14.0% -14.7%
EPRA Earnings excl. hybrid bond interests
5
MEUR 113.3 122.6 -7.6% -8.1%
EPRA Earnings per share (basic)
4
EUR 0.430 0.504 -14.7% -15.4%
EPRA Earnings per share excl. hybrid bond
interests (basic)
5
EUR 0.616 0.673 -8.4% -8.9%
EPRA NRV per share EUR 8.45 7.87 7.4% -
1
Change from previous year (comparable exchange rates). Change-% is calculated from exact figures.
2
Citycon presents alternative performance measures according to the European Securities and Markets Authority (ESMA) guidelines. More information is
presented in Basis of Preparation and Accounting Policies in the notes to the accounts.
3
The key figure includes hybrid bond interests, amortized fees and gains/losses and expenses on hybrid bond repayments.
4
From the beginning of 2025 the key figure includes hybrid bond interests and excludes reorganisation and one-time costs. The information for the comparison
period has been restated to correspond to the new reporting recommendations.
5
A new key figure introduced at the beginning of 2025. The key figure excludes hybrid bond interests and reorganisation and one-time costs.
6
The numbers include the impact of divestments executed during 2024.
7
Excludes properties classified as held for sale.
8
Net rental income growth of like-for-like assets calculated with comparable FX.
Outlook for 2026
Like-for-like net rental income will grow compared to the previous year.
The outlook assumes that there are no major changes in macroeconomic factors. These estimates are based on
comparable EUR–SEK and EUR–NOK exchange rates
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Divestments decreased total net rental income by EUR
18.4 million as per the table below, while Kista Galleria
increased total net rental income by EUR 1.2 million.
Like-for-like net rental income from the Finnish &
Estonian operations increased by 7.7% in Q1–Q4/2025.
Like-for-like net rental income from Norwegian operations
increased by 3.2%. Like-for-like net rental income from
the Swedish & Danish operations increased by 3.7%.
sustainability-linked facility matures in October 2029
and it carries a one year extension option to October
2030. The facility size was increased from EUR 200
million to EUR 250 million.
• In December, the company repurchased a total of EUR
40 million of its bonds maturing in 2026 and 2027 at
discount below par.
Business environment
The Nordic economies, like the rest of the global
economy, are impacted by the uncertainty related
mainly to politics and structural forces challenging the
economies. The common denominator for the Nordic
countries is their strong financial position, thanks to high
personal savings, strong public finances and robust job
creation, which continue to persist. This provides these
economies a buffer and some degree of resilience.
The tenant mix of Citycon’s assets, consisting mainly
of grocery and service-oriented tenants, is less reliant
on consumer discretionary spending and the strategy
has already demonstrated its strength and resilience
throughout a variety of market conditions. In addition,
95% of the Company’s leases are tied to indexation.
Net rental income
The like-for-like net rental income in Q1–Q4/2025
increased by 5.4% compared to Q1–Q4/2024. Total net
rental income in Q1–Q4/2025 decreased by 2.6% to EUR
209.2 million (Q1–Q4/2024: EUR 214.7 million) and with
comparable FX rates by 3.1%.
Business environment key figures
Finland Norway Sweden Denmark Estonia Euro area
GDP growth forecast 2025 0.5 % 1.2 % 0.7 % 1.8 % 0.5 % 1.2 %
Unemployment, forecast 2025 9.0 % 4.3 % 9.0 % 3.0 % 7.9 % 6.4 %
Inflation, forecast 2025 2.0 % 2.2 % 1.6 % 1.8 % 5.3 % 1.8 %
Retail sales growth, Q4 2025
1
2.9 % 5.7 % 3.9 % 5.9 % 3.4 % 2.9 %
1
% change compared with the same quarter of the previous year
Sources: IMF (January 2026), Eurostat
Net rental income and gross rental income breakdown
Net rental income
Gross rental
income
MEUR Finland & Estonia Norway Sweden & Denmark Other Total Total
2024 105.3 60.5 49.0 0.0 214.7 235.4
Acquisitions - - 1.2 - 1.2 1.2
(Re)development projects 1.8 -0.1 0.0 - 1.6 0.8
Divestments -11.2 -7.2 0.0 - -18.4 -18.9
Like-for-like properties
1
5.6 1.7 1.3 - 8.5 3.2
Other (incl. exchange rate differences) 0.0 -0.4 1.7 0.1 1.4 1.4
2025 101.5 54.4 53.2 0.0 209.2 223.1
1
Like-for-like properties are properties held by Citycon throughout two full preceding periods and exclude properties under (re)development or extension.
Like-for-like and total net rental income development, 2025 vs. 2024
%
5.4
7.7
3.2
3.7
Finland & Estonia Norway Sweden & Denmark To t al
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Occupancy, Sales and Footfall
The economical retail occupancy rate was 95.5% in
Q4/2025 and was 20 bps higher versus the same time
last year (Q4/2024: 95.3%). Economic occupancy for
Q4/2025 was 94.3% (Q4/2024: 94.1%). With comparable
FX rates, average retail rent per sq.m increased by 0.9
EUR to EUR 27.7 in Q1–Q4/2025.
Like-for-like tenant sales increased 2.1% in Q4/2025 and
1.7% for Q1–Q4/2025 compared to the same time last
year.
Like-for-like footfall increased by 1.1% in Q4/2025 and
2.0% in Q1–Q4/2025 compared to the same period last
year.
Financial result Q1–Q4/2025 vs.
Q1–Q4/2024
Operating profit (IFRS) was EUR 226.6 million
(Q1–Q4/2024: EUR 29.8 million).
Administrative expenses were EUR 25.9 million
(Q1–Q4/2024: EUR 33.2 million) and included EUR 2.2
million of reorganisation and one-time costs. At the end
of the reporting period, Citycon Group employed a total
of 156 (31 December 2024: 164) full-time employees
(FTEs) of whom 44 worked in Finland & Estonia 45
in Norway, 22 in Sweden & Denmark and 45 in Group
functions.
Net financial expenses (IFRS) increased to EUR
100.5 million (Q1-Q4/2024: EUR 76.1 million). EUR 11.4
million increase relates to higher interest expenses
on refinanced debt and lower net interest income
from hedging derivatives, which was partially offset
by lower interest expenses on commercial paper and
negative cash balances. In addition, an amount of EUR
32.3 million indirect net losses (Q1-Q4/2024: EUR 8.9
million loss) was booked related to fair value changes
of derivatives not under hedge accounting, EUR 23.4
million more than during the comparison period. The
company also recorded EUR 2.9 million gain on early
redemption of debt (Q1-Q4/2024: EUR 0.8 million gain),
EUR 2.1 million more than in the corresponding period. In
addition, EUR 6.3 million more gain was recorded from
closed equity FX hedges than in the comparison period.
Share of profit/loss of joint ventures and associated
companies totalled EUR 0.0 million (Q1–Q4/2024:
EUR -0.7 million) mainly due to the completion of the
transaction to acquire the remaining interest in Kista
Galleria at the end of February 2024 after which Kista
has no longer been treated as a joint venture.
Result for the period was EUR 95.0 million
(Q1–Q4/2024: EUR -37.9 million).
Personnel key figures
2025 2024 2023
FTE at the end of the reporting
period 156 164 234
Wages and salaries, EUR million 15.7 19.3 19.1
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Footfall development, 2025 vs. 2024
1
%
1
Footfall figures include estimates.
  Like-for-like footfall
0.5
3.8
2.0
0.6
Finland & Estonia
Sweden & DenmarkNorway Tot a l
Occupancy Cost Ratio
1
%
1
The rolling twelve month occupancy cost ratio for like-for-like shopping centres.
  31 December 2024
 31 December 2025
9.8
8.7
8.5
9.1
10.1
8.6
8.7
9.2
Finland & Estonia Sweden & Denmark
Norway Tot a l
Tenant sales development, 2025 vs. 2024
1
%
1
Sales figures include estimates. Sales figures exclude VAT and the change has been calculated
using comparable exchange rates.
  Like-for-like sales
1.1
1.7
1.5
3.2
Finland & Estonia
Sweden & Denmark Norway
Tot a l
 Occupancy rate (sq.m.) 31 December 2024
 Occupancy rate (sq.m.) 31 December 2025
Occupancy rate (sq.m.)
%
94,2
93,8
90,1
89,1
94,1
94,6
92.9
92.6
Tot a lNorway
Sweden &
Denmark
Finland &
Estonia
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Property portfolio summary
31 December 2025 No. of properties
Gross leasable
area Fair value, MEUR
Properties held
for sale, MEUR Portfolio, %
Shopping centres, Finland & Estonia
1
10 382,014 1,425.5 322.6 46%
Other properties, Finland & Estonia 2 2,191 6.7 - 0%
Finland & Estonia, total 12 384,205 1,432.1 322.6 46%
Shopping centres, Norway
1
9 277,479 859.3 - 23%
Rented shopping centres, Norway
2
1 14,463 - - -
Other properties, Norja 1 8,126 13.7 - 0%
Norway, total 11 300,068 873.0 - 23%
Shopping centres, Sweden & Denmark
1
8 303,938 926.3 187.4 29%
Sweden & Denmark, total 8 303,938 926.3 187.4 29%
Shopping centres, total
1
28 977,894 3,211.0 510.0 99%
Other properties, total 3 10,317 20.3 - 1%
Investment properties, total 31 988,211 3,231.4 510.0 99%
Right-of-use assets classified as
investment properties (IFRS 16) - - 34.5 - 1%
Investment properties in the statement of
financial position, total 31 988,211 3,265.9 510.0 100%
1
Mixed-use assets including retail, office, residential, hotel and storage.
2
Value of rented properties is recognised within IFRS 16 investment properties based on IFRS rules.
Fair value changes
MEUR Q4/2025 Q4/2024 Q1-Q4/2025 Q1-Q4/2024
Finland & Estonia −31.6 −82.0 −19.3 −66.6
Norway 21.0 −55.2 40.5 −23.1
Sweden & Denmark 20.9 −19.2 37.6 22.4
Investment properties, total 10.2 −156.4 58.8 −67.3
Right-of-use assets classified as investment properties (IFRS 16) −1.9 −2.3 −7.7 −7.4
Investment properties in the statement of financial position, total 8.3 −158.7 51.1 −74.6
Lease portfolio summary
31 December
2025
31 December
2024
Number of leases
1
pcs 3,607 3,575
Average rent
2
EUR/sq.m./
month 26.0 25.1
Retail average rent
2
EUR/sq.m./
month 27,7 26,8
Office & Storage
average rent
2
EUR/sq.m./
month 18,6 17,9
Residential & Hotel
average rent
2
EUR/sq.m./
month 17,7 18,6
Average remaining
length of lease
portfolio years 3.6 3.3
1
Excluding divested assets.
2
Comparison periods with comparable FX-rate.
At period-end, Citycon had a total of 3,607 (3,575)
leases, of which the average remaining length was 3.6
years (3.3).
Property portfolio value development
From year-end, the fair value of investment properties
decreased by EUR 361.9 million to EUR 3,265.9
million (31 December 2024: EUR 3,627.8 million). Net
investments, including both acquisitions and disposals
and development projects increased the fair value by
EUR 23.0 million. In addition, changes in right-of-use –
assets increased the value of investment properties by
an additional EUR 4.9 million. Fair value gains increased
the value of investment properties by EUR 51.1 million,
exchange differences by EUR 49.7 million and transfers
into assets held for sale by EUR -490.6 million.
Q1–Q4/2025 fair value change of investment properties
amounted to EUR 51.1 million (Q1–Q4/2024: EUR
-74.6 million) mainly due to improved cash flows. The
application of IFRS 16 standard had an impact of EUR
-7.7 million (Q1–Q4/2024: EUR -7.4 million) to the fair
value change of investment properties during the
January-December reporting period.
External appraisers, CBRE (in Denmark, Estonia and
Norway) and JLL (in Finland and Sweden) measure the
fair values for half-yearly report and annual financial
statements. Citycon measures the fair values of the
properties internally in the Q1 and Q3. All internal
valuation periods are subject to yield and market
commentary from Citycon’s current external appraisers
in its respective markets.
CBRE’s and JLL’s valuation statements are available on
Citycon’s website below Investors.
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Capital expenditure
MEUR 2025 2024
Acquisitions of properties
1
- 341.0
Acquisitions of and investments in joint ventures −1.7 -
Property development 23.0 40.2
Other investments 0.9 1.0
Total capital expenditure incl. acquisitions 22.2 382.3
Capital expenditure by segment
Finland & Estonia 9.7 23.0
Norway 6.4 5.6
Sweden & Denmark 5.5 352.7
Group administration 0.6 1.0
Total capital expenditure incl. acquisitions 22.2 382.3
Divestments
2, 3
61.4 389.9
1
Acquisition of properties in 2024 comprise of acquisition of the remaining 50% interest of Kista Galleria and residential property in Sweden.
Acquisition of properties takes into account deduction in the purchase price calculations and FX rate changes.
2
Divestments in 2025 comprise of sale of Lippulaiva residentials in Finland. Divestments in 2024 comprise of sale of three non-core centres in Norway and one
centre in Estonia as well sale of residential property in Sweden.
3
Excluding transfers into ‘Assets held for sale’ -category.
Capital recycling
During the fourth quarter, Citycon completed a
transaction resulting in the divestment of the Lippulaiva
residential properties in Espoo. The gross purchase price
of the transaction was EUR 61.5 million, corresponding
to the asset’s latest IFRS book value.
(Re)development projects
Further information on the company’s completed,
ongoing and planned (re)developments can be found on
page 33 in the Financial Review 2025.
Acquisitions and divestments Q1–Q4/2025
Location Gross leasable area, sq.m. Date
Divestments
Lippulaiva housing companies Residentials Espoo, Finland 12,920 18 December 2025
Divestments, total 12,920
Shareholders’ equity
Equity per share was EUR 10.35 (31 December 2024:
EUR 10.09). Result for the period and translation gains
increased equity per share.
At period-end, shareholders’ equity attributable to
parent company’s shareholders was EUR 1,336.4 million
(31 December 2024: EUR 1,265.7 million).
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Key financing figures
MEUR 31 December 2025 31 December 2024
Nominal debt outstanding MEUR 1,790.8 2,116.3
Interest-bearing liabilities, carrying value
1
MEUR 1,804.5 2,131.5
Available liquidity MEUR 350.5 767.2
Average loan maturity years 3.5 3.4
Loan to Value (LTV)
2
% 44.9 47.3
Interest cover ratio (financial covenant > 1.8) x 2.4 2.7
Net debt to total assets (financial covenant < 0.60) x 0.42 0.41
Solvency ratio (financial covenant < 0.65) x 0.42 0.42
Secured solvency ratio (financial covenant < 0.25) x 0.02 0.12
1
Including EUR 32.8 million (Q4/2023: EUR 38.8 million) IFRS 16 lease liabilities
2
Hybrid bond treated as equity as according to IFRS. Excluding both right-of-use assets recognized as part of investment properties, as well as lease liabilities
pertaining to these right-of-use assets, which are based on IFRS 16 requirements.
Financing
In February, Citycon used proceeds from its December
2024 bond issuance to partially repay EUR 150 million
of its EUR 250 million term loan maturing in April 2027,
leaving a remaining nominal balance of EUR 100 million.
Following the debt prepayment, Citycon launched a
tender offer of its EUR 349.5 million outstanding notes
due in September 2026. As a result, the company
successfully tendered EUR 100 million of the 2026 notes
at a discount below par. Both actions strengthen the
company’s capital structure and aligns with our ongoing
efforts to optimize the balance sheet.
In March, S&P Global Rating published that it has
decided to downgrade Citycon Oyj’s issuer credit rating
from BBB- (negative) to BB+ (stable) but to maintain the
issue rating on Citycon’s unsecured notes (bonds) at the
investment grade rating of BBB-.
In April, Citycon successfully placed a EUR 450 million
green bond. The 6.25-year senior unsecured fixed rate
EURdenominated Bond matures on 8 July 2031 and
pays a fixed coupon of 5.375%. Following the bond
issuance Citycon tendered EUR 100 million of the 2026
notes at a discount below par and prepaid the remaining
EUR 100 million nominal of term loan maturing in April
2027.
In May, Citycon fully prepaid Kista Galleria’s term loan
approx. EUR 186 million which had maturity in May 2029.
In June, Citycon downsized the Revolving credit facility
from EUR 400 million to EUR 200 million to optimize
costs of annual commitment fees and tendered EUR
100 million of the 2027 notes at a discount below par. In
addition, Citycon purchased EUR 1.9 million of its hybrid
bond issued in 2019, reducing the outstanding nominal
to 24.2 million.
In August, Citycon successfully tendered EUR 34.7
million of its hybrid bonds. The amount tendered was
previously considered as 100% debt under S&P’s
methodology, which limits hybrid capital interim equity
recognition to 15% of total capitalization.
In September, S&P Global Rating published that it has
decided to downgrade Citycon Oyj’s issuer credit rating
from BB+ (stable) to BB (stable) and the issue rating on
Citycon’s unsecured notes (bonds) from BBB- to BB+.
In October, Citycon refinanced and extended its
secured and committed Revolving credit facility. The
sustainability-linked facility matures in October 2029
and it carries a one year extension option to October
2030. The facility size was increased from EUR
200 million to EUR 250 million. The facility includes
customary terms and conditions for a secured revolving
credit facility instrument. The terms and conditions
include a change of control clause which limits G City’s
ownership of the voting rights of Citycon to maximum
60%. Following the announced Mandatory tender offer
Citycon has been proactively improving its liquidity
position to have a back-up liquidity facility availability
in case the Revolving Credit Facility’s covenant is
breached as a result of the mandatory tender offer.
Post the reporting period, in January 2026, Citycon
announced that it has signed a EUR 520 million secured
loan of which EUR 270 million is signed and EUR 250
million is available under an accordion option.
In November, S&P Global Rating published that it has
decided to downgrade Citycon Oyj’s issuer credit rating
from BB (stable) to B+ (negative) and the issue rating
on Citycon’s unsecured notes (bonds) from BB+ to BB-.
The downgrade resulted from Citycon’s main owner’s,
G City’s, ownership in Citycon increasing over 50% on 3
November 2025.
In December, the company repurchased EUR 40 million
of its 2026 and 2027 notes in the open market below
par.
The General Meeting decided that no dividend is
distributed by a resolution of the AGM and authorised
the Board of Directors to decide in its discretion on the
distribution of assets from the invested unrestricted
equity fund. Based on the authorisation, the maximum
amount of equity repayment to be distributed from
the invested unrestricted equity fund shall not exceed
EUR 0.30 per share. The authorisation is valid until the
opening of the next AGM.
As the Company announced on 15 November 2024, the
Board did not use the authorization before the end of
2025. As disclosed on 13 January 2026, Citycon’s Board
of Directors resolved on a one-time equity repayment of
EUR 0.20 per share. Based on the current total number
of shares (183,569,011), the total amount of the equity
repayment is EUR 36.7 million. The repayment of equity
was paid to shareholders on 27 January 2026.
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Financial expenses key figures
MEUR 2025 2024
Financial expenses MEUR -137.5 -100.6
Financial income MEUR 37.3 25.3
Net gains/losses on foreign exchange -0.3 -0.8
Net financial expenses (IFRS) MEUR -100.5 -76.1
-/+ Early close-out gains/costs of debt and financial instruments -2.9 -0.8
-/+ Fair value gains/losses of financial instruments 32.3 8.9
Direct net financial expenses (EPRA) MEUR -71.0 -68.0
Weighted average interest rate
1
% 4.11 3.60
Weighted average interest rate excluding derivatives % 4.42 3.93
Year-to-date weighted average interest rate
1
% 3.87 3.17
1
Including interest rate swaps, cross-currency swaps and interest rate options
Interest-bearing debt
The outstanding amount of interest-bearing debt
decreased by EUR 325.5 million during the year, totalling
EUR 1,790.8 million at year-end. The reduction was
primarily driven by debt repayments. During the year,
the company settled two term loans prior to maturity
(EUR 250 million and EUR 178 million) and repaid bonds
totalling approximately EUR 344 million. In addition, all
commercial papers, amounting to EUR 10 million, were
fully repaid. These repayments were partially offset by
the issuance of a new EUR 450 million bond in April.
The carrying amount of interest-bearing liabilities in the
balance sheet was EUR 1,804.5 million including EUR
32.8 million of IFRS 16 liabilities.
The weighted average loan maturity increased to 3.5
years over the year.
LTV (IFRS) decreased during the year to 44.9% as a
result of lower net debt and increased property values.
Financial expenses
The direct net financial expenses (ERPA) Q1-Q4/2025
increased to EUR 71.0 million (Q1-Q4/2024: EUR 68.0
million). The increase was mainly driven by higher
interest expenses on loans, which were partially offset
by gains from closed equity currency hedges and
interest income on bank accounts.
Net financial expenses (IFRS) increased to EUR
100.5 million (Q1-Q4/2024: EUR 76.1 million). EUR 11.4
million increase relates to higher interest expenses
on refinanced debt and lower net interest income
from hedging derivatives, which was partially offset
by lower interest expenses on commercial paper and
negative cash balances. In addition, an amount of EUR
32.3 million indirect net losses (Q1-Q4/2024: EUR 8.9
million loss) was booked related to fair value changes
of derivatives not under hedge accounting, EUR 23.4
million more than during the comparison period. The
company also recorded EUR 2.9 million gain on early
redemption of debt (Q1-Q4/2024: EUR 0.8 million gain),
EUR 2.1 million more than in the corresponding period. In
addition, EUR 6.3 million more gain was recorded from
closed equity FX hedges than in the comparison period.
Financial income mainly consisted of gains from the
repurchase of bonds, fair value gains on derivatives, and
interest income on cash.
The period-end weighted average interest rate was
4,11%.
 Bank loans 94.3
 Bonds 1,696.5
Breakdown of loans
%
Tot a l
1,790.8
MEUR
5.3%
94.7%
2026 2027 2028 2029 2030 2031
129
123
250
345
300
350
94
450
Debt maturities
MEUR
  Bank loans 94.3
  Bonds 1,696.5
Undrawn committed credit facilities 250.0
 
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down from the Corporate Management Committee as of
1 October 2025.
On 30 October 2025 Citycon announced that Hilik
Attias has started as the new Chief Financial Officer and
member of the Corporate Management Committee of
the company. Eero Sihvonen simultaneously stepped
down from his position as the Chief Financial Officer
and member of the Corporate Management Committee.
Sihvonen is a former long-term Chief Financial Officer
of Citycon and he stepped in as a Chief Financial Officer
during the company’s transition period. Sihvonen
continues as a member of the Board of Directors of
Citycon and he will support the Corporate Management
Committee as an advisor until the end of March 2026.
Sustainability
Citycon’s strategy is to focus on the environmental
themes where the company can have a genuine impact.
Citycon’s sustainability strategy was updated in 2025
and Citycon has set ambitious targets that extend to
2030.
In its sustainability reporting, Citycon applies the GRI
Standards, European Public Real Estate Association
(EPRA) Best Practice Recommendations on
Sustainability Reporting and Citycon’s own internal
reporting principles. Citycon’s sustainability strategy,
targets and measures are described in detail in the
upcoming Sustainability Accounts 2025.
Citycon’s Annual and Sustainability Report 2024 was
awarded as one of the best within the industry. Citycon
received the EPRA Gold Award in the Sustainability Best
Practices series for the twelfth year in a row.
Financial risk management
Citycon uses interest rate swaps to hedge the floating
interest rate risk exposure. According to the company’s
treasury policy, the currency net transaction risk
exposure with profit and loss impact is fully hedged
through currency forwards and cross-currency swaps
that convert EUR debt into SEK and NOK. During 2024,
the company also started to hedge its SEK- and NOK-
denominated equity with currency forwards.
Changes in corporate management
On 26 February 2025 Citycon announced that Erik
Lennhammar, Chief Development Officer and member
of the Corporate Management Committee, will depart
Citycon to pursue new opportunities. Mr. Lennhammar
stepped down from the corporate Management
Committee as of 26 February 2025.
In March 2025 Oleg Zaslavsky started as the new Chief
Executive Officer of Citycon. As agreed, the interim
Chief Executive Officer F. Scott Ball stepped down from
his role while he continues as the Vice Chairman of the
Company’s Board of Directors.
On 7 September 2025, Citycon announced that Mr.
Zaslavsky steps down from his position as the Chief
Executive Officer and member of the Corporate
Management Committee of Citycon. Simultaneously
Citycon announced that the company’s Board of
Directors has resolved to appoint Eshel Pesti to become
the new Chief Executive Officer and member of the
Corporate Management Committee of Citycon.
On 26 September 2025 Citycon announced that Helen
Metsvaht, Chief Operating Officer and member of the
Corporate Management Committee, will depart Citycon
to pursue new opportunities. Ms. Metsvaht stepped
Disclosure according to the Taxonomy Regulation
Delegated Act:
Citycon’s sustainability and finance teams have
classified the company’s activities by mapping Citycon
group’s consolidated IFRS income statement accounts
based on whether they are covered by a NACE code
included in the Taxonomy. Based on this classification
98% of Citycon’s total turnover, 95% of capital
expenditure and 73% of operational expenditure is
derived from Taxonomy-eligible activities.
Citycon is not obliged to report information according
to the taxonomy regulation, and for that reason Citycon
does not report on the taxonomy alignment of the
company’s operations for the year 2024.
Risks and uncertainties
The most significant near-term risks and uncertainties
in Citycon’s business operations are associated with the
general development of the economy and consumer
confidence in the Nordic countries and Estonia, and
how this affects fair values, occupancy rates and rental
levels of the shopping centres and, thereby, Citycon’s
financial results. Increased competition locally or from
e-commerce might affect demand for retail premises,
which could lead to lower rental levels or increased
vacancy, especially outside capital city regions. Costs
of development projects could increase due to rising
construction costs or projects could be delayed due
to unforeseeable challenges. Rising interest rates
could also put pressure on investment yields, which
could potentially impact fair values. The war in Ukraine
continue to pose risks to economic health in Europe as
well.
The main risks that can materially affect Citycon’s
business and financial results, along with the main
risk management actions, are presented in detail on
pages 67-70 in the Financial Statements 2025, in Note
3.5 A) as well as on Citycon’s website in the Corporate
Governance section.
Legal proceedings
Certain lawsuits, claims and legal disputes based on
various grounds are pending against Citycon relating to
the company’s business operations. In the company’s
view, it is improbable that the outcome of these lawsuits,
claims and legal disputes will have a material impact on
the company’s financial position.
General meeting
Annual General Meeting 2025
Citycon’s Annual General Meeting 2025 (AGM) was held
on 3 April 2025. The Annual General Meeting was held
without a meeting venue using remote connection in
real time, in accordance with Section 11 of the Articles of
Association of the Company and Chapter 5, Section 16
Subsection 3 of the Finnish Limited Liability Companies
Act. A total of 253 shareholders were presented in the
meeting either having voted in advance or via remote
connection in person, or by statutory representative or
by proxy, representing 64.5% of shares and votes in the
company.
The General Meeting approved all the proposals made
by the Board of Directors to the General Meeting. The
AGM adopted the company’s Financial Statements
and discharged the members of the Board of Directors
and the CEOs from liability for the financial year 2024
and decided to adopt the Remuneration Policy and the
Remuneration Report for the governing bodies.
The General Meeting decided that no dividend is
distributed by a resolution of the AGM and authorised
the Board of Directors to decide in its discretion on the
distribution of assets from the invested unrestricted
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equity fund. Based on the authorisation, the maximum
amount of equity repayment to be distributed from
the invested unrestricted equity fund shall not exceed
EUR 0.30 per share. The authorisation is valid until
the opening of the next AGM. As announced by the
Company on 15 November 2024, the Board of Directors
does not intend to use the authorization until year end
2025.
Deloitte Oy, a firm of authorised public accountants, was
elected as the auditor of the company for 2025.
The AGM decisions and the minutes of the AGM are
available on the company’s website at citycon.com/
agm2025.
Board of Directors
Under the Articles of Association, the Board of Directors
of the company consists of a minimum of five and a
maximum of ten members, elected by the General
Meeting for a term of one year that will end at the close
of the following Annual General Meeting.
The AGM resolved the number of members of the Board
of Directors to be ten. Chaim Katzman, Yehuda (Judah)
L. Angster, F. Scott Ball, Adi Jemini, Alexandre (Sandy)
Koifman, David Lukes, Per-Anders Ovin, Ljudmila
Popova and Eero Sihvonen were re-elected to the
Board of Directors. Ms Keren Kalifa was elected as new
member of the Board of Directors.
Chaim Katzman was the Chairman of the Board of
Directors in 2025. Alexandre (Sandy) Koifman and F.
Scott Ball were Vice Chairmen of the Board of Directors.
Auditor
Since 2024, the company’s auditor has been Deloitte
Oy, a firm of authorised public accountants, which had
designated Authorized Public Accountant Anu Servo to
act as the responsible auditor of Citycon in 2025.
Chief Executive Officer (CEO)
From 7 September 2025 onwards, Eshel Pesti has
been the company’s CEO. Mr Pesti’s personal details,
career histories and positions of trust can be found on
the company’s website at citycon.com/management.
Information on the CEO’s executive contract and its
terms and conditions are available on pages 52–54 of
the Financial Statements.
Corporate governance statement
Citycon has published Citycon Group’s Corporate
Governance Statement 2025 as a separate report,
distinct from the Report by the Board of Directors.
The statement is prepared in accordance with the
recommendations of the Finnish Corporate Governance
Code 2025 and is available on the company’s website at
citycon.com/corporate-governance.
Shares, share capital and shareholders
The company has a single series of shares, with each
share entitling to one vote at a General Meeting of
shareholders. At the end of reporting period, the total
number of shares outstanding in the company was
183,569,011. The shares have no nominal value.
On 23 June 2025, Citycon launched a share buyback
program. According to the Board decision, the
maximum number of shares to be repurchased was
12,000,000 and the maximum amount to be used
for the repurchases was EUR 45,6 million. The share
repurchases started on 23 June 2025 and ended on
11 July 2025. Citycon repurchased a total of 694,801
own shares corresponding to approximately 0.4% of
the total number of shares in Citycon. The shares were
purchased at an average price of approximately EUR
3.8 per share. The total amount used for the repurchase
was approximately EUR 2.6 million. The shares were
repurchased in public trading on Nasdaq Helsinki Ltd
at the market price prevailing at the time of purchase,
provided, however, that the maximum price was EUR
3.80 per share. The shares were cancelled on 14 July
2025. In addition, Citycon issued and transferred a total
of 32,517 new shares during January–December 2025
as part of the remuneration paid under its long term
incentive plans.
At the end of December 2025, Citycon had a total of
18,878 registered shareholders (Q4/2024: 25,660
shareholders), of which 9 were account managers of
nominee-registered shares. Holders of the nominee-
registered shares held approximately 141.6 million
(Q4/2024: 124.7 million) shares, or 77.1% of shares and
voting rights in the company (Q4/2024: 67.7%). The
most significant registered shareholders can be found
on company’s website citycon.com/major-shareholders.
Further information of the company’s stock listing,
trading volume, share price, market cap, share capital,
most significant registered shareholders, of the
distribution of ownership and of the issue-adjusted
average number of shares can be found on on pages
36–37 of the Financial Review.
Shares and share capital
MEUR 2025
Share capital at period-start MEUR 259.6
Share capital at period-end MEUR 259.6
Number of shares at period-start 184,231,295
Number of shares at period-end 183,569,011
Public tender offer for Citycon shares
On 3 November 2025, G City Ltd announced that it
would launch a mandatory public cash tender offer for
all outstanding shares and option rights in Citycon Oyj
on 2 January 2026.
Board authorisations
In addition to the above explained asset distribution
authorisation of the Board of Directors, the Board of
Directors of the company had two valid authorisations
at the period-end granted by the AGM held on 3 April
2025:
• The Board of Directors may decide on an issuance
of a maximum of 16 million shares or special rights
entitling to shares referred to in Chapter 10 Section 1
of the Finnish Companies Act, which corresponded to
approximately 8.7% of all the sharesin the company
at the period-end. The authorisation is valid until the
close of the next AGM, however, no longer than until
30 June 2026.
• The Board of Directors may decide on the repurchase
and/or on the acceptance as pledge of the company’s
own shares in one or several tranches. The amount
of own shares to be repurchased and/or accepted
as pledge shall not exceed 30 million shares, which
corresponded to approximately 16.3% of all the shares
in the company at the period-end. The authorisation
is valid until the close of the next AGM, however, no
longer than until 30 June 2026.
During January – December 2025, the Board of
Directors used its authorisation as follows:
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Share issue for the deliveries of rewards of long-
term incentive plans
On 3 April 2025, the Board of Directors of Citycon
resolved on a directed share issue without consideration
to pay rewards relating to the Restricted Share Plan
2020–2022 (7,000 shares), Restricted Share Plan
2024–2027 (12 500 shares), Matching Share Plan
2022–2024 (8 017 shares) and Performance Share Plan
2020–2022 (5 000 shares). In the share issue, total
32,517new shares in the company were issued without
consideration to the management and key personnel of
the company in accordance with the terms and
conditions of the plan. The shares were delivered on 11
April 2025.
Share buy-back program
On 23 June 2025, Citycon launched a share buyback
program. According to the Board decision, the
maximum number ofshares to be repurchased was
12,000,000 and the maximum amount to be used
for the repurchases was EUR 45,6 million. The share
repurchases started on 23 June 2025 and ended on
11 July 2025. Citycon repurchased a total of 694,801
own shares corresponding to approximately 0.4% of
the total number of shares in Citycon. The shares were
purchased at an average price of approximately EUR
3.8 per share. The total amount used for the repurchase
was approximately EUR 2.6 million. The shares were
repurchased in public trading on Nasdaq Helsinki Ltd
at the market price prevailing at the time of purchase,
provided, however, that the maximum price was EUR
3.80 per share. The shares were cancelled on 14 July
2025.
Own shares
During the reporting period, the company held a total
of 694,801 of the company’s own shares. The shares
were cancelled on 14 July 2025. At the end of the period,
the company or its subsidiaries held no shares in the
company.
Flagging notices
• Citycon received one flagging notification on 28
January 2025 according to which Phoenix Financial
Ltd.’s holding of shares in Citycon has increased over
five (5) percent on 24 January 2025.
• Citycon received one flagging notification on 3
Novembery 2025 according to which G City Ltd.
holding of shares in Citycon has increased over fifty
(50) percent on 3 November 2025.
• Citycon received one flagging notification on 4
November 2025 according to which Phoenix Financial
Ltd.’s holding of shares in Citycon has decreased
below five (5) percent on 3 November 2025.
Incentive plans
Long-term Share-based Incentive Plans
Citycon has nine long-term share-based incentive plans
for the Group key employees:
• Option Plan 2025 D–F,
• CFO Restricted Share Unit Plan 2025-2028, and
• Restricted Share Plan 2023–2025 (Key employees,
excl. Corporate Management Committee).
In April 2025, the company made the final reward
payments under the following plans: 1) CEO Restricted
Share Plan 2024–2027, 2) Performance Share Plan
2020–2022, 3) Matching Share Plan 2022–2024 and 4)
Restricted Share Plan 2020–2022.
Following the reward payments all allocated shares
were delivered from those plans. Additionally, CFO
Performance Share Plan 2024–2026 expired in January
2025 in line with the CFO termination agreement.
In April 2025, the Board of Directors established the
Option Plan 2025A–C and Restricted Share Unit Plan
2025–2028 for the new CEO. Following the change
of CEO and based on the CEO termination agreement
the Option Plan 2024 A–C (CEO) and the Restricted
Share Unit Plan 2025–2028 (CEO) were discontinued
in September 2025. Furthermore, the Option Plan 2024
(Corporate Management Committee) was discontinued
in September 2025 in accordance with the terms
and conditions of the plan, as there are no longer any
participants.
Shares held by members of the board
of directors and by the company
management
The members of the Board of Directors of Citycon, the
CEO, the other Corporate Management Committee
members held a total of 656 720 company shares on
31 December 2024. These shareholdings represented
0.4% of the company’s total shares and total voting
rights.
Details of the shareholdings of the members of the
Board of Directors, the CEO and the other members of
the Corporate Management Committee are available on
the company’s website at
www.citycon.com/managers-holdings-shares.
Events after the reporting period
The mandatory public cash tender offer published by
G City Ltd for all shares and stock options issued by
Citycon commenced on 2 January 2026.
As announced on 13 January 2026, Citycon’s Board of
Directors resolved on a one time equity repayment of
EUR 0.20 per share. Based on the current total number
of shares (183,569,011), the total amount of equity
repayment is EUR 36.7 million. The repayment was paid
to shareholders on 27 January 2026.
On 16 January 2026, Citycon announced that the
Company’s Board of Directors had issued its statement
regarding the mandatory public cash tender offer made
by G City Ltd. In its statement, the Board recommended
that shareholders accept the offer.
On 23 January 2026, Citycon announced that it had
signed a new financing arrangement consisting of a
EUR 270 million secured loan and an additional EUR 250
million accordion option.
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Risk and risk management
The objective of Citycon’s risk management is to
ensure that the business targets are achieved by
identifying, assessing and monitoring key risks
which may threaten these targets, and to the extent
possible, avoid, transfer or mitigate these risks.
Risk management principles
Citycon is exposed to various risks through the normal
course of its activities. No business can be conducted
without accepting a certain risk level, and expected
gains are to be assessed against the involved risks.
Successful risk management implemented in the
business processes decreases the likelihood of risk
realization and mitigates the negative effects of
realised risk. Many of the risks and threats have not
only potential negative effects, but could also develop
in a favourable manner, or if effective proactive
measures are taken, be turned into opportunities for
Citycon.
The Board of Directors determines Citycon’s strategic
direction and is jointly with the Management
Committee responsible for the long term and overall
management of strategic risks. The operational risks,
financial risks and hazard risks are managed in the
various functions as a part of operational management.
Each function has a dedicated person who is the owner
of the risks in that area and also responsible for the
reporting of the risks, the mitigation plans and the
follow-up on their implementation.
Risk reporting
The risk management and reporting process involves
identifying, assessing, quantifying, mitigating and
monitoring risks in all main business operations and
processes. The process also includes evaluation of
existing, and the planning of new, risk mitigation plans
for the identified risks in order to continuously improve
risk management processes.
The risk reporting process gathers data on risks
and the respective mitigation plans into one group-
wide risk register. The CFO is responsible for the risk
reporting process and evaluates which risks to present
to Citycon’s Board of Directors to facilitate discussion
and inform about the major risks in the company.
This is done during the budgeting process so that
the risks are linked to the annual targets. In order to
evaluate the importance of each risk and to improve the
comparativeness, an estimate of the loss associated
with each risk is determined together with the
probability of risk realization. The realised risks during
the previous year are also estimated and reported.
Identify
Assess &
quantify
Create
mitigation
plans
Report risks
and mitigation
plans to the
board
Monitor
Insurances
To transfer certain operational and hazard risks, Citycon
maintains a comprehensive insurance coverage to cover
damages, claims and liabilities potentially arising from
the Group’s business. The properties are insured under
the property damage policy to their full reconstruction
value, including business interruption insurance and
third-party liability insurance. Citycon also have other
customary insurance policies.
Board of Directors
Risk Report
Risk management
as part of continuous operational management
in Management Committee
• Operations
• Leasing
• Business development
• Property transactions
• Property development
• Reporting and accounting
• Property valuations
Business operations and functions
• Tax
• Funding
• Financial risk management
• Communication and IR
• Legal
• IT
• HR
Internal auditInternal control
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Risk and impact Risk management measures
Leasing • The economic development in Citycon’s operating countries impacts consumer confidence which could affect demand for
retail premises. This may lead to lower rental levels or increased vacancy. It could also increase the risks for credit losses or
decrease turnover based rental income.
• Continued high inflation environment and increased energy costs could affect negatively to consumer purchase power and
increase the risk of tenant bankruptcies and weaken tenant’s capability to pay rent which could increase Citycon’s vacancy and
weaken results.
• The growing online retailing that affects customer behavior, or increased local competition may affect demand for retail
premises and put pressure on rental levels or increase vacancy, especially in less urban locations.
• Citycon’s strategy to focus on grocery anchored, urban shopping centres connected to public transportation with necessity-driven
retail has proven its stability in various market conditions with steady cash flows, occupancy and low credit losses also during a
downturn. This strategy also decreases the negative effects of the increasing online retailing.
• The fact that most of the company’s assets are in AAA/AA+ rated countries decreases the risk of a major downturn affecting the
retail sector.
• Citycon is continuously following and analysing tenants to identify risk tenants, and requires a rent collateral.
• Tenant diversification has improved considerably through focused leasing efforts and through pan-Nordic strategy and the share
of risk tenants has actively been decreased.
Tenant
concentration risk
• A material share of leased area and GRI comes from a small number of major tenants. Any negative developments, like store
closures or lease changes, could disproportionately affect income, occupancy, cash flow, and asset values. High tenant
concentration increases exposure to tenant-specific risks.
• The risk is mitigated through active monitoring of major tenants, including regular reviews of financial performance and/or annual
meetings with tenants to discuss financial outlooks and strategic developments.
• Active leasing efforts help ensure a diversified tenant mix, reducing dependency on individual tenants and strengthening the
portfolio’s overall resilience.
Property
Development
& transactions
• The planned divestments of centers may be delayed due to the weak market conditions and the low liquidity of secondary
assets.
• Increased costs in development projects due to rising construction costs or delays due to unforeseeable challenges.
• Reduced demand for new retail space could result in a low occupancy rate or lower than planned rent levels in new premises.
• Maintaining relatively low level of development exposure and keeping no landbank.
• Construction costs are managed through competitive tendering, careful project monitoring of costs and by entering into contracts
with price caps when appropriate.
• Leasing risks are minimised by having strict pre-leasing requirements prior to project start, by signing agreements with key anchor
tenants at an early stage and by carrying out developments in proven retail locations with strong and growing demographics.
Operations • A major accident, system failure, or terrorist incident could threaten the safety of shoppers and retailers, leading to loss of
consumer confidence and thereby loss of income and extra costs.
• Risk of increased operating cost for e.g. maintenance, energy or security. In some lease agreements the rent paid by the
lessee is not affected by changed operating expenses, and a rise in operating expenses higher than inflation would decrease
the profitability. Also, when the higher costs can be passed to tenants, rising operating expenses may reduce tenants’ rental
payment capacity.
• Governmental restrictions due to new pandemic could threaten footfall and tenants’ ability to conduct business.
• Risk of accidents and incidents mitigated by adequate security plans and incident procedures supported by crisis case exercises
for personnel.
• Comprehensive insurance coverage.
• Citycon tries to minimize the impact of rising operating expenses by lease contracts with specified rent components when possible
and charging tenants based on actual operating costs.
• Efficient centralized procurement, frame contracts with service providers and suppliers, cost monitoring and cost benchmarking
between shopping centres.
• To mitigate the risk of energy price hikes, electricity prices are fixed according to a hedging policy, and energy efficiency actions
have been implemented.
Property
values
• The value of the properties can decrease for a number of reasons: a weaker economic environment impacting consumer
purchase power, changes in -competition and consumer behaviour towards internet shopping, reduced availability and higher
cost of financing and the relative attractiveness of other asset classes. The changes may lead to higher yield requirements,
decreased market rents and increased vacancy rates.
• While many of the factors affecting property values cannot be influenced, Citycon seeks to impact the fair market value through
active shopping centre management and optimising the profitability of its centres.
• Citycon’s strategy to focus on urban mixed-use centres with necessity-driven retail and services in strong and growing locations
results in relatively stable property valuations throughout the economic cycle.
• Citycon’s presence in five highly rated countries gives country risk diversification and decreases the volatility of the total property
values.
Environment • Environmental concerns, customer expectations or legislation might restrict or impact Citycon’s business, land use and
construction.
• Risks associated with e.g. climate change might affect Citycon’s business environment. For example, extreme weather
conditions and regulation implemented to mitigate and adapt to climate change can increase energy, maintenance and
construction costs.
• Environmental impact assessments are conducted in connection with major projects.
• Ensuring the environmental compliance of our buildings through energy investments, internal management practices, green
energy purchase and production as well as external standards and certifications.
• A sustainability strategy with clear short-term and long-term goals.
People • An expert organisation of Citycon’s nature relies heavily on its personnel for success, and therefore it is crucial to attract and
retain the right people, develop competencies and ensure clear roles and targets.
• Citycon sees good leadership as essential to reduce personnel related risks and places great emphasis on target-setting and
performance management, competence development, career advancement, and commitment of key employees.
Financing • Both bank and bond financing have been available for Citycon, but willingness to lend at competitive terms could decline due to
credit rating downgrades, turmoil in financial markets, tightening regulation or other reasons, which could affect the availability
or cost of debt financing.
• If interest rates continue to be at high level, it will inevitably increase Citycon’s financial expenses over time.
• Citycon has a conservative but active financing policy, with a focus on long-term financing, a solid balance sheet and keeping
70–90% of debt tied to fixed interest rates to reduce the effects of increased interest rates.
• Actively investigating different funding sources and proactively refinancing and extending debt maturities to limit repricing risk and
ensure cost stability.
• Maintaining a credible credit profile and sufficient liquidity.
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Shares and shareholders
Listing
Market place Nasdaq Helsinki
Listed since 1988
Trading currency euro
Segment Mid Cap
Sector Financials
Sub-industry Real Estate Operating Companies
Trading code CTY1S
ISIN code FI4000369947
Shares and share capital
Citycon Oyj’s shares are listed on Nasdaq Helsinki.
Citycon has one series of shares and each share entitles
its holder to one vote at the General Meeting and to an
equal dividend. The shares have no nominal value.
At year-end 2025, Citycon’s total number of shares was
183,569,011. The market capitalisation of Citycon at
the end of 2025 was EUR 0.7 billion based on the stock
price of EUR 3.99.
In 2025, approximately 67.4 million Citycon shares
were traded on the Helsinki Stock Exchange. The
daily average trading volume was 269,604 shares,
representing a daily average turnover of approximately
EUR 1.0 million.
Shareholders
The number of registered shareholders at year-end
2025 was 18,878 (25,660). Shares owned by nominee-
registered parties equaled 77.1% at year-end 2025
(67.7%). Citycon is one of the companies on the Helsinki
Stock Exchange with the most international ownership
base.
Largest shareholders
Citycon’s largest shareholders according to Euroclear
Finland are listed in the table below.
In total, G City Ltd. and its wholly-owned subsidiary
Gazit Europe Netherlands own 59.1% of the total
shares and votes in the company (108,472,355 shares
as of 31 December 2025). Their shareholdings are
mostly nominee-registered. The above-mentioned
shareholdings include their direct ownership mentioned
on the table above.
Dividend payout
The Board of Directors proposes to the Annual General
Meeting that no equity repayment will be distributed
from the invested unrestricted equity fund from the
financial period ending 31 December 2025, and that the
result for the period is booked to the retained earnings.
The Board of Directors will reassess the proposal in
connection with the publication of the notice to the
Annual General Meeting, which will be issued no later
than three weeks before the meeting.
Share price and trading
2025 2024 2023 2022 2021
Number of shares traded 1,000 x 67,401 75,495 61,626 84,382 94,293
Stock turnover % 36.7 41.0 35.8 50.2 56.0
Share price, high EUR 4.01 5.21 7.01 7.57 8.18
Share price, low EUR 2.93 3.13 4.89 5.96 6.67
Share price, average EUR 3.55 4.03 5.93 6.81 7.37
Share price, closing EUR 3.99 3.22 5.20 6.26 7.00
Market capitalisation, period-end MEUR 731.7 592.9 894.4 1,050.9 1,179.5
Number of shares, period-end 1,000 x 183,569 184,231 171,994 168,009 168,499
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Major shareholders 31 December 2025
In total, G City Ltd. (former Gazit-Globe Ltd.) and its
wholly-owned subsidiary Gazit Europe Netherlands
own 59.1% of the total shares and votes in the company
(108,472,355 shares as of 31 December 2025).
Their shareholdings are mostly nominee-registered.
The above-mentioned shareholdings include their
direct ownership mentioned on the list below. More
information on ownership of G City Ltd. and Gazit
Europe Netherlands BV is available on company’s
website: citycon.com/investors/major-shareholders
Major shareholders 31 December 2025
Shares %
Ilmarinen Mutual Pension Insurance Company 13,299,139 7.2%
G City Ltd
1
7,478,183 4.1%
Zeroman Oy 796,666 0.4%
Nordea Life Assurance Finland Ltd. 613,606 0.3%
Pakkanen Mikko Pertti Juhani 500,000 0.3%
OP-Finland Index Fund 338,313 0.2%
Aaronson Investment Oy 279,000 0.2%
Gripenberg Gerda Margareta Lindsay Db 264,000 0.1%
Nordea Finnish Passive Fund 204,893 0.1%
National Defence Support Foundation 190,000 0.1%
10 largets shareholders, total 23,963,800 13.1%
Nominee-registered shares 141,584,697 77.1%
Others 18,020,514 9.8%
Total 183,569,011 100%
1
Includes non-nominee-registered ownership. In total, G City Ltd. and its wholly-owned subsidiary Gazit Europe Netherlands own 59.1% of the total shares and
votes in the company (108,472,355 shares as of 31 December 2025).
Shareholders by ownergroup 31 December 2025
Number of shareholders % Number of shares %
Financial and insurance corporations 21 0.1% 136,026,113 74.1%
Corporations 628 3.3% 3,537,695 1.9%
Households 18,076 95.8% 14,291,179 7.8%
General government 2 0.0% 13,304,139 7.3%
Foreign 46 0.2% 15,224,299 8.3%
Non-profit institutions 96 0.5% 1,185,586 0.7%
Total 18,869 100% 183,569,011 100%
Shareholdings by number of shares 31 December 2025
Number of shares Number of shareholders % Number of shares %
1–100 7,047 37.3% 298.491 0.2%
101–1,000 8,878 47.0% 3,401,490 1.9%
1,001–10,000 2,690 14.3% 7,523,882 4.1%
10,001–100,000 239 1.3% 5,852,168 3.2%
100,001–1,000,000 19 0.1% 5,720,901 3.1%
1,000,001 + 5 0.0% 160,772,079 87.6%
Total 18,878 100% 183,569,011 100%
36
Financial statementsFinancial review Financial Review 2025
36
Financial statementsFinancial review
Key figures and financial development for three years
Formula 2025 2024 2023
Income statement data
Gross rental income 223.1 235.4 215.3
Net rental income
1
Finland & Estonia 101.5 105.3 99.5
Norway 54.4 60.5 62.5
Sweden & Denmark 53.2 49.0 34.1
Other 0.0 0.0 −0.4
Net rental income total 209.2 214.7 195.7
Other operating income and expense −6.4 2.3 0.0
Operating profit/loss 226.6 29.8 −38.0
Result before taxes 126.1 −47.0 −122.3
Result for the period attributable to parent company shareholders 95.0 −37.9 −115.0
Statement of financial position data
Investment properties
2
3,265.9 3,627.8 3,858.2
Current assets
3
120.6 411.3 99.4
Total equity 1,899.3 1,858.5 1,987.5
Equity attributable to parent company shareholders 1,336.4 1,265.7 1,380.1
Non-controlling interest 0.0 0.0 0.0
Interest-bearing liabilities 1,804.5 2,131.5 1,864.4
Total liabilities 2,164.5 2,444.6 2,220.9
Total liabilities and shareholders’ equity 4,063.8 4,303.1 4,208.4
Number of properties
4
31 31 34
1
Citycon changed its operating segments and segment reporting starting from 1 January 2025. The new segments are Finland & Estonia, Norway and Sweden &
Denmark. Previously the segments were Finland, Norway, Sweden and Denmark & Estonia. The comparison period figures have been updated to correspond with
the new segments.
2
Excludes properties classified to held for sale
3
Current assets for 31 December 2023 has been revised by reclassifying a deferred payment of EUR 17.1 million related to asset divested in December 2022 from
long-term receivables to short-term receivables due to payment being due for payment at the end of December 2024. Previously reported amount was EUR 82.3
million.
4
Kista Galleria 50% not included in 2021-2023 numbers.
5
The Board of Directors proposes to the Annual General Meeting that no equity repayment will be distributed from the invested unrestricted equity fund from the
financial period ending 31 December 2025, and that the result for the period is booked to the retained earnings. The Board of Directors will reassess the proposal in
connection with the publication of the notice to the Annual General Meeting, which will be issued no later than three weeks before the meeting.
Formulas are presented on section Formulas for key figures and ratios.
Formula 2025 2024 2023
Key performance ratios
Equity ratio, % 1 46.8 43.3 47.4
Loan to value (LTV), % 2 44.9 47.3 46.3
Return on equity, % (ROE) 3 7.3 −2.7 −7.5
Return on investment, % (ROI) 4 5.9 0.7 −1.9
Quick ratio 5 3.0 4.8 0.2
Gross capital expenditure, MEUR 22.2 382.3 95.9
% of gross rental income 9.9 162.4 44.5
Per-share figures and ratios
Earnings per share, EUR 6 0.29 −0.40 −0.70
Earnings per share, diluted, EUR 7 0.29 −0.40 −0.70
Net cash from operating activities per share, EUR 8 0.64 0.71 0.75
Equity per share, EUR 9 10.35 10.09 11.56
P/E (price/earnings) ratio 10 14 - -
Return from invested unrestricted equity fund per share,
EUR
5
0.00 0.30 0.50
Dividend per share, EUR
5
- - -
Dividend and return from invested unrestricted equity fund
per share total, EUR
5
0.00 0.30 0.50
Dividend and return of equity per earnings, % 11 - - -
Effective dividend and return of equity yield, % 12 0.0 9.3 9.6
Issue-adjusted average number of shares (1,000)
6
183,905 182,316 168,285
Issue-adjusted number of shares at the end of financial
year (1,000)
6
183,569 184,231 171,994
Operative key ratios
Occupancy rate (economic), %
4
13 94.3 94.1 94.9
Citycon’s GLA, sq.m.
4
988,211 999,497 1,011,490
Personnel (at the end of the period) 156 164 234
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Financial statementsFinancial review Financial Review 2025
37
Financial statementsFinancial review
Formulas for key figures and ratios
1) Equity ratio, % Total Equity
X 100
Balance sheet total - advances received
2) Loan to value (LTV), % Interest bearing liabilities – lease liabilities (IFRS 16) – cash and cash equivalents
X 100
Fair value of investment properties + assets held for sale + investments in joint ventures -
right-of-use assets classified as investment properties (IFRS 16)
3) Return on equity (ROE), % Result for the period
X 100
Total Equity attributable to parent company shareholders (weighted average)
4) Return on investment (ROI), % Result before taxes + interest and other financial expenses
X 100
Balance sheet total (average) - non-interest-bearing liabilities (average)
5) Quick ratio Current assets
Short-term liabilities
6) Earnings per share (EPS), EUR
1
Result for the period attributable to parent company shareholders
X 100
Average number of shares for the period
7) Earnings per share, diluted, EUR
1
Result for the period attributable to parent company shareholders
X 100
Diluted average number of shares for the period
8) Net cash from operating activities
per share, EUR
Net cash from operating activities
X 100
Average number of shares for the period
9) Equity per share, EUR Total equity
Number of shares on the balance sheet date
10) P/E ratio (price/earnings) Closing price at year-end
EPS
11) Dividend and return of equity
per earnings, %
Dividend and return of equity per share
X 100
EPS
12) Effective dividend and
return of equity yield, %
Dividend and return of equity per share
X 100
Closing price at year-end
13) Occupancy rate (economic), % Gross rental income as per leases
X 100
Estimated market rent of vacant premises + gross rental income as per leases
1
Transaction costs and coupons on hybrid bond are deducted from the result for the period attributable to parent company shareholders, despite the recognition
date (coupons are recorded based on the commitment to the payment). In addition, gains/losses and expenses on hybrid bond repayments are included in the
calculation.
38
Financial statementsFinancial review Financial Review 2025
38
Financial statementsFinancial review
Financial
statements
Citycon Oyj’s consolidated financial statements ...... 40
Consolidated income statement, IFRS ..............................40
Consolidated statement of
other comprehensive income, IFRS .....................................40
Consolidated statement of financial position, IFRS ....41
Consolidated cash flow statement, IFRS ..........................42
Consolidated statement of changes
in shareholders’ equity, IFRS .................................................... 43
Notes to the consolidated financial statements ......... 44
Parent company financial statements, FAS ................ 83
Notes to the parent company‘s financial
statements, FAS ............................................................................. 86
Signatures to the financial statements ..............................90
Auditor’s report ...............................................................................91
39
Financial statementsFinancial review Financial Review 2025
Citycon Oyj’s consolidated financial statements
Consolidated income statement, IFRS
MEUR Note 2025 2024
Gross rental income 1.2. 223.1 235.4
Service charge income 1.3. 80.6 85.9
Property operating expenses 1.4. −89.7 −104.5
Other expenses from leasing operations −4.8 −2.1
Net rental income 1.1. 209.2 214.7
Administrative expenses 1.5. −25.9 −33.2
Other operating income and expenses 1.3, 1.7. −6.4 2.3
Net fair value gains/losses on investment property 2.1. 51.1 −74.6
Net gains/losses on sale of investment property 1.1., 5.1. −1.4 −79.3
Operating profit/loss 226.6 29.8
Financial income 80.0 76.5
Financial expenses −180.5 −152.7
Net financial income and expenses 3.2. −100.5 −76.1
Share of profit/loss of associated companies and joint ventures 2.4. 0.0 −0.7
Result before taxes 126.1 −47.0
Current taxes 4.1. −1.3 −2.1
Change in deferred taxes 4.2. −29.9 11.2
Income taxes −31.2 9.2
Result for the period 95.0 −37.9
Result attributable to
Parent company shareholders 95.0 −37.9
Non-controlling interest 0.0 0.0
Earnings per share attributable to parent company shareholders:
1
Earnings per share (basic), EUR 1.8. 0.29 −0.40
Earnings per share (diluted), EUR 1.8. 0.29 −0.40
1
The key figure includes hybrid bond interests, amortized fees and gains/losses and expenses on hybrid bond repayments.
Consolidated statement of other comprehensive income, IFRS
MEUR Note 2025 2024
Result for the period 95.0 −37.9
Other comprehensive income/expenses
Items that may be reclassified to profit or loss in subsequent periods
Net gains/losses on cash flow hedges 3.2. 1.3 0.2
Share of other comprehensive income of associated companies and
joint ventures 0.0 0.0
Exchange gains/losses on translating foreign operations 17.7 −31.1
Net other comprehensive income that may be reclassified to profit or
loss in subsequent periods 19.0 −30.9
Other comprehensive income/expenses for the period, net of tax 19.0 −30.9
Total comprehensive profit/loss for the period 114.0 −68.8
Total comprehensive profit/loss attributable to
Parent company shareholders 114.0 −68.8
Non-controlling interest 0.0 0.0
Operating profit increased in 2025
Operating profit was EUR 226.6 million positive and increased
in 2025 due to fair value gains. Net rental income decreased
slightly in 2025 mainly due to divestments executed in 2024.
Result for the period in 2025 was impacted by higher
financial expenses
Overall financial performance was impacted by the net fair
value gain from investment properties of EUR 51.1 million
together with increased financial expenses.
40
Financial statementsFinancial review Financial Review 2025
Consolidated statement of financial position, IFRS
MEUR Note 31 December 2025 31 December 2024
ASSETS
Non-current assets
Investment properties 2.1. 3,265.9 3,627.8
Goodwill 5.2. 89.7 89.9
Investments in associated companies and joint ventures 2.4. 1.7 3.4
Intangible assets 4.3. 7.6 9.7
Property, plant and equipment 0.4 0.6
Deferred tax assets 4.2. 15.7 16.4
Derivative financial instruments 3.6. 19.5 30.0
Other non-current assets
3.9. 32.7 32.9
Total non-current assets
3,433.3 3,810.7
Assets held for sale 2.2. 510.0 81.1
Current assets
Derivative financial instruments 3.6. 1.8 6.5
Current tax receivables 0.0 0.3
Trade and other receivables
3.3., 4.4. 26.6 46.1
Cash and cash equivalents 3.8. 92.1 358.5
Total current assets
120.6 411.3
Total assets 4,063.8 4,303.1
MEUR Note 31 December 2025 31 December 2024
EQUITY AND LIABILITIES
Equity 3.1.
Share capital 259.6 259.6
Share premium fund 131.1 131.1
Fair value reserve 0.0 −1.3
Invested unrestricted equity fund 589.5 589.4
Translation reserve −253.4 −271.1
Retained earnings 609.6 558.0
Total equity attributable to parent company shareholders 1,336.4 1,265.7
Hybrid bond 3.1. 562.9 592.8
Non-controlling interest 0.0 0.0
Total equity 1,899.3 1,858.5
Long-term liabilities
Loans 3.3., 3.4. 1,674.0 2,110.7
Derivative financial instruments 3.3., 3.6. 34.0 12.7
Deferred tax liabilities 4.2. 238.9 208.4
Other liabilities 0.2 0.2
Total long-term liabilities 1,947.1 2,331.9
Short-term liabilities
Loans 3.3., 3.4. 130.5 20.8
Derivative financial instruments 3.3., 3.6. 1.4 3.9
Current tax liabilities 2.3 1.8
Trade and other payables 3.3., 4.5. 83.2 86.2
Total short-term liabilities 217.5 112.6
Total liabilities 2,164.5 2,444.6
Total liabilities and equity 4,063.8 4,303.1
Investment property values decreased due to transfers into held for sale assets
Fair value of investment properties decreased by EUR 490.6 million due to transfers into held for sale assets, while
fair value gains of EUR 51.1 million, changes in exchange rates of EUR 49.7 million and investments of EUR 23.0
million increased the value of investment properties.
41
Financial statementsFinancial review Financial Review 2025
Consolidated cash flow statement, IFRS
MEUR Note 2025 2024
Cash flow from operating activities
Result before taxes 126.1 −47.0
Adjustments 53.3 233.1
Cash flow before change in working capital 179.4 186.1
Change in trade and other receivables 4.4. 11.7 13.0
Change in trade and other payables 4.5. −12.2 −10.1
Change in working capital −0.5 2.9
Cash generated from operations 178.9 189.0
Interest expenses and other financial expenses paid −71.1 −63.0
Interest income and other financial income received 10.3 5.8
Taxes paid −0.6 −2.2
Net Cash from operating activities 117.4 129.6
Cash flow from investing activities
Acquisition of investment properties and subsidiaries, less cash
acquired 2.1., 2.2., 5.1. 0.0 −62.7
Capital expenditure on investment properties 2.1., 2.2. −23.6 −48.1
Capital expenditure on investments in joint ventures, intangible
assets and PP&E 2.4., 4.3. −1.2 −1.0
Sale of investment properties and subsidiaries 2.2., 5.1. 60.2 299.9
Net cash from/used in investing activities 35.4 188.1
Cash flow from financing activities
Proceeds from short-term loans 3.4. 41.4 256.1
Repayments of short-term loans 3.4. −88.3 −800.5
Proceeds from long-term loans 3.4. 443.2 641.6
Repayments of long-term loans 3.4. −742.5 −29.9
Hybrid bond repayments 3.1. −37.3 -
Hybrid bond interest and expenses 3.1. −33.7 −48.7
Proceeds and costs from share issue 3.1. 0.0 46.6
Repurchase of treasury shares and costs 3.1. −2.9 -
Dividends and return from the invested unrestricted equity fund 3.1. 0.0 −55.2
Realised exchange rate gains and losses −0.6 7.7
Net cash from/used in financing activities −420.8 17.7
Net change in cash and cash equivalents −267.9 335.4
Cash and cash equivalents at period-start 3.8. 358.5 25.2
Effects of exchange rate changes 1.6 −2.2
Cash and cash equivalents at period-end 3.8. 92.1 358.5
MEUR Note 2025 2024
Adjustments:
Depreciation and amortisation 1.5., 4.3. 2.9 2.9
Net fair value gains/losses on investment property 2.1. −51.1 74.6
Gains/losses on disposal of investment property 1.1., 5.1. 1.4 79.3
Financial income 3.2. −80.0 −76.5
Financial expenses 3.2. 180.5 152.7
Share of profit/loss of associated companies and joint ventures 2.4. 0.0 0.7
Share-based payments 1.6. −0.6 −0.6
Other adjustments 0.3 0.1
Total 53.3 233.1
MEUR Note 2025 2024
Net cash from operating activities 117.4 129.6
Average number of shares (1,000) 183,905 182,316
Net cash from operating activities per share 0.64 0.71
Net cash from operating activities decreased to EUR 117.4 million from previous year
During 2025 Citycon invested EUR 23.6 million in investment properties. Investments were financed by cash
generated from operations and divestments and from cash reserves. Net cash from operations per share
decreased to EUR 0.64.
42
Financial statementsFinancial review Financial Review 2025
Consolidated statement of changes in shareholders’ equity, IFRS
Equity attributable to parent company shareholders
MEUR
Share
capital
Share
premium
fund
Fair value
reserve
Invested
unrestricted
equity fund
Translation
reserve
Retained
earnings Total Hybrid bond
Non-
controlling
interest Total equity
Balance at 1 January 2024 259.6 131.1 −1.4 596.8 −240.0 634.1 1,380.1 607.3 0.0 1,987.5
Result for the period 2024 −37.9 −37.9 −37.9
Net gains on cash flow hedges (Note 3.2.) 0.2 0.2 0.2
Exchange gains/losses on translating foreign operations −31.1 −31.1 −31.1
Total other comprehensive income/expenses for the period,
net of tax 0.2 −31.1 −30.9 −30.9
Total comprehensive profit/loss for the period 0.2 −31.1 −37.9 −68.8 −68.8
Hybrid bond repayments (Note 3.1.) 0.0 0.0
Gains/losses on hybrid bond repayments (Note 3.1.) −2.2 −2.2 −2.2
Hybrid bond interest and expenses (Note 3.1.) −34.7 −34.7 −14.5 −49.2
Share issue and costs (Note 3.1.) 47.8 47.8 47.8
Dividends paid and equity return (Note 3.1.) −55.2 −55.2 −55.2
Share-based payments (Note 1.6.) −1.3 −1.3 −1.3
Other changes 0.0 0.0 0.0
Balance at 31 December 2024 259.6 131.1 −1.3 589.4 −271.1 558.0 1,265.7 592.8 0.0 1,858.5
Result for the period 2025 95.0 95.0 95.0
Net gains on cash flow hedges (Note 3.2.) 1.3 1.3 1.3
Exchange gains/losses on translating foreign operations 17.7 17.7 17.7
Total other comprehensive income/expenses for the period,
net of tax 1.3 17.7 19.0 19.0
Total comprehensive profit/loss for the period 1.3 17.7 95.0 114.0 114.0
Hybrid bond repayments (Note 3.1.) 0.0 −34.6 −34.6
Gains/losses on hybrid bond repayments (Note 3.1.) −2.7 −2.7 −2.7
Hybrid bond interest and expenses (Note 3.1.) −37.4 −37.4 4.7 −32.8
Share issue and costs (Note 3.1.) 0.1 0.1 0.1
Dividends paid and equity return (Note 3.1.) 0.0 0.0
Repurchase of treasury shares and costs (Note 3.1) −2.9 −2.9 −2.9
Share-based payments (Note 1.6.) −0.3 −0.3 −0.3
Other changes 0.0 0.0 0.0
Balance at 31 December 2025 259.6 131.1 0.0 589.5 -253.4 609.6 1,336.4 562.9 0.0 1,899.3
Result for the period increased equity
Result for the period was EUR 95.0 million. A
total of EUR 32.8 million of hybrid bond interest
and expenses were recognized in total equity. FX
translation gains were EUR 17.7 million.
43
Financial statementsFinancial review Financial Review 2025
Notes to the consolidated financial statements
This table presents the Notes to the Financial Statements of Citycon Group and the accounting principles related to the Notes.
In addition, the table presents the IFRS standards in which the accounting principles are based on.
Accounting Policy Note Number IFRS
Segment information Segment information 1.1. IFRS8
Revenue recognition, other income and trade
and other receivables
Gross rental income, Revenue from contracts
with customers, Other operating income and
expenses, Trade and other receivables
1.2., 1.3., 1.7., 4.4. IFRS16, IFRS15, IFRS9
Employee benefits and share-based payments Employee benefits and personnel expenses 1.6. IAS19, IFRS2
Earnings per share Earnings per share 1.8. IAS33
Investment property Investment properties and related liabilities,
Right-of-use assets
2.1., 2.3. IAS40, IFRS13, IFRS16
Assets held for sale Assets held for sale 2.2. IAS40, IFRS5
Investments in associates and joint ventures Investments in joint ventures, Investments in
associates
2.4. IAS28, IFRS11, IFRS12
Financial Instruments: Disclosures, Presentation,
Recognition and Measurement
Equity, Net financial income and expenses,
Classification of financial instruments, Loans,
Financial risk management, Derivative financial
instruments, Cash and cash equivalents,
Other non-current assets, Trade and other
receivables, Trade and other payables
3.1., 3.2., 3.3., 3.4., 3.5., 3.6., 3.8., 3.9., 4.4., 4.5. IAS32, IFRS7, IFRS9, IFRS16
Provisions, Contingent Liabilities, Contingent Assets Commitments and contingent liabilities 2.1., 3.7. IAS37
Consolidated Financial Statements, Business Combination Acquisitions and disposals, Goodwill,
Acquisition of non-controlling interests
5.1., 5.2., 5.3. IAS40, IFRS10, IFRS3
Related Party Disclosures Related party transactions and changes in
group structure
5.4. IAS24
Impairment of Assets Goodwill, Intangible assets, Trade and other
receivables
4.3., 4.4., 5.2. IAS36, IFRS9
Income taxes Income taxes, Deferred tax assets and liabilities 4.1., 4.2. IAS12
Intangible assets Intangible assets 4.3. IAS38
Events after the Reporting Period Post balance sheet date events 5.6. IAS10
Contingent liabilities Capital Commitments, VAT refund liabilities,
Securities and Pledges
2.1., 3.7. -
44
Financial statementsFinancial review Financial Review 2025
Basic company data
As a real estate investment company specialising in
retail properties, Citycon operates in Finland, Norway,
Sweden, Estonia and Denmark. Citycon is a Finnish
public limited liability company established under
Finnish law and domiciled in Helsinki, the address of its
registered office being Piispansilta 9 A 1, 02230 Espoo.
The official name of the company is Citycon Oyj.
The Board of Directors has approved the financial
statements of the company on 26th February 2026. In
accordance with the Finnish Limited Liability Companies
Act, Annual General Meeting has the right to not
approve the financial statements approved by the Board
of Directors and return the financial statements back to
the Board of Directors for a correction.
A copy of Citycon’s consolidated financial statements is
available on the corporate website at www.citycon.com
and from the Group’s headquarters at the address
Piispansilta 9 A FI-02230 Espoo, Finland.
Basis of preparation
Citycon has prepared its consolidated financial
statements in accordance with the International
Financial Reporting Standards (IFRS) and applied the
International Accounting Standards (IAS) and IFRS
as well as Standing Interpretations Committee (SIC)
and International Financial Reporting Interpretations
Committee (IFRIC) interpretations effective as of 31
December 2025. International financial reporting
standards refer to the approved applicable standards
and their interpretations under Finnish accounting
legislation and the following rules on European Union
Regulation No. 1606/2002. Notes to the consolidated
financial statements are also in compliance with Finnish
accounting legislation and community legislation.
Financial assets and liabilities are classified either
as financial assets or liabilities at amortised cost or
financial assets or liabilities at fair value through profit
or loss. Financial assets held at amortised cost include
rent and trade receivables, interest receivables and cash
and cash equivalents. Financial liabilities at amortised
cost include loans, trade payables and interest payables.
Financial assets and liabilities at fair value through profit
or loss include foreign exchange derivative contracts,
cross currency swaps and interest rate options. In
addition, investment properties are measured at fair
value following their initial recognition. In other respects,
the consolidated financial statements are prepared at
historical cost.
XBRL tags in the ESEF financial statement are audited.
The financial statements are shown in millions of euros
and rounded in hundred thousands of euros.
Key estimates and assumptions and
accounting policies requiring judgment
Preparing the financial statements under IFRS
requires that the company’s management make
certain accounting estimates and assumptions,
which have an effect on the application of the
accounting policies and the reported amounts of
assets, liabilities, income and expenses, as well
as notes to the accounts. These estimates and
associated assumptions are based on historical
experience and various other factors deemed
reasonable under the circumstances, the results of
which form the basis of management judgements
about the carrying values of assets and liabilities
that are not readily apparent from other sources.
Although these estimates are based on the best
knowledge and current information available, the
actual results may differ from the estimates due
to uncertainty related to these assumptions and
estimates.
The estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised for the
period in which the estimate is revised if the
revision affects only that period, or in the current
and future periods if the revision affects both
current and future periods.
Key estimates and assumptions and accounting
policies requiring judgment regarding business
activities are presented together with the relevant
note.
Note Key estimates and assumptions2.1. Investment properties Measuring the fair value of and related liabilitiesinvestment properties2.2. Assets held for sale Classification of investment properties2.3. Right-of-use assets Assessing the probability of exercising extension options4.1. Income Taxes Estimates and assumptions related to tax calculations4.2. Deferred tax assets Recoverability of deferred tax and liabilitiesassets4.4. Trade and other Estimation of expected credit receivableslosses5.1. Acquisitions and Classification of business and disposalsasset acquisitions5.2. Goodwill Impairment testing of goodwill
45
Financial statementsFinancial review Financial Review 2025
1. Operating performance
1.1. Segment information
The geographical segments of Citycon are Finland &
Estonia, Norway and Sweden & Denmark. The segment
Other mainly includes administrative expenses arising
from the Group’s functions. Citycon changed its
operating segments and segment reporting starting
from 1 January 2025. Previously the segments were
Finland, Norway, Sweden and Denmark & Estonia.
The comparison period figures have been updated to
correspond with the new segments.
Citycon’s Board of directors assess the business units’
performance on the basis of Net Rental Income and
Direct Operating Profit. Fair value changes are also
reported to Citycon’s Board of directors by business unit.
Segment assets and liabilities consist of operating
items which the segment uses in its operations or which
can be allocated to the segment on a reasonable basis.
Unallocated items include tax and financial items, as well
as corporate items. No internal sales take place between
segments.
Capital expenditure includes additions to the investment
properties, associated companies , joint ventures,
property, plant and equipment and intangible assets in
the statement of financial position.
1 January–31 December 2025
Total IFRS MEUR Finland & Estonia Norway Sweden & Denmark OthersegmentsGross rental income 100.1 59.0 64.0 - 223.1Service charge income 37.9 21.5 21.1 0.0 80.6 Property operating expenses −35.5 −24.4 −29.8 0.0 −89.7 Other expenses from leasing operations −1.0 −1.7 −2.1 0.0 −4.8Net rental income 101.5 54.4 53.2 0.0 209.2 Direct administrative expenses −2.9 −3.1 −3.8 −16.0 −25.9 Direct other operating income and expenses 0.0 0.0 0.0 0.0 0.0Direct operating profit 98.6 51.3 49.4 −16.0 183.3 Indirect other operating income and expenses −2.6 −3.3 −0.1 −0.4 −6.4 Net fair value gains/losses on investment property −21.0 36.3 35.9 - 51.1 Gains/losses on disposal of investment property −0.4 −1.0 0.0 - −1.4Operating profit/loss 74.6 83.2 85.1 −16.4 226.6Allocated assets Investment properties 1,440.2 891.9 933.8 - 3,265.9 Assets held for sale 322.6 - 187.4 - 510.0 Other allocated assets 18.0 79.4 7.1 146.4 251.0Unallocated assets Deferred tax assets 15.7 15.7 Derivative financial instruments 21.3 21.3Assets 1,780.9 971.3 1,128.3 183.4 4,063.8Allocated liabilities Trade and other payables 11.0 9.9 14.1 48.2 83.2Unallocated liabilities Interest-bearing liabilities 1,804.5 1,804.5 Deferred tax liabilities 238.9 238.9 Derivative financial instruments 35.4 35.4 Other unallocated liabilities 2.5 2.5Liabilities 11.0 9.9 14.1 2,129.6 2,164.5Capital expenditure 9.7 6.4 5.5 0.6 22.2Number of shopping centres 10 10 8 - 28Number of other properties 2 1 - - 3
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Financial statementsFinancial review Financial Review 2025
None of the tenants’ proportion of Citycon’s gross rental
income exceeded 10% during financial years 2025
and 2024, and the management does not manage
operations according to customer segments.
1 January–31 December 2024
Total IFRS MEUR Finland & Estonia Norway Sweden & Denmark OthersegmentsGross rental income 109.8 65.4 60.2 - 235.4Service charge income 39.2 26.0 20.7 - 85.9 Property operating expenses −43.5 −30.3 −30.6 0.0 −104.5 Other expenses from leasing operations −0.2 −0.7 −1.3 0.0 −2.1Net rental income 105.3 60.5 49.0 0.0 214.7 Direct administrative expenses −2.8 −4.1 −3.6 −22.7 −33.2 Direct other operating income and expenses 2.2 −0.3 0.4 −0.1 2.2Direct operating profit 104.7 56.1 45.7 −22.8 183.6 Indirect other operating income and expenses 0.2 0.0 −0.1 0.0 0.1 Net fair value gains/losses on investment property −67.9 −27.5 20.8 - −74.6 Gains/losses on disposal of investment property −19.6 −50.2 −9.3 −0.2 −79.3Operating profit/loss 17.3 −21.6 57.1 −23.1 29.8Allocated assets Investment properties 1,765.5 836.1 1,026.1 - 3,627.8Assets held for sale 67.4 13.7 - - 81.1 Other allocated assets 23.2 84.7 10.3 423.1 541.2Unallocated assets Deferred tax assets 16.4 16.4 Derivative financial instruments 36.5 36.5Assets 1,856.1 934.6 1,036.4 476.0 4,303.1Allocated liabilities Trade and other payables 15.8 10.9 19.6 39.8 86.2Unallocated liabilities Interest-bearing liabilities 2,131.5 2,131.5 Deferred tax liabilities 208.4 208.4 Derivative financial instruments 16.6 16.6 Other unallocated liabilities 2.0 2.0Liabilities 15.8 10.9 19.6 2,398.3 2,444.6Capital expenditure 23.0 5.6 352.7 1.0 382.3Number of shopping centres 10 10 8 - 28Number of other properties 2 1 - - 3
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Financial statementsFinancial review Financial Review 2025
1.2. Gross rental income
Breakdown of gross rental income
EUR million 2025 2024Straight-lining of lease incentives −0.1 0.2Temporary and contractual rental discounts −4.6 −4.2Gross rental income (excl. items above) 227.8 239.4Total 223.1 235.4
General description of Citycon’s lease agreements
In the majority, i.e. in 88% (88) of Citycon’s lease
agreements the rent is divided into base rent and
maintenance rent. Base rent is typically tied to a yearly
rent revision which is based on an index, such as
cost-of-living index, or percentual minimum increase.
Maintenance rent, charged separately from the lessee,
are used for covering operating expenses incurred by
the property owner due to property maintenance.
Part of Citycon’s lease agreements also contain a
turnover-linked component in addition to base rent.
In addition, Citycon also has some lease agreements
which are fully tied to tenant’s turnover. At the end of
2025 approximately 62% (62) of lease agreements
in Citycon’s lease portfolio had turnover based
components.
Because the majority of the lease portfolio is tied to
indexation, a predetermined minimum rent increase
and/or the tenant’s turnover, Citycon’s leases are mainly
leases with contingent rent payments in accordance
with IFRS 16.
In accordance with the below table, Citycon had 3 607
(3 831) lease agreements on 31 December 2025. The
decrease in the number of lease agreements was mainly
due to divestment assets.
31 December 31 December Number of leases20252024Finland & Estonia 1,241 1,485Norway 881 862Sweden & Denmark 1,485 1,484Total 3,607 3,831
In accordance with the table presented below, the
average remaining length of Citycon’s lease portfolio
was 3,6 (3,3) years on 31 December 2025. The duration
of a new lease depends on the type of premises to
be leased and the tenant. With larger anchor tenants,
Citycon typically concludes long-term leases of 10-15
or even 20 years while leases for smaller retail premises
are mainly agreed for a term of 3 to 5 years.
Average remaining length of 31 December 31 December lease portfolio, years20252024Finland & Estonia 4.5 4.1Norway 3.4 2.9Sweden & Denmark 2.3 2.4Average 3.6 3.3
Citycon mainly seeks to sign fixed-term leases with the
exception of apartment, storage and individual parking
space leases. At the year end 2025, fixed-term leases
represented around 91% (90), initially fixed-term leases
3% (4) and leases in effect until further notice 6% (6) of
Citycon’s lease portfolio.
The table below presents the future minimum lease
payments by first possible termination dates based on
the valid rent roll at the end of the year 2025 and 2024.
Future minimum lease payments receivable under
non-cancellable leases
1 2
31 December 31 December EUR million20252024Not later than 1 year 59.5 76.01-5 years 152.4 140.0Over 5 years 60.9 51.2Total 272.7 267.21 Non-cancellable leases include fixed-term and initially fixed-term leases until the end of their terms. Leases in effect until further notice are assumed as non-cancellable leases for the equivalent of their notice period.2 Share of annual lease payments
Accounting policy
The Investment properties leases, in which Citycon
is a lessor, are classified under operating leases,
since Citycon retains a significant share of risks and
rewards of ownership. Rental income from operating
leases is spread evenly over the lease term.
Lease incentives, such as rent-free periods or rental
discounts, that have been agreed at the start of
the lease agreement are recognised on a straight-
line basis over the lease term. The accounting
treatment for lease incentives given during the lease
agreement are recognized differently depending
whether the lease incentive is based on the original
lease agreement or not. If the discounts given during
the lease term are not based on the original lease
agreement but, the leaseholder has requested a
rental discount due to the market situation or the
property’s (re)development project, the discounts will
be, according to IFRS 16, considered to form a new
lease agreement, which means that the discounts are
to be recognized on a straight-line basis during the
remaining lease term. However, if the discounts given
during the lease term are based on original lease
agreement, then they are not lease modification.
Therefore, they are treated as variable lease
payments under operating leases and the impacts are
recognised in the period when they are granted.
On behalf of the lessee, Citycon may perform
alteration work on the premises rented by the lessee
and charge the lessee for the resulting costs, in
the form of a rent increase. Citycon recognises
the alteration-related rent increase as rental
income over the lease term. The rent increase and
expenses arising from the alteration work are taken
into account when measuring the fair value of the
investment property.
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1.3. Revenue from contracts with
customers
Contacts with customers
In the business operations of Citycon Group, the
guidance provided in the IFRS 15 Revenue from
Contracts with Customers standard applies to the
following sales revenues: Service charges, utility
charges, other service income as well as management
fees.
Service charges
The sales revenues linked to service charges consist of
the repair, maintenance and administration services for
the business premises and common areas of Citycon’s
shopping centre properties that Citycon provides for its
customers on the basis of the contracts made with the
customers (lease agreement).
Utility charges
The sales revenues linked to utility charges comprise
fees charged from customers to cover, e.g. the costs
arising from the energy consumption, heating and waste
management of the business premises of the shopping
centre properties in accordance with the customer
contract (lease agreement).
Other service income
The sales revenues linked to other service income
consist mainly of fees charged from customers to cover
the costs arising from the planning and implementation
of the marketing of Citycon Group’s shopping centres.
Managements fees
Sales revenues related to management fees consists of
the administrative services provided by Citycon Group
to shopping centres owned by joint ventures or third
parties.
Breakdown of revenues 1 January–31 December 2025
Finland & Sweden & MEUREstonia NorwayDenmark Other Total1Service charges31.6 16.2 18.7 - 66.51Utility charges4.4 2.1 0.9 - 7.41Other service income1.9 3.2 1.5 - 6.6Total 37.9 21.5 21.1 - 80.62Management fees0.2 - - - 0.2Total 0.2 - - - 0.2Revenue from contracts with customers 38.1 21.5 21.1 - 80.71 Is included in the line item Service charge income in the Consolidated income statement. 2 Is included in the line item Other operating income and expenses in the Consolidated income statement.
Breakdown of revenues 1 January–31 December 2024
Finland & Sweden & MEUREstonia NorwayDenmark Other Total1Service charges29.9 19.4 18.4 - 67.71Utility charges6.9 3.0 0.8 - 10.81Other service income2.4 3.6 1.5 - 7.5Total 39.2 26.0 20.7 - 85.92Management fees0.2 - 0.0 - 0.2Total 0.2 - 0.0 - 0.2Revenue from contracts with customers 39.4 26.0 20.7 - 86.11 Is included in the line item Service charge income in the Consolidated income statement. 2 Is included in the line item Other operating income and expenses in the Consolidated income statement.
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Financial statementsFinancial review Financial Review 2025
Accounting policy - revenue from
contracts with customers
Citycon Group’s lease agreements and management
contracts typically include a clear description of the
obligations of the service provider and the customer
purchasing the service as well as a break down of the
price of the service provided. As a result, the service
obligations as well as the basis for the transaction
prices of each performance obligation in accordance
with the IFRS 15 standard connected to Citycon
Group’s customer contracts have been clearly defined.
The transaction prices of all sales revenue groups
primarily consist of variable considerations based
on, e.g. the amount of services used by the customer
or the changing prices of goods. Hence, Citycon
estimates the amount of sales revenues recorded from
the contracts on the basis of the expected value of
sales revenues from the reporting period.
With regard to all customer contracts, the sales
revenues are recorded over time, as the customer
simultaneously receives and uses the financial
benefit resulting from the maintenance and service
operations related to the business premises owned by
Citycon Group or the management service provided
for shopping centres owned by joint ventures or third
parties when Citycon provides the customer with the
service.
The service charges are presented in Citycon’s
reporting as gross because in its view, Citycon acts
as the principal in accordance with the definition
in the IFRS 15 standard when providing services.
For example, Citycon selects the maintenance and
cleaning service providers for its properties, makes a
contract with the providers and carries the credit risk
pertaining to the provision of the service. This being
the case, the customer may not choose the service
provider or influence the service provider’s pricing.
The services provided by Citycon Group do not
include a significant financial component because
the payments based on customer contracts typically
become due before the start of the lease period or
immediately upon its beginning. Citycon Group will
not become subject to costs of obtaining a contract
in accordance with the IFRS 15 standard. When it
comes to the leases for business premises included
in Citycon’s core business, the accounting treatment
of costs resulting from obtaining the contract and the
expenses treated in accordance with the instructions
in the IAS 40 standard, such as alteration works or
commissions of the leased property, is described in
detail in Note 1.2.
Contract balances
MEUR 2025 2024Contract assets 2.2 2.1Contract liabilities 1.8 2.2
Accounting policy - contract balances
The contract assets on customer contracts are
open sales receivables related to service charges,
and the contract liabilities based on the contract
are advance payments received for service
charges. The contract assets based on customer
contracts are expected to be received within three
(3) months and the contract liabilities based on
the contract are expected to be recognised as
income within the next twelve (12) months.
1.4. Property operating expenses
MEUR 2025 2024Heating and electricity -21.4 -29.2Maintenance expenses -33.2 -34.9Property personnel expenses -7.2 -9.6Administrative and management fees -2.3 -1.9Marketing expenses -6.1 -7.0Property insurances -1.9 -1.8Property taxes -10.6 -10.0Repair expenses -4.0 -6.2Other property operating expenses -3.0 -4.0Total -89.7 -104.5
Accounting policy - property
operating expenses
Property operating expenses are recognized on
an accrual basis for the period for which those are
subject to. Property operating expenses are costs
caused by e.g. property maintenance, energy
consumption and marketing.
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1.5. Administrative expenses
MEUR 2025 2024Personnel expenses -11.6 -14.4Expenses related to management 1and organizational changes-2.2 -7.1Consultancy and advisory fees as well as external services -6.1 -5.1Office and other administrative expenses -3.6 -3.7Depreciation and amortisation -2.4 -2.9Total -25.9 -33.21 Expenses related to management and organizational changes EUR 2.2 million in 2025 and EUR 7.1 million in 2024 relate mainly to changes in management during the year.
Depreciation and amortisation
Depreciation and amortisation are booked from
intangible and tangible assets.
Audit fees
The following audit fees and services from the audit
firms Deloitte, Ernst & Young and Baker Tilly are included
in the line consulting and advisory fees within the
administrative expenses and in the line administrative
and management fees within the property operating
expenses. 2025 2025 MEURGroupParent companyAudit fees -1.2 -0.4Deloitte Oy -1.0 -0.4Others -0.2 -0.1Other advisory services -0.2 -0.1Deloitte Oy -0.2 -0.1Others - -Total -1.3 -0.5
2024 2024 MEURGroupParent companyAudit fees -1.4 -0.4Deloitte Oy -0.7 -0.4Ernst & Young Oy -0.3 0.0Other EY offices -0.4 -Other advisory services 0.0 -0.1Deloitte Oy 0.0 0.0Ernst & Young Oy - -0.1Other EY offices 0.0 -Total -1.4 -0.5
1.6. Employee benefits
and personnel expenses
MEUR Note 2025 2024Wages and salaries of managementCEO A -1.0 -0.9Management committee B -1.2 -1.1Board C -0.8 -0.8Other wages and salaries -12.7 -16.5Pension charges: defined contribution plans -1.7 -2.2Social charges -2.0 -2.8Expense of share based payments D -0.1 -0.3Total -19.5 -24.6
Personnel expenses of EUR 11.6 million (EUR 14.4
million) are included in administrative expenses, EUR 7.4
million (EUR 9.7 million) in property operating expenses
and EUR 0.4 million (EUR 0.6 million) in other operating
income and expenses.
Accounting policy - pensions
The Group’s employee pension cover is based on
statutory pension insurance. Pension schemes are
classified into two categories: defined contribution
plans and defined benefit plans. At Citycon, all
pension covers are classified as contribution
plans, which are recognised in the consolidated
income statement for the period during which
such contributions are made.
Group full-time equivalent (FTE) by Business Units as at 31 December 2025 2024Finland & Estonia 44 40Norway 45 45Sweden & Denmark 22 31Group functions 45 48Total 156 164
A) CEO wages and salaries
EUR 2025 2024Base salary including benefits 576,672 516,170Short-term incentives 400,000 370,590Long-term incentives and other one-time payments 0 1,153,291Total 976,672 2,040,051
F. Scott Ball served as the interim CEO of Citycon
Oyj from October 8, 2024 to February 28, 2025.
Subsequently, Oleg Zaslavsky served as the company’s
CEO from March 1 to September 7, 2025. From
September 7, 2025 onwards Eshel Pesti has served as
the CEO of the company. In 2025, the total combined
remuneration of Citycon’s respective CEOs was EUR
976,672 (in 2024 EUR 2,040,051). 41 % of the CEO’s
total remuneration was in the form of variable pay.
The variable remuneration components include short-
term and long-term incentive plans in addition to the
potential other financial benefits and potential other
one-time payments. A pay-for-performance principle
is based on the concept that the CEO’s compensation
reflects the performance of the company. Citycon’s
Board will evaluate the achievement of the CEO’s
performance targets and decide on the CEO’s
performance bonus amount payable for each financial
year, typically during the first quarter of the following
calendar year.
With respect to long-term incentive schemes, Oleg
Zaslavsky was included in the CEO Restricted Share
Plan 2025—2028 and in the CEO Stock Option Plan
2025 A-C and Eshel Pesti was included in Stock Option
Plan 2025 D-F. F. Scott Ball was included in the CEO
Stock Option Plan 2022–2025.
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B) Personnel expenses for the Corporate
Management Committee (excl. CEO)
MEUR 2025 2024Wages and salaries -1.2 -1.1Pensions: defined contribution plans -0.2 -0.2Social charges -0.1 -0.2Total -1.5 -1.5
C) Remuneration of the members of
the Board of Directors
EUR 2025 2024Chaim Katzman 165,000 165,000Yehuda (Judah) L. Angster 70,400 74,000Zvi Gordon(until 3 April 2025) 2,400 76,800Alexandre (Sandy) Koifman 92,200 92,800David Lukes 71,600 74,400Per-Anders Ovin 71,600 72,800F. Scott Ball 91,000 83,200Ljudmila Popova 68,000 72,800Adi Jemini 69,000 78,600Keren Kalifa(since 3 April 2025) 64,000 -Eero Sihvonen 65,600 8,6491Total830,800 799,0491 Transactions with The Board Members are presented in Note 5.4.B Related party transactions.
During 2025, the travel expenses of the Board members
amounted to EUR 0.1 million (2024: EUR 0.3 million).
Board members do not participate in the company’s
share-based incentive schemes.
D) Long-term share-based incentive plans
Citycon has currently the following long-term share-
based incentive plans for the Group key employees:
• Option Plan 2025 D–F (CEO and CFO, decided on 30
October 2025)
• CFO Restricted Share Unit Plan 2025-2028 (decided
on 30 October 2025)
• Restricted Share Plan 2023–2025 (Key employees,
excl. Corporate Management Committee, decided on
16.2.2023)
The aim of the share-based incentive plans is to
combine the objectives of the shareholders and the
key employees to increase the value of the company
in the long-term, to retain the key employees in the
service of the company, and to offer them competitive
reward plans based on earning and accumulating the
company´s shares.
In 2025, expenses from long-term share-based
incentive plans recognised in consolidated financial
statements amounted to EUR 0.1 million (0.3).
Option Plan 2025 D–F
Option Plan 2025 D–F is directed to CEO and CFO. The
maximum total number of stock options to be issued
is 894,924 and they entitle their owners to subscribe
for up to an equivalent number of new shares in total in
the company or existing shares held by the company.
The stock options are issued gratuitously. Of the stock
options, 298,308 are marked with the symbol 2025D,
298,308 are marked with the symbol 2025E and
298,308 are marked with the symbol 2025F.
The shares subscribed for with the stock options to
be issued will account for a total maximum of 0.49 %
of all the company’s shares and votes after possible
share subscriptions if new shares are issued in the
subscription. As a result of the share subscriptions made
with the stock options, the number of shares in the
company may increase by a total maximum of 894,924
shares if new shares are issued in the subscription.
The share subscription price for stock options 2025D-
F is EUR 3.62 per share. The share subscription price
will be credited to the company’s reserve for invested
unrestricted equity.
The share subscription period for stock options is:
• for stock options 2025D, 7 September 2026 – 6
September 2029
• for stock options 2025E, 7 September 2027 – 6
September 2029
• for stock options 2025F, 7 September 2028 – 6
September 2029
CFO Restricted Share Unit Plan 2025-2028The
Board of Directors may allocate rewards from the
plan during the financial year 2025. The value of the
rewards to be paid on the basis of the plan corresponds
to a maximum total of 45,000 shares of Citycon Oyj,
including also the proportion to be paid in cash.
The rewards will be paid in three equal instalments in
September 2026, September 2027 and September
2028. The reward is based on a valid director contract
and on the continuity of service.
The reward will be paid partly in Citycon’s shares and
partly in cash. The cash proportion of the reward is
intended to cover taxes and statutory social security
contributions arising from the reward. As a rule, no
reward will be paid if the director’s contract terminates
before the reward payment.
The rewards allocated in 2025 correspond to the total
value of 45,000 shares, including any cash proportion to
cover taxes and tax-related costs.
Restricted Share Plan 2023–2025
The Restricted Share Plan 2023—2025 is directed to
selected key employees, excluding the CEO and other
members of the Corporate Management Committee.
The rewards from the plan may be allocated in 2023—
2025. The reward will be based on a valid employment
or service contract of a key employee upon the reward
payment, and it may be paid partly in the company’s
shares and partly in cash, to be used for taxes and tax-
related costs, after the end of a vesting period of 24 to
36 months.
The rewards to be paid on the basis of the plan in total
correspond to a maximum total value of 60,000 shares,
including any cash proportion for taxes and tax-related
costs.
In 2025, no new rewards were allocated, and no
payments were made based on this plan.
Long-term Incentive Plans expired / terminated
during 2025
The following incentive plans were terminated / expired
during 2025:
• Option Plan 2025 A-C (CEO, decided on 3 April 2025),
• Restricted Share Unit Plan 2025-2028 (CEO, decided
on 3 April 2025)
• Option Plan 2024 A-C (CEO, decided on 15 April
2024),
• CEO Restricted Share Plan 2024-2027 (decided on 15
April 2024),
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Financial statementsFinancial review Financial Review 2025
• CFO Performance Share Plan 2024–2026 (decided 15
February 2024)
• Performance Share Plan 2020–2022 (CMC, decided
on 17 March 2020)
• Matching Share Plan 2022–2024 (CMC, decided on
22 March 2022)
• Restricted Share Plan 2020—2022 (key employees,
decided on 11 December 2019)
• Option Plan 2024 (CMC, decided on 19 March 2024)
• CEO Stock Option Plan 2022–2025 (decided on 12
January 2022)
Option Plan 2025 A-C
The Option Plan 2025 A-C was directed to Citycon’s
former CEO Oleg Zaslavsky. The total number of stock
options issued is 1,210,677 and they entitled their
owners to subscribe for up to an equivalent number of
new shares in total in the company or existing shares
held by the company. The stock options were issued
gratuitously. Of the stock options, 403,559 are marked
with the symbol 2025A, 403,559 are marked with the
symbol 2025B and 403,559 are marked with the symbol
2025C.
The shares subscribed for with the stock options to
be issued will account for a total maximum of 0.62
per cent of all the company’s shares and votes after
possible share subscriptions if new shares are issued in
the subscription. As a result of the share subscriptions
made with the stock options, the number of shares in the
company may increase by a total maximum of 1,210,677
shares if new shares are issued in the subscription. The
share subscription price for stock options 2025A-C was
3.10 euros per share, which equals the value of the share
on 1 March 2025.
The option program was terminated in accordance with
the terms of the program and the termination agreement
of Oleg Zaslavsky’s CEO position, and no new shares
were subscribed for under the option program.
Restricted Share Unit Plan 2025-2028
Restricted Share Unit Plan was directed to Citycon’s
former CEO Oleg Zaslavsky. The value of the rewards
to be paid on the basis of the plan correspond to
a maximum total of 87,000 shares of Citycon Oyj,
including also the proportion to be paid in cash. The
rewards will be paid in three equal instalments in April
2026, April 2027 and April 2028. The reward is based on
a valid director contract and on the continuity of service.
The reward will be paid partly in Citycon’s shares and
partly in cash. The cash proportion of the reward is
intended to cover taxes and statutory social security
contributions arising from the reward. As a rule, no
reward will be paid if the director’s contract terminates
before the reward payment.
In accordance with the terms of the plan and the
provisions of Zaslavsky’s termination agreement, no
share-based rewards were paid to him based on the
share plan and the plan was terminated.
CEO Stock Option Plan 2024 A-C
The Option Plan 2025 A-C was directed to Citycon’s
former CEO Henrica Ginström. The maximum total
number of stock options issued was 1,591,848 and they
entitled their owners to subscribe for up to an equivalent
number of new shares in total in the company or existing
shares held by the company. The stock options were
issued gratuitously. Of the stock options, 530,616 are
marked with the symbol 2024A, 530,616 are marked
with the symbol 2024B and 530,616 are marked with the
symbol 2024C.
The shares subscribed for with the stock options to
be issued will account for a total maximum of 0.85
per cent of all the company’s shares and votes after
possible share subscriptions if new shares are issued in
the subscription. As a result of the share subscriptions
made with the stock options, the number of shares in the
company may increase by a total maximum of 1,591,848
shares if new shares are issued in the subscription. The
share subscription price for stock options 2024A-C was
4.05 euros per share.
The option program was terminated in accordance
with the terms of the program and the provisions of
Ginström’s termination agreement, and no new shares
were subscribed for under the option program.
CEO Restricted Share Plan 2024-2027
The CEO Restricted Share Plan 2024—2027 was
directed to Citycon’s former CEO Henrica Ginström.
The value of the rewards to be paid on the basis of the
plan corresponds to a maximum total of 75,000 shares
of Citycon Oyj, including also the proportion to be paid
in cash. The rewards will be paid in three instalments
in April 2025, April 2026 and April 2027. The reward is
based on a valid director contract and on the continuity
of service. The reward will be paid partly in Citycon’s
shares and partly in cash. The cash proportion of the
reward is intended to cover taxes and statutory social
security contributions arising from the reward. As a
rule, no reward will be paid if the director’s contract
terminates before the reward payment.
The share program was terminated in accordance
with the terms of the program and the provisions of
Ginström’s termination agreement. The rewards paid
under the plan in 2025 corresponded to the total value
of 25,000 shares, including a cash proportion to cover
taxes and tax-related costs.
CFO Performance Share Plan 2024–2026
The CFO Performance Share Plan 2024—2026 was
directed to the former CFO Sakari Järvelä.
The CFO Performance Share Plan 2024-2026 consists of
three performance periods, covering the financial years
2024, 2024–2025 and 2024–2026 respectively.
In the plan, the CFO has an opportunity to earn Citycon
Oyj’s shares based on performance. The performance
criteria of the plan are tied to the participant achieving the
strategic individual criteria. The potential rewards from
the plan will be paid after the end of each performance
period. The value of the rewards to be paid on the basis
of the plan corresponds to a maximum total of 30,000
shares of Citycon Oyj, including also the proportion to be
paid in cash.
The potential reward will be paid partly in Citycon Oyj’s
shares and partly in cash. The cash proportion of the
reward is intended to cover taxes and statutory social
security contributions arising from the reward to the CFO.
As a rule, no reward will be paid if the CFO’s employment
contract terminates before the reward payment.
The share program was terminated in accordance with
the terms of the program and the provisions of Järvelä’s
termination agreement. The rewards paid under the plan
in 2025 corresponded to the total value of 10,000 shares,
including a cash proportion to cover taxes and tax-related
costs.
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Performance Share Plan 2020-2022
The Performance Share Plan 2020—2022 is directed to
the members of the Corporate Management Committee,
excluding the CEO.
The plan includes three performance periods, each
three years, spanning from March 2020, 2021 and
2022 until the end of February 2023, 2024 and 2025,
respectively. The rewards payable are based on the
participants achieving the strategic individual criteria set
for each performance period and a valid employment or
service contract. The rewards to be paid correspond to
a maximum total value of 150,000 shares including any
cash proportion for taxes and tax-related costs.
The rewards paid under the plan in 2025 corresponded
to the total value of 10,000 shares, including a cash
proportion to cover taxes and tax-related costs.
Matching Share Plan 2022–2024
The Matching Share Plan 2022–2024 is directed to the
members of the Corporate Management Committee
(excluding the CEO).
The plan includes three matching periods, financial
years 2022—2023, 2023—2024, 2024—2025. The
prerequisite for participation in this plan and for reward
payment is that a key employee invests in the company’s
shares a pre-determined percentage of the bonus
earned from the company’s performance bonus scheme
during the calendar year preceding a matching period.
If a key employee´s Share Ownership Prerequisite is
fulfilled and his or her employment or service is in force
with a Citycon group company upon reward payment,
he or she will receive free matching shares for shares
subject to the share ownership prerequisite.
The rewards paid under the plan in 2025 corresponded
to the total value of 8,017 shares. In addition, a cash
proportion is included in the rewards to cover taxes
and tax-related costs arising from the rewards to
the participants in accordance with the terms and
conditions of the plan.
Restricted Share Plan 2020—2022
The Restricted Share Plan 2020—2022 is directed to
selected key employees, excluding the CEO and other
members of the Corporate Management Committee.
The rewards from the plan may be allocated in 2020—
2022. The reward will be based on a valid employment
or service contract of a key employee upon the reward
payment, and it may be paid partly in the company’s
shares and partly in cash, to be used for taxes and tax-
related costs, after the end of a vesting period of 24 to
36 months.
The rewards to be paid on the basis of the plan in total
correspond to a maximum total value of 60,000 shares,
including any cash proportion for taxes and tax-related
costs.
The rewards paid under the plan in 2025 corresponded
to the total value of 14,000 shares, including a cash
proportion to cover taxes and tax-related costs.
Option Plan 2024
Option Plan 2024 is directed to the members of the
Corporate Management Committee. The maximum
total number of stock options to be issued is 350,000
and they entitle their owners to subscribe for up to
an equivalent number of new shares in total in the
company or existing shares held by the company. The
stock options are issued gratuitously. Stock options are
marked with the symbol 2024. The Board resolved on
15 April 2024 to increase the maximum number of stock
options distributed from the plan with 150,000 stock
options, so the total maximum number of stock options
will be 500,000 stock options.
The share subscription price for stock options 2024
is 4,05 euros per share. The share subscription price
will be credited to the company’s reserve for invested
unrestricted equity. The share subscription period for
stock options 2024 is from 1 March 2027 to 29 February
2028. The plan was discontinued in September 2025 in
accordance with the terms and conditions of the plan,
as there are no longer any participants.
CEO Stock Option Plan 2022–2025
The Option Plan was directed to Citycon’s former CEO F.
Scott Ball.
The stock options were issued gratuitously and entitle
to subscribe a maximum total of 2,111,111 new shares in
the company or existing shares held by the company. Of
the stock options, 527,778 are marked with the symbol
2022A; 527,778 with the symbol 2022B; 527,778 with
the symbol 2022C and 527,777 with the symbol 2022D.
The subscription period for stock options 2022A is 31
January 2022 – 31 December 2025, for stock options
2022B 31 January 2023 – 31 December 2025, for stock
options 2022C 31 January 2024 – 31 December 2025
and for stock options 2022D 31 January 2025 – 31
December 2025. The share subscription price for shares
subscribed by virtue of the stock options was EUR 7.38
per share.
F. Scott Ball did not exercise any options in 2025. The
options expired on 31 December 2025.
Further information
Further information on the long-term share-based
incentive plans is available on the company’s website at
citycon.com/remuneration.
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1.7. Other operating income and expenses
MEUR 2025 2024Management fees 0.2 0.2Management fee related expenses -0.4 -0.4Other operating income and expenses -6.1 2.5Total -6.4 2.3
Accounting policy - management fees
Citycon manages some of the shopping centres
owned by joint ventures and third parties and
recognizes management fees over the contract
period.
1.8. Earnings per share
Earnings per share (basic) is calculated by dividing
the net profit/loss attributable to parent company
shareholders by the share issue adjusted weighted
average number of shares.
Earnings per share, basic
2025 2024Result for the period attributable to parent company shareholders (MEUR) 95,0 -37.9Hybrid bond interests and expenses (MEUR) -39,0 -33.1Gains/losses and expenses on hybrid bond repayments (MEUR) -2,7 -2.2Weighted average number of ordinary shares (1,000) 183 905 182,3161Earnings per share (basic) (EUR) 0,29 -0.40
Earnings per share, diluted
2025 2024Result for the period attributable to parent company shareholders (MEUR) 95,0 -37.9Hybrid bond interests and expenses (MEUR) -39,0 -33.1Gains/losses and expenses on hybrid bond repayments (MEUR) -2,7 -2.2Weighted average number of ordinary shares (1,000) 183 905 182,316Adjustment for share-based incentive plans (1,000) 905 1,694Weighted average number of ordinary shares, diluted (1,000) 184 810 184,0091Earnings per share (diluted) (EUR)0,29 -0.401 The key figure includes hybrid bond coupons (both paid and accrued not yet recognized), amortized fees and gains/losses and expenses on hybrid bond repayments.
Weighted average number of ordinary shares
used in the calculation of Earnings per share
(diluted) Number of DayssharesWeighted average (daily) number of shares 365 184 810 123
Accounting policy - earnings per share (diluted)
Diluted Earnings per share is calculated by
adjusting the weighted average number of shares
to assume the conversion of all dilutive potential
shares. The number of shares is increased by
dilutive shares arising from stock options and
long-term share-based incentive plans.
The share-based incentive scheme has a dilutive
effect during the earning period when the
performance conditions for the bonus have been
fulfilled, and the shares have not yet been granted.
2. Property portfolio and assets
2.1. Investment properties and related liabilities
Accounting policy - investment properties
in the financial statement
Investment property refers to land or a building,
or part of a building, held to earn rental income
or capital appreciation, or both. Under IAS 40,
investment property is measured at fair value, with
gains and losses resulting from fair value changes
for investment properties are netted and stated as a
separate item in the consolidated income statement.
The investment properties are measured initially
at cost, including transaction costs such as
consultant fees and transfer taxes. After their initial
measurement investment properties are valued
at fair value at the end of the quarter following the
acquisition.
The fair valuation of the company’s properties is
conducted half-yearly by an independent external
appraiser according to the International Valuation
Standards (IVS) while on the first and third
quarter of the year Citycon conducts the fair value
measurement internally except for new acquired
properties which are valuated externally. When
measuring the values internally, Citycon has based
the valuations on market indications received from
the external appraiser.
(Re)development projects are classified as
investment properties and determined at fair value
after an investment decision has been made and
the external appraiser considers that sufficient
information is available for a reliable valuation.In the
fair value valuation on 31 December 2025 0 property
(0) was classified as (re)development project. Capital
expenditure on potential development projects
relates to planning and zoning costs. Potential
development projects are projects whose realization
is uncertain. Therefore they have been left out of the
valuation conducted by the external appraiser.
The fair value of Citycon’s investment properties
in the consolidated statement of financial position
consists of the property portfolio’s total value
determined by the external appraiser, less transfers
into investment properties held for sale, added
by capital expenditure on potential development
projects that are not taken into account by the
external appraiser, as well as the value of new
properties acquired during the reporting quarter if not
possible measure at fair value, in regard to timing and
reliable information available.
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The fair value of Citycon’s properties was measured
by CBRE (Norway, Denmark, Estonia) and JLL
(Finland, Sweden) for the financial statements for
2025 and 2024. The resulting fixed fees based on the
2025 valuations totaled EUR 0.2 million (0.2). The
reconciliation between the fair value determined by
the external appraiser and the fair value of investment
properties in Citycon’s balance sheet, is presented
below:
31 December 31 December EUR million20252024Fair value of investment properties determined by the external appraiser per 31 December 3,709.7 3,643.2Capital expenditure on potential development projects 31.6 28.4Right-of-use assets classified as investment properties (IFRS 16) 34.5 37.3Transfer into assets held for sale −510.0 −81.1Acquisition cost of properties acquired during the last quarter of the year - -Fair value of investment properties per 31 December 3,265.9 3,627.8
Accounting policy - fair value definition
and hierarchy
In accordance with IFRS 13, the fair value is
defined as the price that would be received from
the sale of an asset in an orderly transaction
between market participants at the measurement
date.
Citycon uses valuation techniques that are
appropriate under the existing circumstances,
and for which sufficient data is available to
measure fair value, maximising the use of relevant
observable inputs and minimising the use of
unobservable inputs. Input data used in valuation
method to determine the fair value is categorized
into three fair value hierarchy levels in accordance
with IFRS 13. Investment property measured at
fair value is categorised to the same fair value
hierarchy level as the lowest level input, which
is significant to the fair value measurement as a
whole.
Yield requirement is an important input parameter
in the valuation measurement and it is derived from
comparable market transactions. Citycon has decided
to categorise all property fair valuations as level 3,
because properties and especially shopping centres are
usually heterogeneous and transactions are infrequent.
Transfers between levels in the hierarchy did not occur
during the year.
Fair value measurement of investment properties,
fair value measurement hierarchy
31 December 31 December EUR million20252024Quoted prices (Level 1) - -Observable inputs (Level 2) - -Unobservable inputs (Level 3) 3,709.7 3,643.2Total 3,709.7 3,643.2
Key estimates and assumptions
- fair value of investment properties
Measuring the fair value of investment properties
is a key accounting policy that is based on
assessments and assumptions about future
uncertainties. Yield requirement, market rents,
vacancy rate and operating expenses form the
key variables used in an investment property’s
fair value measurement. The evaluation of
these variables involves Citycon management’s
judgment and assumptions. Also, the evaluation of
the fair value of (re)development projects requires
management’s judgment and assumptions
regarding investments, rental levels and the
timetable of the project.
Accounting policy - fair value measurement
The fair value measurement of Citycon’s
investment properties is based on 10-year cash
flow analysis, conducted separately for each
property. The basic cash flow is determined by
the lease agreements valid at the valuation date.
Upon a lease’s expiry, the market rent assessed
by an external appraiser replace the contract
rent. Potential gross rental income less vacancy
assumption, operating expenses and investments
equals cash flow, which is then discounted at the
property-specific discount rate. The total value of
the property equals to the value of the discounted
cash flow, residual value and the value of the
unused building rights. The total value of the
property portfolio is calculated as the sum of the
individual properties’ fair values.
The valuation of on-going (re)development
projects is based on a cash flow analysis, in which
the capital expenditure on the (re)development
project and the property’s future cash flows
are taken into account according to the (re)
development project’s schedule.
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Inputs
Finland & Sweden & 31 December 2025Estonia NorwayDenmark AverageYield requirement (%) 6.3 6.6 6.1 6.3Market rents (EUR/sq.m./month) 30.1 21.7 25.6 26.2Operating expenses (EUR/sq.m./month) 7.1 5.2 7.4 6.6Vacancy during the cash flow period (%) 4.5 4.0 5.7 4.7Market rent growth assumption (%) 2.4 2.4 2.0 -Operating expense growth assumption (%) 2.0 2.2 2.0 -
Finland & Sweden & 31 December 2024Estonia NorwayDenmark AverageYield requirement (%) 6.1 6.7 6.0 6.2Market rents (EUR/sq.m./month) 29.3 21.1 24.7 25.4Operating expenses (EUR/sq.m./month) 7.2 5.4 8.0 6.9Vacancy during the cash flow period (%) 4.4 3.9 5.2 4.5Market rent growth assumption (%) 2.7 2.4 1.9 -Operating expense growth assumption (%) 2.0 2.0 1.9 -
Sensitivity analysis
Fair value (EUR 31 December 2025million)Change % −10% −5% ±0% +5% +10%Market rents 3,232.1 3,470.9 3,709.7 3,948.5 4,187.3Operating expenses 3,836.8 3,773.2 3,709.7 3,646.2 3,582.6Change, basis points -50 -25 ±0 +25 +50Vacancy 3,733.6 3,721.6 3,709.7 3,697.8 3,685.8Yield requirement 4,047.2 3,871.0 3,709.7 3,561.5 3,424.9
Fair value (EUR 31 December 2024million)Change % −10% −5% ±0% +5% +10%Market rents 3,161.2 3,402.2 3,643.2 3,884.2 4,125.2Operating expenses 3,785.8 3,714.5 3,643.2 3,571.9 3,500.6Change, basis points -50 -25 ±0 +25 +50Vacancy 3,667.3 3,655.3 3,643.2 3,631.2 3,619.1Yield requirement 3,995.9 3,811.3 3,643.2 3,489.6 3,348.6
Inputs
The segments’ inputs used by the external appraisers
in the cash flow analysis per 31 December 2025 and 31
December 2024 are presented in the following tables.
Sensitivity analysis
Sensitivity to change in the properties’ fair value, or
the risk associated with fair value, can be tested by
altering the key parameters. The sensitivity analysis
below uses the investment properties’ fair value
defined by the external appraiser as the starting value.
Sensitivity analysis indicates that the market value is
most sensitive to changes in market rents and yield
requirement. A 10% increase in market rents increases
the market value of the investment properties by
approximately 13%. Correspondingly, a 50 bps decrease
in the yield requirement results in an approximately 10%
increase in market value.
The market value reacts to changes in vacancy and
operating expenses, but their relative effect is not as
great as changes to market rent and yield requirement.
In sensitivity analyses one parameter is changed at a
time. In reality, changes in different parameters often
occur simultaneously. For example, a change in vacancy
may connect to a change in market rents and yield
requirement when they impact fair value simultaneously.
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Investment property changes and classification
31 December 2025 Investment properties Operative investment Investment properties MEURunder construction propertiestotalBalance at 1 January 2025 - 3,627.8 3,627.8Acquisitions - - -Investments - 22.6 22.6Disposals - - -Capitalised interest - 0.4 0.4Fair value gains on investment property - 92.8 92.8Fair value losses on investment property - −34.0 −34.0Valuation gains and losses from Right-of-Use-Assets - −7.7 −7.7Exchange differences - 49.7 49.7Transfer into assets held for sale - −490.6 −490.6Changes in right-of-use assets classified as investment properties (IFRS 16) - 4.9 4.9Balance at 31 December 2025 - 3,265.9 3,265.9
31 December 2024 Investment properties Operative investment Investment properties MEURunder construction propertiestotalBalance at 1 January 2024 6.7 3,851.5 3,858.2Acquisitions - 281.8 281.8Investments 0.4 38.8 39.2Disposals - - -Capitalised interest - 0.4 0.4Fair value gains on investment property - 51.0 51.0Fair value losses on investment property - −118.3 −118.3Valuation gains and losses from Right-of-Use-Assets - −7.4 −7.4Exchange differences −0.2 −70.0 −70.2Transfer into assets held for sale −6.9 −404.2 −411.1Changes in right-of-use assets classified as investment properties (IFRS 16) - 4.2 4.2Balance at 31 December 2024 - 3,627.8 3,627.8
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Financial statementsFinancial review Financial Review 2025
Citycon divides its investment properties into two
categories: Investment Properties Under Construction
(IPUC) and Operative Investment Properties. On
reporting date, there were no properties in the first
mentioned category. On comparable period 31 December
2023, this category included Barkarby residentials in
Sweden.
IPUC-category includes the fair value of the whole
property even though only part of the property may be
under construction.
Contractual obligations to purchase, construct or
develop investment properties are presented below.
Please see note 3.7. for information on pledges on
investment properties.
Contingent liabilities related to
investment properties
EUR million 2025 2024Capital commitments 10.2 20.1VAT refund liabilities 55.0 67.8
Capital commitments
Capital commitments relate mainly to on-going (re)
development projects.
VAT refund liability
There are value-added tax refund liabilities arising from
capitalised renovations and new investments in Citycon’s
investment properties. The VAT refund liabilities will
realise if the investment property is transferred for non-
VAT-liability use within 10 years.
2.2. Assets held for sale
Key estimates and assumptions
- assets held for sale
Classifying properties into investment properties
or assets held for sale requires management’s
judgement.
MEUR 2025 2024Acquisition cost January 1 81.1 0.0Exchange differences -0,1 -Acquisitions - 59.3Investments - 0.6Disposals -61.4 -389,9Transfers from investment properties 490.3 411.1Accumulated acquisition cost December 31 510.0 81.1
Assets held for sale on 31 December 2025 consisted of
three investments properties in Finland & Estonia and
three investment properties in Sweden & Denmark. On
the comparison date 31 December 2024, assets held
for sale consisted of one property in Norway segment
and one property in Finland & Estonia segment. Citycon
transferred one property in Norway back to investment
properties during 2025.
Transfer from investment properties includes also fair
value changes of investment properties in assets held
for sale.
Citycon had no material liabilities directly associated
with assets classified as held for sale or other assets
than investment properties.
Accounting policy - assets held for sale
Non-current assets or a disposal group are
classified as held for sale if their carrying amount
will be recovered principally through the disposal
of the assets and the sale is highly probable.
A sale is deemed highly probable when
• the management is committed to a plan to
sell the property and an active programme to
locate a buyer and complete the plan has been
initiated
• the property is actively marketed for sale at a
price that is reasonable in relation to it’s current
fair value,
• the sale is being expected to qualify for
recognition as a completed sale within one year.
Non-current assets or a disposal group are
recognized at fair value less costs to sell.
Assets held for sale and material liabilities directly
associated with the assets held for sale are
presented as separate line items in the statement
of financial position as held for sale items until
the sale. In practice Citycon reclassifies the fair
values of the investment properties to be sold to
assets held for sale as this forms basically all of
the concerned assets. Any deferred tax liabilities
are not yet reclassified at this point.
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2.3. Right-of-use assets
Accounting policy - right-of-use assets
Citycon Group has recognized right-of-use assets
from the leases subject to the scope of the standard
as part of the ‘Investment properties’ and ‘Tangible
assets’ balance sheet items. The right-of-use assets
recognized as part of investment properties consist of
leases subject to Citycon Group’s core business, such
as the leases of shopping centres, shopping centre
land areas and shopping centre machinery. The right-
of-use assets recognized as tangible assets, on the
other hand, have primarily been recognized for leases
included in administrative expenses, such as office
leases, IT assets and leased cars. The lease liability
of Citycon Group has been valued by discounting
the lease payment liabilities of the leases subject to
the scope of the IFRS 16 standard to their present
value using as the discounting factor the view of the
company’s management on the incremental borrowing
rate at the starting time of the lease.
The majority of the leased right-of-use assets
of Citycon Group are fixedly linked to Citycon’s
investment properties. As a result, Citycon measures
right-of-use assets that qualify as investment property
using the fair value model in IAS 40. Consequently,
fair value changes rather than depreciations are
recognised. Lease payments are allocated between
principal and interest expenses according to IFRS 16.
The impacts on profit pertaining to the right-of-use
assets classified as ’Tangible assets’ are disclosed in
the profit and loss account as interest expenses and as
depreciations included in the line item ’Administrative
expenses’.
Citycon applies the recognition exemptions permitted
by the standard and, hence, does not apply the
standard to short-term leases with a duration of less
than a year or leases of a low value, such as leases
applicable to specific office equipment.
Right-of-Use assets
2
MEUR 2025 20241 January 37.8 42.3Acquisitions & Additions 5.1 5.7Depreciations & Impact of terminated contracts −7.5 −5.1Disposals −1.0 −3.5Exhange rate differences 0.4 −1.6137.8 31 December 34.8 1 EUR 34.5 million classified as investment properties and EUR 0.3 million as property, plant and equipment.2 EUR 37.3 million classified as investment properties and EUR 0.4 million as property, plant and equipment.
Lease Liabilities
MEUR 2025 20241 January 35.3 38.8Acquisitions & Additions 4.8 5.0Lease liability amortization payments −7.7 −7.0Exhange rate differences 0.4 −1.431 December 32.8 35.3
MEUR 2025 2024Depreciation in administrative expenses −0.4 −0.5Fair value change (IFRS 16) −7.7 −7.4Interest expense −1.1 −1.2Deferred tax 0.1 0.1Total amount recognised in IFRS profit or loss −9.2 −8.9
Key estimates and assumptions
- right-of-use-assets
Assessing the propability of exercising extension
options included in lease agreements requires
judgement. At the commencement date, Citycon
assesses whether it is reasonably certain that the
entity will exercise an extension option included
in the lease agreement. Citycon considers all
relevant facts and circumstances that create an
economic incentive for the entity to exercise, or not
to exercise, the option.
The effect of IFRS 16
to calculation of key figures
When calculating loan to value (LTV), both the right-of-
use assets classified as part of investment properties,
as well as lease liabilities pertaining to these right-of-
use assets, have not been taken into account. The LTV
formula is presented in section Formulas for key figures
and ratios.
Maturity profile of liabilities related to
right-of-use assets
2025 2024Less than 1 month 0.6 0.61 to 12 months 6.6 6.71-5 years 22.1 22.7over 5 years 3.4 5.2Total 32.8 35.3
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2.4. Investments in joint ventures and associates
Following table represents the Citycon Group’s interest in the assets and liabilities, revenues and expenses of the joint ventures. The financial information presented in the table is
based on the financial statements of the joint venture entities prepared in accordance with IFRS.
A) Investments in joint ventures
2025 2024Kista Norwegian joint Joint Kista Norwegian joint Joint MEURGalleria Groupventuresventures totalGalleria Groupventuresventures totalInvestment property - - - - - -Deferred tax assets - - - - - -Other non-current assets - 0.1 0,1 - 1.8 1.8Cash and cash equivalents - 1.1 1,1 - 5.1 5.1Other current assets - 2.3 2,3 - 0.0 0.0Long-term loans - - - - - -Deferred tax liabilities - - - - - -Short-term loans - - - - - -Other short-term liabilities - 0.1 0,1 - 0.1 0.1Equity - 3.5 3,5 - 6.8 6.8Portion of the Group's ownership, % - 50% - 50%Share of joint venture's equity - 1.7 1,7 - 3.4 3.4Share of loans of joint ventures - - - - - -Investments in joint ventures - 1.7 1,7 - 3.4 3.4Gross rental income - - - 3.1 - 3.1Net rental income - -0.1 -0,1 2.1 - 2.1Administrative expenses - 0.0 0.0 0.0 0.0 0.0Other operating income/expenses - 0.0 0.0 - 0.0 0.0Net fair value gains/losses on investment property - - - 0.0 - 0.0Operating profit/loss - -0.1 -0.1 2.1 0.0 2.0Financial income - 0.2 0.2 0.0 0.2 0.2Financial expenses - 0.0 0.0 -3.6 0.0 -3.6Taxes - 0.0 0.0 0.0 0.0 0.0Result for the period - 0.1 0.1 -1.5 0.1 -1.4Other items in Share of profit/loss of joint ventures - - - - - -Share of profit/loss of joint ventures - 0,0 0,0 -0.8 0.1 -0.7Other comprehensive income for the period, net of tax - 0.0 0.0 - 0.0 0.0Exchange gains/losses on translating foreign operations - 0.0 0.0 0.0 0.0 0.0Share of other comprehensive income of associated companies and joint ventures - 0.0 0.0 0.0 0.0 0.0Total comprehensive profit/loss for the period - 0.1 0.1 -1.5 0.1 -1.4
Accounting policy - investments
in Associates and Joint Ventures
Citycon recognises its investment in joint ventures
and associated companies using the equity
method in the consolidated financial statements.
Joint ventures owned by Citycon are treated
according to the IFRS 11 Joint Arrangements.
In joint ventures, venturers have a contractual
arrangement that establishes joint control over
the economic activities of the entity. The most
significant business and financing decisions
regarding the joint ventures are made jointly
among the owners.
An associated company is an entity over which
the Group has significant influence. Significant
influence is created usually when the Group owns
over 20% of the voting rights of the company or
when the Group has otherwise significant power
over company, but not the control.
The Group presents the aggregated share of
profit or loss from the associated companies and
joint ventures on its statement of comprehensive
income in line “Share of profit/loss of associated
companies and joint ventures” and “Share of other
comprehensive income of associated companies
and joint ventures”.
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Kista Galleria shopping centre
On 29 February 2024 Citycon acquired 50% interest of
Kista Galleria shopping centre located in Sweden from
a Canadian partner (CPPIB). Citycon has managed the
centre since 2012 and before the transaction owned
50% of the asset. After the acquisition, Citycon owns
100% of the Kista Galleria shopping centre.
Joint ventures in Norway
Citycon owns 50% of the shares of the residential real
estate development company Klosterfoss Utvikling
AS in Norway. Sandstranda Bolig AS, of which Citycon
had 50% ownership, was liquidated in December 2024.
Company was not included in the group balance sheet
on 31.12.2024.
Associated company in Norway
On the reporting date 31.12.2025 and the comparison
period 31.12.2024 Citycon has only one associated
company, Torvbyen Drift AS in Norway, from which the
group owns 38%.
The table presents summarised financial information of
the Citycon’s investments in associated company.
B) Investments in associated companies
MEUR 2025 2024Investment properties 0.0 0.0Current assets 0.1 0.2Non-current assets 0.0 0.0Short-term liabilities 0.1 0.1Long-term liabilities 0.0 0.0Total shareholders' equity 0.0 0.1Portion of the Group's ownership, % 38% 38%Share of associated companies' equity 0.0 0.0Share of loans of associated companies 0.0 0.0Investments in associated companies 0.0 0.0Gross rental income 0.0 0.8Net rental income 0.0 0.0Administrative expenses 0.0 0.0Net financial income and expenses 0.0 0.0Taxes 0.0 0.0Result for the period 0.0 0.0Share of profit/loss of associated companies 0.0 0.0Share of other comprehensive income of associated companies and joint ventures 0.0 0.0Total comprehensive profit/loss for the period 0.0 0.0
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3. Financing
3.1. Equity
A) Description of funds and reserves included
in the equity
Share capital
The company has single series of shares, each share
entitling to one vote at General Meeting of shareholders.
The shares have no nominal value and the share capital
has no maximum value.
Share premium fund
Since the 2006 entry into force of the current Finnish
Limited Liability Companies Act, no new items are
recognised in the share premium fund. The share
premium fund accumulated before 2007 due to option
schemes and share issues.
Invested unrestricted equity fund
The invested unrestricted equity fund is credited, for
instance, with that part of the subscription price of
the shares that, according to the Memorandum of
Association or the share issue decision, is not to be
credited to the share capital. Incremental transaction
costs (net of taxes) directly attributable to the issue of
new shares or options are deducted from the proceeds.
Fair value reserve
The fair value reserve contains fair value changes of
derivative instruments used to hedge cash flows.
Translation reserve
The translation reserve contains translation differences
arising from the currency translation of foreign
subsidiaries’ financial statements.
Hybrid bond
Citycon has three hybrid bonds, issued in November
2019 (NC2025), June 2021 (NC2026) and in June 2024
(NC2029). In 2024 Citycon executed a partial exchange
of the NC2025 hybrid bond into a new NC2029 hybrid
bond. As at 31.12.2025 the hybrid nominals stand at
NC2025: EUR 23.1 million, NC2026: EUR 321.0 million
and NC2029: EUR 232.2 million. The hybrid bonds
are treated as a part of shareholder’s equity in the
IFRS financial statements as the coupon payment
of the hybrids are at the discretion of the issuer.
Citycon has the right to postpone interest payment
if it does not distribute dividend or any other equity
to its shareholders. The hybrid bonds are unsecured,
subordinated to all debt and senior only to ordinary
share capital. A holder of hybrid bond notes has
no shareholder rights. The hybrid bonds have fixed
coupons until the first reset dates. For the NC2025
hybrid bond, the first reset date occurred on 22 February
2025, after which it bears a coupon of 7.074% until 22
February 2030, when it resets again at the 5 year swap
rate plus 5.711% margin. The NC2026 bears a coupon of
3.625% until 10 September 2026 when it resets at the
5 year swap rate plus 4.179% margin and the NC2026
bears a coupon of 7.875% until 10 September 2029
when it resets at the 5 year swap rate plus 4.955%
margin. Thereafter, coupons are reset five years after
the first reset date with applicable 5 year swap rate plus
an additional 25 bps to the first reset margin. There is
a similar second coupon step-up twenty years after
the the first reset date with applicable 5 year swap rate
plus an additional 100 bps to the first reset margin. The
bonds have no set maturity date, but the company has
the right to redeem them after five years from the issue
date and thereafter on every yearly interest payment
date. Fees related to the hybrids are amortised in
retained earnings and interest is recorded in retained
earnings upon payment or when the commitment to
payment arises. Earnings per share includes the hybrid
interests cost on accrual basis.
During the year, the company repurchased a total of
EUR 36.6 million of its hybrid bonds at a price below
their nominal value.
During the financial period, hybrid bonds accrued
EUR 34.3 million in interest. EUR 37.4 million of the
interest and the expenses for the issuance have been
recognized as a reduction of retained earnings. EUR
33.7 million has been paid in interest on hybrid bonds.
The hybrid loans have an off balance sheet accrued
interest of EUR 10.6 million as of 31 December 2025
(EUR 11.0 million as of 31 December 2024).
Hybrid bonds nominals outstanding
MEUR 2025 2024January 1 612.8 612.8Repayment of hybrid bonds -36.6 -265.7Issuance of hybrid bonds - 265.7December 31 576.3 612.8
Treasury Shares
Where any group company purchases the company’s
equity share capital (treasury shares), the consideration
paid, including any directly attributable incremental
costs (net of income taxes) is deducted from equity
attributable to the company’s equity holders until the
shares are reissued. Where such ordinary shares are
subsequently reissued, any consideration received,
net of any directly attributable incremental transaction
costs and the related income tax effects, is included in
equity attributable to the company’s equity holders.
During the reporting period, the company held a total
of 694,801 of the company’s own shares. The shares
were cancelled on 14 July 2025. At the end of the period,
the company or its subsidiaries held no shares in the
company
B) Board proposal for dividend and return from
the invested unrestricted equity fund
The Board of Directors proposes to the Annual General
Meeting that no equity repayment will be distributed
from the invested unrestricted equity fund from the
financial period ending 31 December 2025, and that the
result for the period is booked to the retained earnings.
The Board of Directors will reassess the proposal in
connection with the publication of the notice to the
Annual General Meeting, which will be issued no later
than three weeks before the meeting.
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3.2. Net financial income and expenses
A) Recognised in the consolidated income
statement
MEUR 2025 2024Interest income on loans 1.5 1.5Interest income on derivatives and other items 6.1 6.2Foreign exchange gains 42.6 51.3Fair value gain from derivatives 11.6 -Other financial income 18.1 17.6Financial income, total 80.0 76.5Interest expenses on loans -81.5 -75.8Interest expenses on derivatives and other items 0.9 6.7Foreign exchange losses -42.9 -52.1Fair value loss from derivatives -43.9 -21.0Development interest capitalised 0.4 0.4Other financial expenses -12.4 -9.7Interest expenses on IFRS 16 lease liabilities -1.1 -1.2Financial expenses, total -180.5 -152.7Net financial income and expenses -100.5 -76.1Of which attributable to financial instrument categories:Interest-bearing loans and receivables -90.7 -74.6Lease liabilities (IFRS 16) -1.1 -1.2Derivative financial instruments -30.9 -20.4Other liabilities and receivables 22.2 20.0Net financial income and expenses -100.5 -76.1
Net financial expenses increased to EUR 100.5 million
(Q1-Q4/2024: EUR 76.1 million). EUR 11.4 million increase
relates to higher interest expenses on refinanced bond
and higher net losses from hedging derivatives, which
was partially offset by lower interest expenses on
commercial paper and and higher net income from cash
. In addition, an amount of EUR 32.3 million indirect net
losses (Q1-Q4/2024: EUR 8.9 million loss) was booked
related to fair value changes of derivatives not under
hedge accounting, EUR 23.4 million more than during the
comparison period. The company also recorded EUR 2.9
million gain on early redemption of debt (Q1-Q4/2024:
EUR 0.8 million gain), EUR 2.1 million more than in the
corresponding period. In addition, EUR 6.3 million more
gain was recorded from closed equity FX hedges than in
the comparison period.
Citycon’s weighted average interest rate was 4.11%
(3.60%) and the weighted average interest excluding
derivatives was 4.42% (3.93%) as at 31 December 2025.
Interest on development expenditure is capitalised at a
rate of 4.22% (3.58%) as at 31 December 2025.
Citycon’s interest expenses in the consolidated
income statement contain interest expenses from
interest-bearing debt as well as all interest expenses
arising from derivative financial instruments used for
hedging purposes. Additional information on Citycon’s
derivative financial instruments, their fair values and
hedge accounting treatment can be found in Note 3.6.
Derivative Financial Instruments.
Fair value gains and losses of derivatives relate to
currency forwards, cross-currency swaps and interest
rate options not under hedge accounting. Other financial
expenses mainly consist of amortisations and write-
downs of arrangement fees, costs related to bond
repurchases, paid commitment fees and other bank fees.
B) Recognised in the other consolidated
comprehensive income
MEUR 2025 2024Gains/losses arising during the period from cash flow hedges -1.3 0.2Added (Less): interest income (expenses) recognised in the consolidated income statement on cash flow hedges - 0.3Net gains/losses on cash flow hedges -1.3 0.5
Interest income
Interest income is recognised according to the time
that has elapsed, using the effective interest method.
Dividend income
Dividend income is recognised when the right to
receive a dividend is established.
Borrowing costs
Borrowing costs are usually expensed as incurred.
However, borrowing costs, such as interest expenses
and arrangement fees, directly attributable to the
acquisition, construction or production of a qualifying
asset are capitalised as part of the cost of that asset.
A qualifying asset is an asset that necessarily takes a
substantial period of time to be ready for its intended
use or sale. Capitalisation commences when the
refurbishment of a property, or the construction
of a new building or extension, begins and ceases
once the building is ready for lease. Capitalisable
borrowing costs include costs of funds borrowed
for a construction project or costs attributable to a
construction project multiplied by the capitalisation
rate. The capitalisation rate is the weighted average
cost of Citycon’s borrowings for the financial year.
Borrowing costs arising from the purchase cost of
land are also capitalised on the development project,
but only when activities necessary to preparing
the asset for development are in progress on the
purchased land.
Loan-related transaction expenses clearly associated
with a specific loan are included in the loan’s cost
on an accrual basis and recognised as financial
expenses, using the effective interest method.
Expenses related to hybrid bonds are recognised in
retained earnings, see note 3.1.
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3.3. Classification of financial instruments
A) Classification of financial instruments and their carrying amounts and fair values
Carrying Carrying amount Fair valueamount Fair valueMEUR Note 2025 2025 2024 2024Financial assetsI Financial assets amortised at costFinancial assets within Rent, trade and other receivables 4.4. 10.9 10.9 18.0 18.0Cash and cash equivalents 3.8. 92.1 92.1 358.5 358.5II Financial assets at fair value through profit and lossDerivative financial instruments 3.6. 21.3 21.3 36.5 36.5Financial liabilitiesI Financial liabilities amortised at costI.I LoansLoans from financial institutions 3.4. 92.1 94.3 509.5 516.1Commercial paper 3.4. - - 9.9 10.0Bonds 3.4. 1,679.6 1,628.7 1,576.8 1,554.6Lease liabilities (IFRS 16) 2.3. 32.8 32.8 35.3 35.3I.II Other liabilitiesFinancial liabilities within Trade and other payables 4.5. 51.0 51.0 44.6 44.6II Financial liabilities at fair value through profit and lossDerivative financial instruments 3.6. 35.4 35.4 15.3 15.3III Derivative contracts under hedge accountingDerivative financial instruments 3.6. - - 1.3 1.3
Financial assets and liabilities
Recognition and measurement
Financial assets are classified into the following
categories for measurement purposes according to
IFRS 9
1. financial assets at amortised cost or
2. financial assets at fair value through profit or loss.
The classification of a financial asset is determined
based on the entity’s business model for managing
the asset and whether the assets’ contractual cash
flows represent ‘solely payments of principal and
interest’ on the principal amount outstanding.
Assets classified at amortised cost include financial
assets which the company has created by providing
money, goods or services directly to the debtor.
Initially recognised at fair value these assets under
current and non-current assets are carried at
amortised cost. Their balance sheet value is impaired
by the amount of any credit loss. In the company’s
consolidated statements of financial position as at
31 December 2025 and 31 December 2024, financial
assets held at amortised cost include rent and trade
receivables, interest receivables, cash and cash
equivalents and loan receivables, which are reported
in the balance sheet within the following items ”Trade
and other receivables”, ”Cash and cash equivalents”
and “Other non-current assets”.
Citycon concludes derivative contracts for hedging
purposes only. Derivative contracts not fulfilling the
criteria set for hedge accounting, or for which Citycon
has decided not to apply hedge accounting, are
classified as financial assets or liabilities at fair value
through profit or loss.
Financial liabilities are classified as
1. financial liabilities at fair value through profit or loss
or
2. financial liabilities at amortised costs
Financial liabilities are initially recognised at fair
value. Afterwards, financial liabilities excluding
derivative debt are recognised at amortised cost
using the effective interest method. In the company’s
consolidated statement of financial position, on 31
December 2025 and 31 December 2024, financial
liabilities at amortised cost include loans, trade
payables and interest payables which are reported in
the balance sheet under the items ”Loans” and ”Trade
payables and other payables”. On 31 December 2025
Citycon had foreign exchange derivative contracts
and cross currency swaps classified as financial
assets and liabilities at fair value through profit or
loss. Financial assets and liabilities are recognised in
the statement of financial position on the basis of the
settlement date.
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B) The principles for determining the fair values of
financial instruments
Citycon applies IFRS valuation principles when
determing the fair values of financial instruments. The
following presents the principles for determining the fair
values of all financial assets and liabilities.
Cash and cash equivalents, investments, trade
and other receivables, trade payables and other
payables
Due to their short maturity, the fair value of cash and
cash equivalents, trade payables and receivables and
other short-term receivables and payables is regarded
as corresponding to their carrying amount.
Derivative financial instruments
Derivative financial instruments are initially measured
at fair value in the statement of financial position and
subsequently re-measured at their fair value on each
balance-sheet date. The fair value of interest rate swaps
is calculated using the present value of estimated future
cash flows. The fair value of Citycon’s interest rate
derivatives is determined based on customary valuation
techniques used by market participants in the OTC
derivative market. An interest rate curve is determined
based on observable market rates. The curve is used
to determine future interest payments, which are then
discounted to present value.
The fair value of a currency forward agreement is based
on the difference between the exchange rate of the
agreement and the prevailing exchange rate fixing on
each balance-sheet date as well as the currency basis
spreads between the respective currencies. The fair
value of derivative financial instruments is the estimated
amount that Citycon would receive or pay to settle the
related agreements. The fair value of foreign exchange
derivative contracts is based on quoted market prices.
The fair value of cross-currency swaps consists of the
fair value due to the interest rate change and the fair
value due to the currency rate. The interest rate fair
value is determined by the counterparty banks in the
same way as in interest rate swaps mentioned above
and the reported values are based on the valuations
of the counterparty banks. The currency fair value is
determined in a similar way as in currency forward
agreements.
The fair value of both interest rate and foreign exchange
derivative financial instruments corresponds to level 2 of
the fair value hierarchy according to IFRS13.72-90. For
financial instruments that are recognised at fair value on
a recurring basis, Citycon determines whether transfers
have occurred between levels in the hierarchy by re-
assessing categorisation (based on the lowest level
input that is significant to the fair value measurement as
a whole) at the end of each reporting period. During the
period there was no transfers between the levels of the
fair value hierarchy.
Loans from financial institutions
Citycon’s loans from financial institutions are fixed
rate loans which have a fair value equal to the nominal
amount of the loan. The difference between the
fair value and carrying amount is the unamortised
capitalised arrangement fees of the loans. The fair value
of loans from financial institutions corresponds to level 2
according to IFRS13.72-90.
Bonds
All bonds are loans which have fair values equal to
the secondary market price of the bonds. The fair
value of the bonds corresponds to level 1 according to
IFRS13.72-90. All Citycon bonds are actively traded
on secondary markets and therefore prices quoted on
secondary markets can be considered accordance
with level 1 of IFRS13.72-90. As of 31 December 2025
the secondary market price was EUR 50.9 million lower
(Q1-Q4/2024: EUR 22.2 million lower) than the carrying
value of the bonds.
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3.4. Loans
All Citycon loans were interest-bearing liabilities on 31 December 2025 and 31 December 2024. These interest-bearing
loans are explained here in detail.
Breakdown of interest-bearing liabilities
Effective interest rate Carrying amount Carrying amount Maturity(%)20252024Long-term interest-bearing liabilitiesBondsEurobond 1/2016 9/2026 1.26 - 349.1Eurobond 1/2018 1/2027 2.50 128.3 241.4Eurobond 1/2021 3/2028 1.79 342.4 341.4Eurobond 1/2024 3/2029 6.63 297.1 296.3Eurobond 2/2024 3/2030 5.15 345.5 344.9Eurobond 1/2025 7/2031 5.56 442.9 -Syndicated term loans1EUR 250 million secured term loan facility 4/2027 3M Euribor + 2.30- 247.3SEK 2,045 million secured term loan 5/2029 3M Stibor + 2.50 - 175,4SEK 1,020 million secured term loan facility 11/2030 5.57 92.1 86.7Syndicated revolving credit facilities1EUR 250 million secured revolving credit facility 10/2029 Reference rate + 3.1- -Lease liabilities (IFRS 16) - - 25.7 28.1Total long-term interest-bearing liabilities 1,674.0 2,110.7Short-term interest-bearing liabilitiesNOK Bond 2/2015 9/2025 3.90 - 0.4NOK Bond 1/2017 9/2025 2.77 - 3.2Eurobond 1/2016 9/2026 1.26 123.4 -Commercial paper - Reference rate + 0,5–0,8 - 9.9Lease liabilities (IFRS 16) - - 7.1 7.2Total short-term interest-bearing liabilities 130.5 20.81 Margin is linked to the group's credit rating and sustainability targets.
The carrying amounts of syndicated loans and bonds
are stated at amortised cost, using the effective yield
method. The fair values of liabilities are shown in Note
3.3. Classification of Financial Instruments.
Maturity of long-term interest-bearing debt
(excl. IFRS16 liabilities)
MEUR 2025 20241–2 years 128.3 349.12–3 years 342.4 488.93–4 years 297.1 341.44–5 years 437.7 471.7over 5 years 442.9 431.6Total 1,648.4 2,082.7
Long-term interest-bearing liabilities by currency
MEUR 2025 2024EUR 954.6 1,420.4NOK 109.8 110.2SEK 584.0 552.0Total 1,648.4 2,082.7
Short-term interest-bearing liabilities by currency
MEUR 2025 2024EUR 123.4 9.9NOK - 3.6SEK - -Total 123.4 13.6
Currency split is including cross-currency swaps.
Maturity of liabilities related to IFRS 16 right-of-use
assets is presented in note 2.3.
3.5. Financial risk management
A) Financial risk management
The objective of financial risk management is to ensure
that Citycon will reach its targets in financing and cost
of finance and to identify and mitigate key risks which
may threaten its ability to meet these targets before they
realise.
The Board of Directors has approved a Treasury
Policy which defines the objectives, responsibilities
and risk management targets, responsibilities and
indicators. The execution and controlling of financial
risk management is performed by the Group Treasurer,
under the supervision of the CFO. Group Treasurer
reports compliance with the objectives, in conjunction
with the interim and annual report, to the CFO,
who reports to the Board’s Audit and Governance
Committee.
Financial risks have been identified as business critical
risks for Citycon. Financial risk arises for Citycon in the
form of financial instruments, which are mainly used to
raise financing for operations. The Group uses interest
rate and foreign exchange derivatives to manage
interest rate and currency risks arising from operations
and financing sources.
Citycon’s identified, key financial risks include interest
rate risk, liquidity risk, credit risk and foreign currency
risk. These risks are summarised below.
Interest rate risk
One of Citycon’s key financial risks is the interest rate
risk of its interest bearing liabilities, whereby changes
in money market interest rates lead to fluctuations in
future interest cash flows on floating rate borrowings.
Interest rate risk management aims to reduce or
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eliminate the adverse effect of interest rate fluctuations
on the company’s profit and cash flow. The company
aims at a loan portfolio with the right balance of fixed
and variable rate debt.
As of 31 December 2025 all of Citycon’s debt portfolio
consist of fixed rate debt. Citycon has mainly raised
funding from the bond markets but starting from 2023
the company has entered into mortgage debt financing.
The mortgage debt is fixed-rate. Under the company’s
interest rate risk management policy, the target debt
portfolio is one in which a minimum of 70% and a
maximum of 90% of interest bearing liabilities are based
on fixed interest rates over time. At year-end the ratio of
fixed rate debt was 93.1% (31.12.2024: 85.1%).
The interest sensitivity of Citycon’s loan portfolio at
the end of 2025 is described by the fact that a one-
percentage point rise in money market interest rates
would increase its interest expenses by EUR 0.0 million
on a yearly basis, while a fall of one-percentage point in
such rates would decrease them by EUR 0.0 million.
Interest rate sensitivity
The following table shows interest expenses’ sensitivity
to a 100 basis point change in short term interest rates,
assuming that all other variables remain constant.
The impact is shown as a change in interest expenses
resulting from changes in the interest rate related to
floating rate debt.
Effect on interest expenses of an increase
of 100 basis points
MEUR 2025 2024Euro - 1.4Norwegian crown - -Swedish crown - -Total - 1.4
The following table shows the consolidated
shareholders’ equity’s sensitivity to a 100 basis point
change in short term interest rates, assuming that all
other variables remain constant. The impact is shown as
a change in shareholders’ equity resulting from changes
in interest rates, which relate to interest rate derivatives
under hedge accounting treatment.
Effect on shareholders equity of an increase of
100 basis points
MEUR 2025 2024Euro - 0.3Norwegian crown - -Swedish crown - -Total - 0.3
Liquidity risk
As a real estate company with a large balance sheet,
Citycon needs both equity capital and debt financing.
The Group uses cash-flow forecasts to continuously
assess and monitor financing required for its business.
Here, the goal is to arrange financing on a long term
basis and avoid any large concentration of due dates
for the loan agreements in the near term. Citycon aims
to guarantee the availability and flexibility of financing,
through sufficient committed unused credit limits
and by using several banks and financing sources as
sources of finance.
Citycon’s financing policy states that all maturing
debt, committed capital expenditures and committed
acquisitions for the coming rolling 12 months period,
not covered by Operating cash flow in approved budget
or forecast or by committed disposals of assets must
be covered by available liquidity consisting of cash
and long-term committed credit limit facilities. On
31 December 2025, unused committed credit limits
amounted to EUR 250.0 million, in addition Citycon
had unused cash pool limits of EUR 15.0 million and
unrestricted cash and cash equivalents of EUR 85.5
million.
In 2025 Citycon executed several financing transactions
in order to strengthen the balance sheet and capital
structure. During the first quarter, Citycon repaid EUR
150 million of its EUR 250 million secured term loan,
which had an original maturity in April 2027. In addition,
the company executed EUR 100 million tender of its
bond maturing in September 2026 at a discount to
its par value. During the second quarter, the company
placed a 6.25-year EUR 450 million green bond.
Following the bond issuance the company tendered EUR
100 million of the 2026 notes and repaid the remaining
EUR 100 million nominal of the term loan maturing in
April 2027. Futhermore, the company prepaid Kista
Galleria’s term loan of approximately 186 million,
originally maturing in May 2029. Citycon also reduced
its revolving credit facility from EUR 400 million to EUR
200 million to optimize costs of annual commitment
fees. In addition, the company tendered EUR 100 million
of its 2027 notes below par and repurchased EUR 1.9
million of its hybrid bond issued in 2019. During the third
quarter, the company succesfully tendered EUR 34.7
million of its hybrid bonds. During the fourth quarter,
the company refinanced and extended its secured and
committed Revolving credit facility. The sustainability
linked facility matures in October 2029 and it carries a
one year extension option to October 2030. The facility
size was increased from EUR 200 million to EUR 250
million. The company also repurchased EUR 40 million
of its 2026 and 2027 notes in the open market below
par.
The next table summarises the maturity profile of
the Group’s financial liabilities, based on contractual
payments. The table includes both principal and interest
flows of loans and payments arising from derivative
financial instruments. Future interest payments of
floating rate loans have been determined based on
the interest rate applicable on the balance sheet date,
and are not discounted. Future interest payments
for derivative financial instruments are based on
discounted net present values and future interest rates
are obtained through interpolation based on the yield
curve prevailing on the balance sheet date.
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Maturity profile of financial liabilities including interest flows
MEUR Less than 1 month 1 to 12 months 1–5 years Over 5 years Total31 December 2025Bonds 3.1 191.8 1,265.8 474.2 1,934.9Loans from financial institutions - 5.3 115.6 - 120.9Derivative financial instruments 0.2 3.7 12.2 3.4 19.5Financial liabilities within Trade and other payables 8.7 57.1 -14.8 - 51.031 December 2024Commercial paper 10.0 - - - 10.0Bonds 9.5 33.8 1,417.2 367,5 1,828.0Loans from financial institutions 3.9 30.0 494.5 94.1 622.4Derivative financial instruments 0.3 2.5 1.3 0.5 4.6Financial liabilities within Trade and other payables 15.4 27.1 2.1 - 44.6
Citycon’s rent revision procedures, long leases and high occupancy ratio generate a stable long-term cash flow profile.
Citycon expects to meet its short-term liabilities shown in the table above from this stable cash flow and undrawn
committed credit facilities. In the long term, loan refinancings, new bond issues, or disposals of investment properties
will be done. The table below shows the maturity profile of the undrawn committed credit facilities.
MEUR Less than 1 month 1 to 12 months 1–5 years Over 5 years Total31 December 2025Undrawn committed credit facilities - - 250.0 - 250.031 December 2024Undrawn committed credit facilities - - 400.0 - 400.0
The above mentioned credit facilities are freely available to Citycon based on the group’s financing needs.
Changes in liabilities from financing activities
Foreign 1 January exchange Change in Amortized Other 31 December MEUR2025 Cash flowmovementfair valuesfeeschanges2025Long term interest bearing liabilities 2,082.7 -100.2 16.0 -8.3 7.8 -349.6 1,648.4Short-term interest bearing liabilities 13.6 -39.7 -0.1 - - 149.6 123.4Derivatives 16.6 -1.3 18.1 2.0 - - 35.4Total in liabilities from financing activities 2,112.8 -141.2 34.0 -6.2 7.8 -200.0 1,807.2
Foreign 1 January exchange Change in Amortized Other 31 December MEUR2024 Cash flowmovementfair valuesfeeschanges2024Long term interest bearing liabilities 1,471.0 611.7 -9.9 1.8 -8.4 16.4 2,082.7Short-term interest bearing liabilities 354.6 -537.2 0.2 - - 196.0 13.6Derivatives 27.9 -1.1 - -10.2 - - 16.6Total in liabilities from financing activities 1,853.5 73.4 -9.7 -8.4 -8.4 212.4 2,112.8
Credit risk
Citycon controls its receivables within the framework
of the given credit limits and has not so far identified
any major credit risk associated with them. Credit risk
management caters for customer risk management,
which is aimed at minimising the adverse effect of
unexpected changes in the customers’ financial
standing on Citycon’s business and financial results.
Customer risk management is primarily based on
the knowledge of the customers’ business and
active monitoring of customer data. Citycon’s lease
agreements include lease deposit provisions used to
contribute to managing customers’ risks. The maximum
exposure from trade receivables is the carrying amount
as disclosed in Note 4.4. Trade and other receivables.
Credit risk arising from cash and cash equivalents and
certain derivative agreements relate to the default of
a counterparty with a maximum exposure equal to the
carrying amount of these instruments. Citycon invests
its liquidity in a manner which minimizes the risk and
does not, for example, invest in equity markets. Citycon’s
cash and cash equivalents are primarily placed on
bank accounts and in short term deposits, in which the
counterparties are commercial banks participating in
Citycon’s credit agreements. Citycon’s financing policy
also sets forth approved financial instruments in which
the company can invest, and includes counterparty limits
for those investments.
Exchange rate risk
Citycon’s presence in countries outside the eurozone
exposes the company to exchange rate risk. Exchange
rate risk stems from transaction risks resulting from the
conversion of foreign currency denominated transactions
into local currency, as well as from translation risks in the
balance sheet and profit and loss statement associated
with investments in foreign subsidiaries. The company
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B) Capital management and financial covenants
Capital management
The objective of the company’s capital management
is to support the strategy, maximise shareholder value,
uses foreign exchange derivatives to manage the
transaction risk on committed transactions. The company
manages its exchange rate risk in the balance sheet by
aiming to finance its foreign investments mainly in the
local currency. Currently, the company’s exchange rate risk
relates to fluctuations in the Euro/Swedish crown and the
Euro/Norwegian crown exchange rates.
Starting from 2024, Citycon has been hedging the
translation risk related to equity investments made in
Norwegian and Swedish crowns. The company uses
foreign exchange derivatives to hedge the translation
impact on group equity.
Foreign exchange sensitivity
The following table shows the sensitivity in the net
financial expenses of the consolidated income statement
to a 5% change in foreign exchange rates, assuming that
all other variables remain constant. This impact is mainly
attributable to the change in the fair value of financial
instruments and the change in interest expenses paid in
other currencies as the principals are fully hedged.
Effect of a five percent strengthening in foreign
exchange rates on net financial expenses
MEUR 2025 2024Swedish crown -0.4 0.2Norwegian crown -0.4 -0.4Total -0.8 -0.2
comply with loan agreement provisions and ensure
the company’s ability to pay dividend. Citycon’s capital
structure is managed in an active manner and capital
structure requirements are taken into account when
considering various financing alternatives. The company
can adjust the capital structure by deciding on the
issuance of new shares, raising debt financing, raising
hybrid financing, divesting investment properties or
making adjustments to the dividend.
Citycon monitors its capital structure based on equity
ratio and loan-to-value (LTV). The company’s long term
LTV target is 40–45%.
Equity ratio
MEUR 2025 2024Total shareholders’ equity (A) 1,899.3 1,858.5Total assets 4,063.8 4,303.1Less advances received 7.6 9.3./. (Total assets - advances received) (B) 4,056.2 4,293.8Equity ratio, % (A/B) 46.8% 43.3%
LTV (Loan to value) -%
MEUR 2025 2024Interest-bearing debt total (Note 3.4.) 1,804.5 2,131.5Less lease liabilities (IFRS 16, Note 2.3) 32.8 35.3Less cash and cash equivalents (Note 3.8.) 92.1 358.5Interest-bearing net debt (A) 1,679.6 1,737.8Fair value of investment properties including properties held for sale and investments in joint ventures (Notes 2.1 and 2.2) 3,777.6 3,712.3Less right-of-use assets classified as investment properties (IFRS 16, Note 2.3) -34.5 -37.3Fair value of investment properties (B) 3,743.1 3,675.0LTV, % (A/B) 44.9% 47.3%
LTV decreased in 2025 as a result of lower net debt and higher property values. Loan to value is calculated excluding
both hybrid debt and IFRS16 lease liabilities.
Financial covenants
Under a commitment given in the terms of the revolving
credit facilities, the Group undertakes to maintain
its net debt to total assets ratio under 0.60 and its
interest coverage ratio at a minimum of 1.8. The net
debt to total assets ratio is calculated by dividing
the Group’s consolidated net debt with total assets
excluding advances received. The interest coverage
ratio is calculated by dividing the EBITDA adjusted by
extraordinary gains/losses, provisions and non-cash
items, by net financial expenses. In addition, the loan-
to-value in loan drawn under the secured RCF shall not
exceed 55 per cent. These covenants are measured
quarterly.
Accordingly, net debt to total asset ratio on 31 December
2025 stood at 0.42 (Q1-Q4/2024: 0.41) and interest
coverage ratio stood at 2.37 (Q1-Q4/2024: 2.74).
Under a commitment given in the terms of the Trust
Deeds regarding all issued bonds Citycon undertakes
to maintain the group’s solvency ratio at under 0.65 and
its secured solvency ratio at under of 0.25. The solvency
ratio is calculated by dividing the Group’s consolidated
net debt with total assets excluding intangible assets.
The secured solvency ratio is calculated by dividing the
Group’s consolidated secured debt with total assets
excluding intangible assets. These covenants are
measured bi-annually and total carrying amount of the
bonds was EUR 1,679.6 million at 31 December 2025.
Accordingly, the solvency ratio on 31 December 2025
stood at 0.42 (Q1-Q4/2024: 0.42) and the secured
solvency ratio at 0.02 (Q1-Q4/2024: 0.12).
In addition, the financing agreement of subsidiary level
mortgage loan in Liljeholmstorget Galleria includes
financial covenants related to the interest coverage ratio
which should not be equal to or less than 1.75, and loan-
to-value which should not be equal to or exceed 50 per
cent. The interest coverage ratio is calculated by dividing
projected net rental income by projected finance costs.
As of 31.12.2025 loan-to-value stood at 36 per cent
(Q1-Q4/2024: 36 per cent) and interest coverage ratio
stood at 2.66 (Q1-Q4/2024: 2.83). These covenants are
measured quarterly and the carrying amount of the loan
was EUR 92.1 million at 31 December 2025.
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3.6. Derivative financial instruments
Derivative contracts and hedge accounting
Derivative financial instruments are used in accordance
with Citycon’s Treasury Policy to hedge the interest rate
risk of interest bearing liabilities and foreign currency
risk. Derivatives are initially measured at fair value and
re-measured at fair value on each statement of financial
position date.
Citycon uses interest rate swaps to hedge the interest
rate cash flow risk. These interest rate swaps hedge
against volatility in future interest payment cash
flows (cash flow hedging) resulting from interest rate
fluctuations, and the resulting profit fluctuations.
Hedged instruments consist of long term floating
rate debt, which is expected to be refinanced upon
maturity on similar terms. Citycon applies hedge
accounting according to IFRS 9 to its interest rate
swaps. Subsequently, the fair value change of the
effective part of the derivative hedge is recognised in
the fair value reserve in equity and correspondingly
under other comprehensive income. Any significant fair
value change resulting from an ineffective part of the
derivative hedge is recognised in financial income and
expenses. If the criteria for hedge accounting are not
met, changes in fair value are recognised in full through
profit or loss. At the moment, Citycon has no interest
rate swaps, as all of its debt is fixed-rate.
Interest payments based on interest rate swaps are
included in interest expenses. Fair value changes that
are booked through profit or loss are recognised as
financial expenses or income, if hedge accounting is not
applied. The fair value of interest rate swaps is shown in
current or non-current receivables or current and non-
current liabilities in the statement of financial position.
As of 31 December 2024 Citycon’s interest rate swaps
were under hedge accounting. At the end of 2025, the
company had no interest rate swap contracts in place.
In addition Citycon has used interest rate caps to hedge
the floating interest of the term loan. Changes in fair
values of these options are reported in the profit and
loss statement as hedge accounting is not applied. In
2025, the term loans were repaid, and the company had
no outstanding interest rate caps as of 31 December
2025.
The company uses foreign exchange derivatives like
forwards and cross-currency swaps to hedge against
exchange rate risk relating to financial assets and
liabilities denominated in foreign currency. Fair value
changes related to foreign exchange derivatives
are recognised in the statement of consolidated
comprehensive income, since fair value changes related
to financial assets and liabilities denominated in foreign
currencies are also recognised therein. The interest
payments of cross-currency swaps and forward points
of currency forwards are included in interest expenses.
As at 31 December 2025 Citycon does not apply hedge
accounting to any of its cross-currency swaps.
In 2024 the company started using foreign exchange
forwards and swaps to hedge the currency impact
from NOK and SEK denominated line items on equity.
These derivatives are accounted for in the same way as
metioned above and no hedge accounting is applied.
A) Nominal amounts and fair values of derivative financial instruments
Nominal amount Fair value Nominal amount Fair valueMEUR 2025 2025 2024 2024Interest rate swaps Maturity:less than 1 year - - - -1–5 years - - 125.0 -1.3over 5 years - - - -Subtotal - - 125.0 -1.3Cross-currency swapsMaturity:less than 1 years - - - -1–5 years 388.8 -10.5 388.8 14.9over 5 years 183.7 -4.1 - -Subtotal 572.5 -14.5 388.8 14.9Foreign exchange forward agreementsMaturity:less than 1 year 108.4 0.4 924.5 2.6Interest rate optionsless than 1 year - - - -1–5 years - - 302.1 3.2over 5 years - - - -Subtotal - - 302.1 3.2Total 680.9 -14.2 1,740.4 19.4
The fair value of a derivative financial instrument represents the market value of the instrument at the prices prevailing
on the balance sheet date. See also note 3.3. Classification of financial instuments part B) for principles on determining
fair values of derivatives.
The average fixed interest rate of the cross-currency swaps as at 31 December 2025 was 2.40% (1.48%).
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B) Derivatives under hedge accounting
Interest rate swaps Assets Liabilities Assets LiabilitiesMEUR 2025 2025 2024 2024Interest rate swaps, fair value - - - 1.3
As at 31 December 2025, the group had no outstanding
interest rate swap agreements designated for hedge
accounting under IFRS 9. As at 31 December 2024,
such interest rate swap agreements were outstanding.
Fair value gains and losses were transferred to the
statement of consolidated income when the forecast
cash flows were realized and affected the statement of
consolidated income.
Citycon has cross-currency swaps to effectively convert
EUR debt into SEK and NOK debt, for these, hedge
accounting is currently not applied as of 31 December
2025.
Hedge effectiveness requirements are assessed and
documented in accordance with IFRS 9. There is an
economic relationship between the hedged item and
the hedging instrument since the critical terms of
the interest rate derivatives have been negotiated to
match the respective terms of the variable rate loans.
Furthermore, credit risk does not dominate the value
changes in the hedge according to Citycon’s credit risk
assessment and the hedge ratio is 1:1, meaning that the
nominal of the hedge and the underlying are closely
aligned. A possible source of ineffectiveness would be
if reference rates are negative, whereas there could
be a gap between fair value changes in the hedging
instrument, which has no interest flooring, and the
hedged item which has 0% interest floor.
The cash flow from all hedged liabilities over time is the
basis for determining the gain and loss on the effective
portions of derivatives designated as cash flow hedges.
C) Impact of hedging instruments on the financial statements
Impact of hedging instruments under hedge accounting on the statement of financial position
Change in fair value used Line item in for measuring statement of effectiveness for MEUR Nominal amount Carrying amountfinancial positionthe periodAs at 31 December 2025Non-current assets and short-term liabilitites, Derivative financial Interest rate swaps - -instruments -1.3As at 31 December 2024Current assets, Derivative financial Interest rate swaps 125.0 -1.3instruments 0.2
Effect of cash flow hedges on the statement of profit or loss and other comprehensive income
Total hedging Ineffectiveness Line item in Amount recycled Line item in gain/loss recognised in statement of from OCI to profit statement of MEURrecognised in OCIprofit or lossprofit and lossor lossprofit and lossYear ended 31 December 2025Interest rate swaps - - - - -Year ended 31 December 2024Interest rate swaps -1.3 - - - -
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3.7. Commitments and contingent
liabilities
Pledges and other contingent liabilities
MEUR 2025 2024Loans, for which mortgages are given in security and shares pledgedLoans from financial institutions 94.3 516.1Pledges for loansMortgages on land and buildings 344.3 1,021.2Fair value of properties pledged in mortgages 849.4 2,091.3Bank guarantees and parent company guarantees 17.4 224.7
Mortgages on land and buildings
Mortgages relate to the credit facilities where the group
has given securities on the loans via mortgages and
pledged shares from certain subsidiaries.
Bank guarantees and parent company guarantees
Guarantees are mainly related to parent company
guarantees on behalf of subsidiaries for third parties, or
alternatively third party bank guarantees.
Capital commitments related to (re)development
projects are presented in note 2.1.
3.8. Cash and cash equivalents
MEUR 2025 2024Cash in hand and at bank 85.5 352.2Restricted cash 6.6 6.2Total cash 92.1 358.5
Cash and cash equivalents in the cash flow statement
comprise the items presented above. Restricted cash
mainly relates to gift cards, tax and rental deposits.
Cash and cash equivalents
Cash and cash equivalents consist of cash and
bank deposits withdrawable on call. A maximum
maturity of three months from the date of
acquisition applies to cash and cash equivalents.
3.9. Other non-current assets
MEUR 2025 2024Loan receivables 32.4 32.5Other receivables 0.3 0.4Total 32.7 32.9
Loan receivables consists of vendor notes given to third
parties in property asset divestments.
4. Other notes to the accounts
4.1. Income taxes
MEUR 2025 2024Current taxes -0.7 -1.5Taxes for prior periods -0.6 -0.6Deferred taxes -29.9 11.2Income tax -31.2 9.2
Citycon did not recognise any current taxes directly in
the equity during 2025 and 2024.
Reconciliation between tax charge and Group tax
at the Finnish tax rate (20.0%):
MEUR 2025 2024Profit before taxes 126.1 -47.0Taxes at Finnish tax rate -25.2 9.4Share of result of joint-ventures 0.0 -0.1Difference in foreign subsidiaries’ tax rate 5.1 2.4Utilisation of not previously recognized tax losses 4.7 1.0Not recognized tax losses from financial year -8.4 -3.1Not recognized non-deductible interest expenses -16.8 -7.8Investment property tax value adjustments 0.0 -0.5Goodwill write-down related to disposals 0.0 -3.8Tax impact of deferred tax change booked to gain/loss on sale of investment properties 0.1 5.3Hybrid bond interests 7.4 6.6Gain/Loss on hybrid bond buybacks 0.5 0.4Tax free income deducted by non-deductible expenses 0.0 0.0Taxes from previous years -0.6 -0.6Other items 2.0 -0.2Income taxes -31.2 9.2
Accounting policy - income taxes
Income taxes include taxes based on the taxable
income of Group companies for the financial
period, adjustments for previous periods’ taxes and
changes in deferred taxes. Tax based on taxable
income for the period is calculated in accordance
with the tax legislation enacted in each country. If
the recognition of deferred taxes is attributable to
an item recognised in shareholders’ equity, such as
a change in the fair value of a derivative instrument
used for hedging purposes, deferred taxes will also
be recognised in shareholders’ equity.
Key estimates and assumptions - income taxes
Citycon is subject to income taxation in several
countries. The complexity of tax legislation,
as well as constant changes in it and in the
operating environment, require Citycon to use
estimates and assumptions when preparing its tax
calculations. Tax legislation specifically related to
tax deductibility of interest expenses has changed
and is changing in the countries Citycon operates
in. Citycon monitors and analyses the impact of
these changes as part of its normal operations.
Future taxable income is uncertain, and the final
amount of taxes may deviate from the originally
recorded amount. If final tax deviates from
originally recorded amounts, such differences may
affect the period’s taxable profit, tax receivables or
liabilities as well as deferred tax assets or liabilities.
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4.2. Deferred tax assets and liabilities
Changes in deferred tax assets and liabilities in 2025:
Recognised in income statement in gain/loss on Recognised in sale of investment Items recognised Exchange rate MEUR 1 January 2025income statementpropertiesin equitydifferences Other changes 31 December 2025Deferred tax assetsTax losses 16.0 -0.7 - - - - 15.2Other items 0.5 0.0 - - - - 0.5Deferred tax assets, total 16.4 0.0 - - - - 15.7Deferred tax liabilities1Measurement of investment property at fair value203.8 30.2 -0.1 - 2.4 - 236.3Contract values of managed and rented centre 0.4 -0.1 - - - - 0.3Temporary difference in financial expenses 4.2 -0.2 - -0.9 - -0.8 2.2Deferred tax liabilities, total 208.4 29.9 -0.1 -0.9 2.4 -0.8 238.91 Deferred tax liabilities are net of EUR 10.7 million of deferred tax assets arising from confirmed tax losses.
Unrecognised deferred tax assets from tax losses will mostly expire during the next 5-10 years. Deferred tax liabilities have not been recognised from Estonian non-distributed retained earnings as they are in Group’s
control.
Changes in deferred tax assets and liabilities in 2024:
Recognised in income statement in gain/loss on Recognised in sale of investment Items recognised Exchange rate MEUR 1 January 2024income statementpropertiesin equitydifferences Other changes 31 December 2024Deferred tax assetsTax losses 15.9 0.0 - - - - 16.0Other items 0.6 0.0 - - - - 0.5Deferred tax assets, total 16.5 0.0 - - - - 16.4Deferred tax liabilities1Measurement of investment property at fair value246.3 -10.4 -26.7 - -5.3 - 203.8Contract values of managed and rented centers 0.5 -0.1 - - - - 0.4Temporary difference in financial expenses 1.0 -0.7 - 2.6 - 1.3 4.2Deferred tax liabilities, total 247.8 -11.2 -26.7 2.6 -5.3 1.3 208.41 Deferred tax liabilities are net of EUR 11.4 million of deferred tax assets arising from confirmed tax losses.
Accounting policy - deferred tax assets
and liabilities
Deferred tax assets and liabilities are calculated
on temporary differences arising between the tax
bases of assets and liabilities, and their carrying
amounts. A major temporary difference arises
between the fair value and taxable value of
investment properties. In such a case, taxes are
calculated on the difference between the property’s
fair value and residual tax value of the underlying
asset. This rule applies even if the property is
disposed by selling the shares of the property
company and includes no assessment of likelihood
of such tax consequences.
Other main temporary differences relate to among
other things unused tax losses and financial
instruments. Deferred tax assets are recognised
to the extent that it appears probable that future
taxable profit will be available, against which the
temporary differences can be utilised.
On 31 December 2025, Group companies had confirmed
losses of EUR 31.4 million for which deferred tax assets
of EUR 6.3 million were not recognised, since these
Group companies are unlikely to record a taxable profit,
before the expiration of carry forwards of these losses,
against which loss carry forwards can be utilised.
Key estimates and assumptions
- deferred tax assets
When tax receivables are recognised for tax losses
that have been confirmed in taxation, the company
must evaluate whether it is probable that such tax
losses can be used against a taxable profit arising
in the future.
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4.3. Intangible assets
MEUR 2025 2024Acquisition cost January 1. 35.8 36.2Additions during the period 0.3 1.0Disposals during the period 0,0 -Transfers between items -0.5 -1.0Exchange rate differences 0.1 -0.5Accumulated acquisition cost December 31. 35.7 35.8Accumulated depreciation and impairment losses, January 1. -26.1 -25.5Amortization during the period -1.9 -2.1Transfers between items 0.0 1.0Exchange rate differences -0.1 0.6Accumulated depreciation and impairment losses, Dec 31. -28.1 -26.1Net carrying amount January 1. 9.7 10.7Net carrying amount December 31. 7.6 9.7
Intangible assets consist of computer software and
licenses. The contract values of rented centers are
presented in Right-of-use assets according to IFRS 16.
Accounting policy
Intangible assets
An intangible asset is recognised in the statement
of financial position, provided its historical cost
can be measured reliably and it is probable that
expected economic benefits will flow to the
company.
Intangible assets are measured at cost less
amortisation and any impairment losses.
The following depreciation periods apply:
• Software is amortised over their useful life on a
straight-line basis over three to ten years.
Impairment of intangible assets
On each balance-sheet date, property, plant and
equipment and intangible assets are assessed
to determine whether there is any indication of
impairment. If any indication of an impaired asset
exists, the asset’s recoverable amount must be
estimated. Should the asset’s carrying amount
exceed its recoverable amount, it is impaired, and
the resulting impairment loss is recognised in the
consolidated income statement.
4.4. Trade and other receivables
MEUR 2025 2024Rent and trade receivables 17.3 15.1Expected credit losses -6.9 -5.0Rent and trade receivables (net) 10.4 10.1Interest receivables 0.5 7.8Financial assets total 10.9 18.0Accrued income and prepaid expenses 3.2 17.6VAT-receivables 2.0 7.3Other receivables 10.6 3.2Total 26.6 46.1
Ageing structure of rent and trade receivables:
Expected credit loss Expected MEUR 2025ratecredit lossNot past due 10.6 2.8% 0.3Past due, less than 1 month 2.7 4.4% 0.1Past due, 1–3 months 2.0 10.9% 0.2Past due, 3–6 months 2.2 15.5% 0.3Past due, 6–12 months 3.9 55.3% 2.1Past due, 1–5 years 5.0 75.3% 3.8Total 26.6 6.9
Ageing structure of rent and trade receivables:
Expected credit loss Expected MEUR 2024ratecredit lossNOT past due 2.7 0.2% 0.0Past due, less than 1 month 2.0 2.1% 0.0Past due, 1–3 months 1.0 14.9% 0.1Past due, 3–6 months 1.5 15.7% 0.2Past due, 6–12 months 2.4 60.2% 1.5Past due, 1–5 years 5.6 55.2% 3.1Total 15.1 5.0
Movement in expected credit loss
MEUR 2025 2024At the beginning of the year -5.0 -5.0Exchange rate differences 0.0 0.1Acquisitions 0.0 -1.3Charge for the year -4.7 -2.3Utilised 2.6 2.9Unused amounts reversed 0.3 0.6Expected credit loss at the end of the year -6.9 -5.0
Rent and Trade receivables are non-interest bearing and
their payment terms vary between 2–20 days. The rent
guarantee is equal to between 2–6 months of rent and
other payments.
Accounting policy
Financial assets
Financial assets include trade receivables and other
receivables not held for trading, which the company
has created by providing money, goods or services
directly to the debtor. Initially recognised at fair value
these assets under current and non-current assets
are carried at amortised cost. Their balance sheet
value is impaired by the amount of any credit loss.
Impairment of financial assets
A financial asset is impaired if its carrying amount
exceeds its estimated recoverable amount. If
there is objective evidence that a financial asset
measured at amortized cost is impaired, the
resulting impairment loss must be recognized in
the consolidated income statement. If the amount
of impairment loss decreases during a subsequent
financial period and this fall can be regarded as
relating to an event after the date of impairment
recognition, the asset’s impairment will be reversed.
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Key estimates and assumptions
- expected credit losses
IFRS 9 Financial Instruments standard includes
guidelines pertaining to impairment losses
recognised in financial assets. From Citycon Group’s
point of view, the key effect of the standard is that
the credit risk applicable to rent and sales receivables
should be taken into account in the valuation of
receivables at the time of reporting for the full lifetime
of the receivables.
In Citycon’s view, the credit risk pertaining to the
Group’s receivables is for the material part already
included in the carrying amount of the Group’s rent
and sales receivables as a result of the receivable-
specific review of the rent and sales receivables
carried out by the Group. However, according to
IFRS 9 standard, Citycon Group also takes into
account in its reporting the expected credit losses in
its receivables base for the full lifetime, which does
affect especially the valuation of receivables that are
still unmatured.
Citycon will estimate the amount of expected credit
losses in its receivables base on the basis of the
available historic data pertaining to the Group’s
accrued credit losses and expectations regarding
the development of the economic situation. The
expectations regarding the development of the
economic situation are primarily based on statistics
that provide references to the development of
Citycon Group’s operations and customers’ financial
situation.
When it comes to the estimation of expected credit
losses, Citycon has applied the simplified method
allowed by the standard. Due to the nature of the
Group’s business, the rent and sales receivables of
Citycon Group do not include the significant financial
component referred to in the IFRS 15 standard.
4.5. Trade and other payables
Trade and other payables
MEUR 2025 2024Trade payables 5.0 10.3Interest liabilities 46.0 34.2Financial liabilities total 51.0 44.6Short-term advances received 7.5 9.2VAT-liabilities 6.4 9.3Accrued expenses and other short-term payables 18.2 23.2Non-interest bearing short-term liabilities total 32.1 41.6Total 83.2 86.2
Due dates of future payments of trade and other
payables:
MEUR 2025 2024Due in less than 1 month 21.8 41.0Due in 1–3 months 48.0 35.7Due in 3–6 months 0.9 2.5Due in 6–12 months 21.8 4.4Due in 1–2 years -9.4 2.5Total 83.2 86.2
Accounting policy - financial liabilities
Financial liabilities include trade and interest
liabilities, which are initially recognised at
fair value. Afterwards, financial liabilities are
recognised at amortised cost using the effective
interest method.
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5. Consolidation
Group accounting policies
The consolidated financial statements include Citycon
Oyj and its subsidiaries, holdings in its associated, joint
venture and joint operations companies.
Subsidiaries
Subsidiaries refer to companies in which the Group
has control. The Group controls an investee if the
Group has: power over the investee (i.e. existing rights
that give it the current ability to direct the relevant
activities of the investee), exposure, or rights, to
variable returns from its involvement with the investee,
and the ability to use its power over the investee to
affect its returns.
When the Group has less than a majority of the
voting or similar rights of an investee, the Group
considers all relevant facts and circumstances in
assessing whether it has power over an investee,
including contractual agreements with the other
vote holders of the investee. The Group re-assesses
whether or not it controls an investee if facts and
circumstances indicate that there are changes to one
or more of the three elements of control. Subsidiaries
are consolidated from the date on which control is
transferred to the Group, until the date on which said
control ceases.
Intra-Group transactions and profit allocation are
eliminated in the consolidated financial statements.
Joint operations
Mutual real estate companies in Finland, in which the
ownership of Citycon is less than 100%, are treated
as joint operations in accordance with IFRS 11 Joint
Arrangements. The Group recognizes its assets and
liabilities in relation to its joint operations, including its
share of any assets held and liabilities incurred jointly.
In addition, the Group recognizes its revenue and
expenses in relation to its joint operations, including its
share of revenue of the joint operation and expenses
incurred jointly. The consolidation method described
above applies to all joint operations of this kind.
Mutual real estate companies, in which the ownership
is less than 50%, are treated as joint operations, as
described above.
Foreign currency transactions
Transactions denominated in foreign currencies
are measured at the exchange rate quoted on the
transaction date. Any exchange rate differences
resulting from currency translation are entered under
financial expenses and income in the statement of
comprehensive income.
Monetary assets and liabilities denominated in foreign
currencies on the statement of financial position
date are measured at the exchange rate quoted
on the statement of financial position date. Non-
monetary items denominated in foreign currencies
and measured at fair value are translated into euros
using the exchange rates quoted on the valuation date,
while other non-monetary items are measured at the
exchange rate quoted on the transaction date.
Foreign subsidiaries’ statement of comprehensive
income have been translated into euros using average
exchange rates quoted for the financial period and
statement of financial positions using the exchange
rate quoted on the statement of financial position
date. Any resulting exchange rate difference is
recognised as a translation difference under other
comprehensive income. Translation differences
resulting from the elimination of the historical cost
of foreign subsidiaries and from items included in
shareholders’ equity following their acquisition, are
recognised under shareholders’ equity.
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5.1. Acquisitions and disposals
Acquisitions
There were no acquisitions during the financial year
2025.
During the comparison year 2024, Citycon completed
the transaction to acquire the remaining interest in Kista
Galleria in Stockholm, Sweden. Citycon has managed
the centre since 2012 and before the transaction owned
50% of the asset. After the transaction, Citycon has
100% ownership. Kista Galleria acquisition has been
treated as an asset acquisition according to IAS 40
Investment Property, rather than a business acquisition.
Judgement is made based on the fact that related
asset management activities are already performed
by Citycon prior to the acquistion. Cost allocation is
on the basis of their relative fair values at the date of
purchase [IFRS 3:2(b)]. Subsequent fair value change
of investment property is presented in the net fair
value gains/losses on investment property. Translation
differences accumulated prior to acquisition have been
reclassified through P&L. Deferred tax asset/liability
is not recognized with initial recognition of the asset.
Net cash outflow (EUR 3.5 million, including the total
consideration paid and net cash at acquisition date)
is presented in the consolidated cash flow statement
on row acquisition of investment properties and
subsidiaries, less cash acquired.
During the comparison year 2024, Citycon also
completed back-to-back transaction related to
upcoming residential property in Barkarbystaden,
Stockholm, Sweden. Citycon signed a forward
commitment agreement to acquire the property in 2022.
Divestment of the asset was executed in December
2024 back-to-back, simultaneously with Citycon’s
purchase of the asset from the developer. Total
consideration paid in cash for the asset acquisition was
EUR 59.3 million and it is presented in the consolidated
cash flow statement on row acquisition of investment
properties and subsidiaries, less cash acquired.
Disposals
During the last quarter of 2025, Citycon completed a
deal to divest Lippulaiva residential housing companies
in Espoo, Finland. The residential assets consist of 275
apartments totaling nearly 13,000 sqm, located next to
Citycon’s Lippulaiva shopping center. The assets were
sold materially at their latest IFRS book value for a gross
purchase price of EUR 61.5 million +/- small purchase
price mechanisms impact, paid in cash.
During the comparison year 2024, Citycon completed
the transaction to divest Kongssenteret shopping center
in Kongsvinger, Norway. In Q3/2024, Citycon divested
Trekanten shopping center in Oslo, Norway. In Q4/2024,
Citycon divested three properties, a residential property
in Stockholm, Sweden, Kristiine keskus shopping center
in Tallinn, Estonia and Stopp Tune shopping center in
Sarpsborg, Norway.
Norwegian disposals have been booked as sale of
subsidiary according to IFRS 10 Consolidated Financial
Statements. Total consideration received in cash from
the sale of subsidiaries was EUR 100.6 million and it is
presented in the consolidated cash flow statement on
row sale of investment properties and subsidiaries. A
total amount of EUR 32.5 million of vendor notes given
to third parties related to Norwegian asset disposals are
recognized in other non-current assets.
Sale of Kristiine Keskus in Estonia and sale of the
residential property in Sweden have been booked as sale
of investment properties according to IAS 40 Investment
properties. Total consideration received in cash from the
sale of investment properties was EUR 182.0 million and
it is presented in the consolidated cash flow statement
on sale of investment properties and subsidiaries.
Net gains/losses on sale of investment
properties and subsidiaries
MEUR 2025 2024
Investment properties disposed -61.4 -389.9
Deferred tax liability disposed - 26.7
Net of other items related to disposed assets -0.5 -2.7
Reduction of goodwill allocated to disposed
assets - -18.8
Translation differences reclassified to income
statement - -8.2
Transaction costs - -2.3
Consideration received 61.2 315.2
Adjustments to gains/losses related to sales
in previous years -0.7 0.7
Net gains/losses on sales total -1.4 -79.3
Deferred payment (vendor notes given) - 32.5
Cash received from current year disposal 61.2 282.6
Cash received from prior years disposals - 17.3
Total cash flow impact 61.2 299.9
Accounting policy
Business and asset acquisitions
Citycon applies IFRS 3 Business Combinations
to business acquisitions, whereby the acquisition
cost is allocated to the acquired assets, liabilities
and contingent liabilities at their fair value.
Goodwill arises when the given consideration
exceeds the fair value of the acquired net assets.
Deferred tax liability or deferred tax asset is
recognized according to IAS 12 when acquisition is
business acquistion.
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Financial statementsFinancial review Financial Review 2025
Citycon applies IAS 40 Investment Property
to asset acquisitions. According to IAS 40 no
deferred tax asset or liability is booked on the
initial recognition of the asset.
Business and asset disposals
An investment property is reclassified in
the financial statement in cases where the
investment property is divested. For Citycon, the
characteristics of a sale of a business include, for
example, the sale of a major line of business or
geographical area of operations that also involves
the transfer of activities, staff and/or management
essential to the business.
In the case of the sale of a business, IFRS 10
Consolidated Financial Statements standard
based accounting treatment is applied.
Investment property disposals are usually
structured so that Citycon sells the shares of the
subsidiary, that owns the property. Hence, disposal
is booked according to IFRS 10 Consolidated
Financial Statements standard as a sale of
subsidiary. If Citycon disposes an investment
property, instead of subsidiary, the disposal
is accounted according to IAS 40 Investment
Property standard.
When investment property is disposed, translation
differences that were recorded in equity are
recognised in the income statement as part of
the gain or loss on sale. Accordingly, if goodwill
is booked related to disposal, the respective
impairment is booked as part of gains/losses of
investment properties and subsidiaries.
5.2. Goodwill
Accounting policy - goodwill
Goodwill arises when the given consideration
exceeds the fair value of the acquired net assets.
Goodwill has been allocated to cash generating
units (CGUs). Goodwill is recognised at cost less any
accumulated impairment losses.
Deferred tax liabilities are valued at nominal value
(not fair value). On the acquisition of business
deferred tax liabilities generate goodwill, if the
nominal value of deferred tax liabilities is higher than
their fair value at the time of acquisition.
To the extent that the deferred tax liabilities’
difference between nominal value and fair value
reduces later, for example, through a change in the
tax circumstances, such as decrease in tax rate of the
Group, the goodwill arising from the initial recognition
of the deferred tax provision may become reduced.
In order to remove the tax effects where the goodwill
arises solely from the recognition of deferred tax,
at the point of acquisition, the goodwill is reduced
by the deferred tax liability arising from fair value
adjustments in a business combination when
measuring any impairment. At future impairment
testing dates, any remaining deferred tax liability
at the impairment testing date that resulted in an
increase in goodwill at the acquisition date is reduced
from goodwill when determining the carrying value of
the CGU.
If part of the CGU, to which goodwill has been
allocated, is disposed, goodwill that has been
allocated to that disposed part is booked in gains/
losses on sale of investment properties and
subsidiaries. Goodwill is allocated to the disposed
part based on the relative values of the disposed
operations and the portion of the retained part.
A) Business combinations and goodwill
MEUR 2025 2024Acquisition cost January 1.1. 89.9 111.4Change from exchange rate -0.2 -2.8Reduction in goodwill resulting from sales of assets in Norway - -18.7Accumulated acquisition cost December 31.12. 89.7 89.9
Goodwill at the end of 2025 results fully from the
acquisition of Norwegian business unit on 14.7.2015. The
goodwill is allocated to the Norway business unit as a
whole. In 2025, no shopping centers were sold from the
Norway business unit. During the financial year 2024
three shopping centres were sold from the business unit.
Citycon did not acquire any businesses during financial
years 2025 and 2024.
B) Impairment testing of goodwill
Accounting policy - impairment
testing of goodwill
Goodwill is tested for impairment at least annually
and when circumstances indicate that the
carrying value may be impaired. Goodwill is not
amortized. Impairment is determined for goodwill
by assessing the recoverable amount of each CGU
(or group of CGUs) to which the goodwill relates.
When the recoverable amount of the CGU is less
than its carrying amount, an impairment loss is
recognised. Impairment losses relating to goodwill
cannot be reversed in future periods.
Citycon determines recoverable amounts using
value in use cash flows based on cash flows over
a 10 year period and administrative expenses as
well as other operating income and expenses
according to budget approved by Board of
Directors. Cash flows do not include restructuring
activities that Citycon is not yet committed to or
significant future uncommitted investments that
will enhance the assets’ performance of the cash
generating unit being tested. The recoverable
amount is sensitive especially to assumption of
discount rate and net rental income.
Impairment testing is performed to the net amount
of goodwill, the difference between nominal and
fair value of deferred tax liabilities determined at
the time of acquisition is reduced from goodwill.
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Financial statementsFinancial review Financial Review 2025
MEUR 2025 2024Total goodwill 89.7 89.9Residual balance of deferred tax liability, in excess of the fair value, initially provided on acquisition -44.5 -44.7Goodwill tested for impairment 45.3 45.2
Key estimates and assumptions
- impairment testing of goodwill
Testing of goodwill for impairment involves the
management’s judgement and assumptions
especially in determing the recoverable amount,
which is sensitive for instance to assumption of
discount rate and net rental income.
Total carrying value including goodwill to be tested was
approximately EUR 888.0 million (31 December 2024:
EUR 850.5 million). The pre-tax discount rate applied
to the cash flow projections was 7.77% (31 December
2024: 5.31% and yield 6.67%). The recoverable amount
of Norway amounted to EUR 910.9 million (31 December
2024: EUR 939.6 million) with an impairment cushion of
EUR 22.8 million (31 December 2024: EUR 89.1 million)
to balance value, hence there is no need for goodwill
impairment.
Key assumptions used in value in use calculations
The calculation of value in use is most sensitive to
discount rate and assumptions used in net rental
income projections. Net rental income is based on a
10 year cash flow analysis. Discount rate represents
the current market assessment of the risks specific
to Norway, taking into consideration the time value of
money and individual risks of Norway. The discount
rate calculation is based on weighted average cost of
capital (WACC). The calculation has been updated in
2025 so that WACC has been used also in determining
the terminal value, while in the comparison period 2024
the terminal value was capitalized with the external
appraiser’s yield assumption.
Sensitivity to changes in assumptions
The implications of the key assumptions for the
recoverable amount are net rental income and WACC.
Sensitivity has been analysed regarding net rental
income and WACC separately. Asset’s total recoverable
amount would fall below total carrying value if net rental
income decreased more than 2.22% (31 December
2024: 8.52%) from current level. If WACC determined by
the company 7.77% (31 December 2024: 5.31%) would
increase more than 0.12% points, then total recoverable
amount of asset would fall below total carrying value.
5.3. Acquisition of non-controlling
interests
Citycon acquired no minority shares during 2025 and on
comparable period 2024.
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Financial statementsFinancial review Financial Review 2025
5.4. Related party transactions and
changes in group structure
A) Related parties
Citycon Group’s related parties comprise the parent
company Citycon Oyj and its subsidiaries, associated
companies and joint ventures; Board members; CEO and
other Corporate Management Committee members; and
the company’s largest shareholder G City Ltd.
In total, G City and its wholly owned subsidiaries own
59.1% (31 December 2024: 49.5%) of the total shares
and votes in the company (108,472,355 shares as of 31
December 2025).
Group companies and changes in group structure
Group Parent company Group companies on 31 December 2025 Countryholding, %holding, %Parent company: Citycon Oyj FinlandAlbertslund Centrum ApS Denmark 100Kiinteistö Oy Asematie 3 Finland 100Asunto Oy Espoon Huukkari Finland 100Asunto Oy Espoon Jolla Finland 100Big Apple Top Oy Finland 100Citycon AB Sweden 100 100Citycon Denmark ApS Denmark 100 100Citycon Development AB Sweden 100Citycon Finland Oy Finland 100 100Citycon Herkules Eiendom AS Norway 100Citycon Holding AS Norway 100 100Citycon Jakobsbergs Centrum AB Sweden 100Citycon Kilden Eiendom AS Norway 100Citycon Kolbotn Torg Eiendom AS Norway 100Citycon Kolbotn Torg Næring AS Norway 100Citycon Kremmertorget Eiendom AS Norway 100Citycon Liertoppen Eiendom AS Norway 100CityconLiljeholmen Bostad AB Sweden 100Citycon Liljeholmstorget Galleria AB Sweden 100Citycon Linderud Eiendom AS Norway 100Citycon Norway AS Norway 100Citycon Oasen Eiendom AS Norway 100Citycon Property Services Oy Finland 100Citycon Residentials Finland Oy Finland 100Citycon Residentials Oy Finland 100 100Citycon Residentials Norway AS Norway 100Citycon Senterdrift AS Norway 100Citycon Shopping Centers AB Sweden 100Citycon Solsiden Eiendom AS Norway 100Citycon Storbyen Eiendom AS Norway 100Citycon Strædet Pedestrian Street ApS Denmark 100Citycon Treasury B.V. The Netherlands 100 100Kauppakeskus Isokarhu Oy Finland 100
Group Parent company Group companies on 31 December 2025 Countryholding, %holding, %Kristiina Management Oy Finland 100Kiint. Oy Lahden Hansa Finland 100Kiinteistö Oy Lippulaiva Finland 100Manhattan Acquisition Oy Finland 100Montalbas B.V. The Netherlands 100Kiinteistö Oy Myyrmanni Finland 100Mölndals Galleria AB Sweden 100Mölndals Galleria Fastighets AB Sweden 100Riddarplatsen Fastigheter HB Sweden 100Rocca al Mare Kaubanduskeskuse AS Estonia 100Citycon Stovner Eiendom AS Norway 100Citycon Torvbyen Eiendom AS Norway 100Stenungs Torg Fastighets AB Sweden 100Kiinteistö Oy Tampereen Koskikeskus Finland 100Torvbyen Drift AS Norway 38Torvbyen Utvikling AS Norway 100Åkersberga Centrum AB Sweden 100Kiinteistö Oy Lahden Trio Finland 89,9Kiinteistö Oy Myyrmäen Kauppakeskus Finland 78,8Heikintori Oy Finland 100Myyrmäen Autopaikoitus Oy Finland 62,7Lappeenrannan Villimiehen Vitonen Oy Finland 50Kista Galleria JV AB Sweden 100Kista Galleria Kommanditbolag Sweden 100Kista Galleria Holding AB Sweden 100Kista Galleria LP AB Sweden 100Klosterfoss Utvikling AS Norway 50Koskikarhu Holding Oy Finland 100Asunto Oy Tikkurilan Kassatalo Finland 39Kiinteistö Oy Hansaparkki Finland 36Liesikujan Autopaikat Oy Finland 50,6Branch offices:Citycon Oyj filial Sweden
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Financial statementsFinancial review Financial Review 2025
Such income and expenses have been eliminated from the
consolidated financial statements. There have been no other
related party transactions between Group companies.
Management remuneration
Information on management remuneration is presented
in notes 1.6. employee benefits and personnel expenses.
Transactions with G City Ltd.
Purchases of services and expenses charged forward
Over the reporting period, Citycon paid expenses EUR
0,1 million to G City Ltd and its subsidiaries. No expenses
were paid during Q1-Q4/2024. Citycon invoiced EUR 0.0
million expenses forward to G City Ltd and its subsidiaries
(Q1-Q4/2024: EUR 0.0 million).
Reporting to G City Ltd.
The company’s main shareholder is G City Ltd. In total,
G City and its wholly owned subsidiaries own 59.1% of
the shares in the company. G City has announced that it
has been applying IFRS in its financial reporting starting
from 2007. G City Ltd. holds the view that it exercises a
controlling interest, as defined in IFRS, in Citycon Oyj based
on the fact that it has been able to exercise controlling
interest in Citycon’s shareholders’ meetings pursuant to its
shareholding. In accordance with an agreement concluded
between the companies, Citycon will provide G City Ltd.
with a more detailed breakdown of the accounting
information it discloses in its interim and full-year reports,
so that G City Ltd. can consolidate Citycon Group figures
into its own IFRS financial statements.
5.5. Changes in IFRS and accounting
policies
New IFRS standards as well as interpretations and
amendments applied in 2025
Amendments to IAS 21 became effective from 1 January
2025. These amendments did not have any material
impact to Citycon’s consolidated financial statements or
disclosures.
IFRS 18 - Presentation and Disclosure in Financial
Statements, which replaces IAS 1 standard, will become
effective from beginning of January 2027. Citycon
continues evaluating the impact of IFRS 18 and expects
that it will have a material impact on its financial
statements and disclosures.
No other changes in accounting policies during 2025.
Citycon expects that the other standard interpretations
or amendments that will be implemented since 1 January
2026 or later, will have no material impacts to Citycon’s
consolidated financial statements or disclosures.
New standards as well as interpretations and
amendments applied in 2024
Amendments to IAS 1, IFRS 16 and IAS 7 became
effective from 1 January 2024. These amendments did
not have any material impact to Citycon’s consolidated
financial statements or disclosures.
IFRS 18 - Presentation and Disclosure in Financial
Statements, which replaces IAS 1 standard, will become
effective from beginning of January 2027. Citycon was
evaluating the impact of IFRS 18 and expects that it will
have a material impact on its financial statements and
disclosures.
Citycon changed its accounting policy regarding
goodwill impairments made related to disposed units
from the beginning of 2024. Citycon presents the
goodwill write-down related to divestments as part of
the net gains/losses on sale of investment properties
B) Related party transactions
Group companies
Group companies have paid each other fees such as
maintenance and financial charges, interest expenses, loan
repayments and other administrative service charges.
Established companies28 March Citycon Property Services Oy Finland202510 October Koskikarhu Holding Oy Finland2025Merged companiesCitycon Baltics Holding OÜ was merged into Rocca al Mare Kaubanduskeskuse 12 August AS. Estonia2025Intra-Group transactionsThe shares and ownership of Kiinteistö Oy Tampereen Koskikeskus were 27 transferred from Citycon Finland Oy to November Koskikarhu Holding Oy. Finland2025The shares and ownership of Kauppakeskus Isokarhu Oy were 27 transferred from Citycon Finland Oy to November Koskikarhu Holding Oy. Finland2025Sold companies (Group holding % at the time of sale)18 December As Oy Lippulaivan Loiste, Espoo (100%) Finland202518 December As Oy Lippulaivan Luoto, Espoo (100%) Finland202518 December As Oy Lippulaivan Lysti, Espoo (100%) Finland2025Liquidated companiesKiinteistö Oy Lippulaivan Palvelutilat Finland 6 June 2025Other changesKristiine Keskus OÜ changed its company 29 April name to Citycon Baltics Holding OÜ. Estonia2025
and subsidiaries row. Previously Citycon presented the
goodwill write-downs in other operating income and
expenses row.
No other changes in accounting policies during 2024
5.6. Events after the reporting date
The mandatory public cash tender offer published by
G City Ltd for all shares and stock options issued by
Citycon commenced on 2 January 2026.
As announced on 13 January 2026, Citycon’s Board of
Directors resolved on a one time equity repayment of
EUR 0.20 per share. Based on the current total number
of shares (183,569,011), the total amount of equity
repayment is EUR 36.7 million. The repayment was paid
to shareholders on 27 January 2026.
On 16 January 2026, Citycon announced that the
Company’s Board of Directors had issued its statement
regarding the mandatory public cash tender offer made
by G City Ltd. In its statement, the Board recommended
that shareholders accept the offer.
On 23 January 2026, Citycon announced that it had
signed a new financing arrangement consisting of a
EUR 270 million secured loan and an additional EUR 250
million accordion option.
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Financial statementsFinancial review Financial Review 2025
Parent company financial statements, FAS
Parent company income statement, FAS
MEUR Note
1 January - 31
December 2025
1 January - 31
December 2024
Service charge income 6.0 6.3
Turnover 2 6.0 6.3
Administrative expenses 3.4 −145.0 −92.0
Other operating income and expenses 5 −0.4 0.0
Operating profit/loss −139.5 −85.7
Financial income 191.1 153.5
Financial expenses −208.5 −151.4
Net financial income and expenses 6 −17.3 2.1
Profit/loss before appropriations and taxes −156.8 −83.6
Group contributions 46.3 12.0
Income tax expense 7 0.0 −0.1
Profit/loss for the period −110.5 −71.8
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Financial statementsFinancial review Financial Review 2025
Parent company balance sheet, FAS
MEUR Note 31 December 2025 31 December 2024
ASSETS
Non-current assets
Intangible assets 8 7.5 8.6
Tangible assets 9 0.1 0.2
Investments
Shares in subsidiaries 10 1,229.1 1,132.6
Loan receivables and derivative contracts 11 707.5 958.8
Total investments 1,936.6 2,091.5
Total non-current assets 1,944.2 2,100.3
Current assets
Short-term receivables 13 1,914.2 1,366.2
Cash and cash equivalents 65.2 180.1
Total current assets 1,979.5 1,546.3
Total assets 3,923.7 3,646.6
MEUR Note 31 December 2025 31 December 2024
LIABILITIES AND SHAREHOLDERS’ EQUITY
Shareholders’ equity 14
Share capital 259.6 259.6
Share premium fund 133.1 133.1
Invested unrestricted equity fund 607.2 607.1
Retained earnings −109.0 −34.5
Profit for the period -110.5 −71.8
Total shareholders’ equity 780.3 893.4
Liabilities 15
Long-term liabilities
Hybrid bond 565.0 595.9
Other long-term liabilities 1,610.5 1,852.3
Total long-term liabilities 2,175.5 2,448.2
Short-term liabilities
Short-term liabilities 967.8 305.0
Total short-term liabilities 967.8 305.0
Total liabilities 3,143.4 2,753.2
Total liabilities and shareholders’ equity 3,923.7 3,646.6
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Financial statementsFinancial review Financial Review 2025
Parent company cash flow statement, FAS
MEUR 1 January - 31 December 2025 1 January - 31 December 2024
Cash flow from operating activities
Profit before taxes −156.8 −83.6
Adjustments:
Depreciation and impairment loss 130.9 70.2
Net financial income and expenses 17.3 −2.1
Cash flow before change in working capital −8.6 −15.5
Change in working capital −8.8 −13.2
Cash generated from operations −17.4 −28.7
Interest expense and other financial expenses paid −111.1 −101.8
Interest income and other financial income received 112.6 122.1
Realised exchange rate gains and losses −1.1 7.5
Net cash flow from operating activities −16.9 −0.8
Cash flow used in investing activities
Investment in tangible and intangible assets −0.7 −1.0
Loans granted −257.9 −636.7
Repayments of loans receivable 3.1 411.3
Received equity return from subsidiaries - 85.6
Increase in subsidiary shares −1.0 -
Net cash from investing activities −256.5 −140.8
Cash flow from financing activities
Proceeds from share issue - 48.2
Proceeds from short-term loans
*
539.4 358.6
Repayments of short-term loans −214.2 −290.7
Proceeds from long-term loans 445.9 646.2
Repayments of long-term loans −584.7 −391.4
Proceeds from hybrid bond - 265.7
Repayments of Hybrid bond −37.2 −265.7
Received group contributions 12.0 6.0
Dividends paid and return from the invested unrestricted equity fund - −55.2
Purchase and costs of purchase of treasury shares −2.6 -
Net cash used in financing activities
*
158.6 321.7
Net change in cash and cash equivalents
*
−114.9 180.0
Cash and cash equivalents at period-start
*
180.1 0.1
Cash and cash equivalents at period-end
*
65.2 180.1
*
The presentation of the statement of cash flows has been restated. Changes in the Group cash pool bank account are now presented in Cash flow from financing activities instead of in Cash and cash
equivalents at period-end. The comparative figures for 2024 have been restated accordingly.
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Financial statementsFinancial review Financial Review 2025
Notes to the parent company’s financial statements, FAS
1. Accounting policies
The parent company’s financial statements are
prepared in accordance with the Finnish law.
Income statement format
The income statement is presented in accordance with
the function-based format.
Non-current assets
Non-current assets are recognised in the balance
sheet at acquisition cost less impairment losses and
depreciation/amortisation.
Intangible assets
Intangible assets include IT software and other non-
current assets, including office improvement expenses.
IT software is depreciated over 3–10 years as straight
line basis and office improvement expenses are
depreciated over the term of the lease agreement.
Tangible assets
Tangible assets include machinery and equipment and
construction in progress. Machinery and equipment is
depreciated at over 3–7 years as straight line basis.
Pension schemes
The company’s employee pension cover is based on
statutory pension insurance.
Foreign currency receivables and payables
Receivables and payables denominated in foreign
currencies as well as forward rate agreements are
measured at the exchange rate quoted on the balance
sheet date. Any exchange rate differences resulting from
currency translations are recognised as exchange rate
differences in the income statement.
Income taxes
Current taxes are recognised on an accrual basis.
Deferred taxes arising from temporary differences
between the book and fiscal values have been
recognised separately in the income statement and the
balance sheet.
Derivatives
All derivatives are valued according to the Finnish
bookkeeping act KPL 5.2a at fair value.
Important note
Individual figures and sum totals presented in the
financial statements have been rounded to the nearest
hundreds thousands of euros; this may cause minor
discrepancies between the sum totals and the sums of
individual figures as given.
2. Turnover
MEUR 2025 2024
Turnover by country:
Finland 2.3 1.7
Other countries 3.6 4.6
Total 6.0 6.3
Parent company turnover includes the following
administrative fees received from Group
companies:
MEUR 2025 2024
Administrative fees from Group
companies 6.0 6.3
3. Personnel expenses
MEUR 2025 2024
Average number of employees during
period 36 39
Personnel expenses
Wages and salaries −7.1 −9.8
Pension charges −0.8 −1.4
Other social charges −0.7 −1.5
Total −8.6 −12.7
The items presented above include CEO’s statutory pension
payments, EUR 0.0 million in 2025 (0.0).
Personnel expenses include the following
management wages and salaries:
MEUR 2025 2024
CEO’s wages and salaries -1.0 -0.9
Board remuneration -1.0 -1.1
Total -2.0 -2.0
The wages and salaries of the CEO comprises a base
salary and an annual performance-based bonus. In
addition, the CEO is included in the Restricted Share
Plan. No payments were made under this plan in 2025
(2024: EUR 1.2 million).
F. Scott Ball served as the interim CEO of Citycon
Oyj from October 8, 2024 to February 28, 2025.
Subsequently, Oleg Zaslavsky served as the company’s
CEO from March 1 to September 7, 2025. From
September 7, 2025 onwards Eshel Pesti has served as
the CEO of the company.
4. Depreciation and amortisation
and impairments
The following depreciation and amortisation
as well as impairments are included in the
administrative expenses:
MEUR 2025 2024
Amortisation on intangible assets -1.8 -2.0
Impairments of shares -129.0 -68.1
Depreciation on machinery and
equipment -0.1 -0.1
Total -130.9 -70.2
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Financial statementsFinancial review Financial Review 2025
5. Other operating income and expenses
MEUR 2025 2024
Other operating income -0.4 0.0
Total -0.4 0.0
6. Net financial income and expenses
MEUR 2025 2024
Interest and other financial income
From Group companies 129.9 117.2
Foreign exchange gains 33.5 16.7
Other interest and financial income 27.7 19.6
Total 191.1 153.5
Total financial income 191.1 153.5
Interest and other financial expenses
To Group companies 89.8 52.7
Foreign exchange losses 26.0 28.8
Interest and other financial expenses 92.6 69.9
Total financial expenses 208.5 151.4
Net financial income and expenses −17.3 2.1
7. Income tax expense
MEUR 2025 2024
Income tax expense 0.0 -0.1
Total 0.0 -0.1
The parent company has taxable losses (including not
yet confirmed year 2025) of EUR 76.1 million from which
the parent company has not recognized deferred tax
asset of EUR 15.2 million.
8. Intangible assets
MEUR 2025 2024
Intangible rights
Acquisition cost 1 January 21.9 20.9
Additions during the period 0.7 0.9
Accumulated acquisition costs 31
December 22.5 21.9
Accumulated depreciation 1 January −13.6 −11.7
Depreciation for the period −1.6 −1.9
Accumulated depreciation 31 December −15.2 −13.6
Net carrying amount 31 December 7.3 8.2
Other non-current assets
Acquisition cost 1 January 2.7 2.7
Additions during the period 0.0 0.0
Accumulated acquisition costs 31
December 2.7 2.7
Accumulated depreciation 1 January −2.3 −2.1
Depreciation for the period −0.2 −0.2
Accumulated depreciation 31 December −2.5 −2.3
Net carrying amount 31 December 0.3 0.4
Total intangible assets 31 December 7.5 8.6
9. Tangible assets
MEUR 2025 2024
Machinery and equipment
Acquisition cost 1 January 2.4 2.4
Additions during the period 0.0 0.1
Accumulated acquisition costs 31
December 2.5 2.4
Accumulated depreciation 1 January −2.3 −2.2
Depreciation for the period −0.1 −0.1
Accumulated depreciation 31 December −2.4 −2.3
Net carrying amount 31 December 0.1 0.2
Total tangible assets 31 December 0.1 0.2
10. Shares in subsidiaries
MEUR 2025 2024
Acquisition cost 1 January 1,132.6 1,286.3
Additions during the period 225.5 -
Decreases −10.5 −85.6
Impairments -118.5 −68.1
Net carrying amount 31 December 1,229.1 1,132.6
During the financial year, the carrying amount of shares
in subsidiaries increased by EUR 225.5 million due to the
conversion of intra-group loans into equity. In addition,
impairment losses of EUR 118.5 million were recognised
related to the impairment of supbsidiaries fair values.
11. Long-term loan receivables and
derivative contracts
MEUR 2025 2024
Loan receivables from Group companies 688.0 932.0
Derivative financial instruments, from
outside the Group 19.5 26.8
Total other investments 31 December 707.5 958.8
Total investments 31 December 1,936.6 2,091.5
12. Subsidiaries and associated
companies and related party transactions
Parent company’s subsidiaries and associated
companies are presented in the Note 5.4. Related Party
Transactions in the Notes to the Consolidated Financial
Statements.
Citycon Oyj’s related parties comprise the subsidiaries,
associated companies and joint ventures; Board
members; CEO and other Corporate Management
Committee members; and the company’s largest
shareholder G City Ltd. In total, G City and its wholly
owned subsidiaries own 59.1% of the total shares and
votes in the company.
B) Related party transactions
Transactions with G City Ltd.
Over the reporting period, Citycon Oyj paid expenses
EUR 0,1 million to G City Ltd and its subsidiaries. No
expenses were paid during Q1-Q4/2024. Citycon Oyj
invoiced EUR 0.0 million expenses forward to G City Ltd
and its subsidiaries (Q1-Q4/2024: EUR 0.0 million).
The parent company’s intra-group receivables and
liabilities consist of ordinary intercompany financing
arrangements related to holding company activities.
Details of the parent company’s receivables and
liabilities are presented in Notes 11, 13 and 15. The
interest terms applied in intra-group financing are either
12-month Euribor + 2.1% margin or a fixed interest rate
ranging from 1.575% to 7.05%. The terms have been
determined in accordance with generally accepted
transfer pricing principles.
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13. Short-term receivables and cash and
cash equivalents
MEUR 2025 2024
Receivables from outside the Group
Trade receivables 0.1 0.1
Derivative financial instruments 1.8 6.5
Other receivables 0.0 0.0
Interest receivables 0.0 7.4
Cash and cash equivalents 65.2 180.1
Accrued income and prepaid
expenses 2.8 2.6
Total 69.9 196.7
Receivables from Group companies
Trade receivables 2.8 0.4
Loan receivables 1,835.3 1,323.2
Other receivables 1.6 1.4
Total other receivables 1,836.9 1,324.6
Interest receivables 23.5 12.7
Group contributions receivables 46.3 12.0
Total 1,909.5 1,349.6
Total short-term receivables 1,979.5 1,546.3
14. Shareholders’ equity
MEUR 2025 2024
Share capital at 1 January 259.6 259.6
Share capital at 31 December 259.6 259.6
Share premium fund at 1 January 133.1 133.1
Share premium fund at 31 December 133.1 133.1
Invested unrestricted equity fund at 1
January 607.1 612.8
Equity return from the invested
unrestricted equity fund - −55.2
Share issue 0.1 49.6
Invested unrestricted equity fund at 31
December 607.2 607.1
Retained earnings at 1 January −106.3 −34.5
Profit for the period -110.5 −71.8
Reversed repurchased Shares −2.6 -
Repurchase of treasury shares 0.0 -
Retained earnings at 31 December -219.5 −106.3
Total shareholders’ equity at 31
December 780.3 893.4
The company has a single series of shares, with each
share entitling to one vote at a General Meeting of
shareholders. During the reporting period, Citycon
completed one directed share issue for the payment
of the company’s share-based incentive plans. At the
end of reporting period, the total number of shares
outstanding in the company was 183,569,011.
Citycon Oyj repurchased 694 801 treasury shares during
year 2025. 15 July 2025 Citycon cancelled all 694 801
repurchased shares. Purchase price of cancelled shares
recorded as a deduction of retained earnings. On 31
December 2025 Citycon does not hold treasury shares.
Calculation of distributable unrestricted equity
MEUR 2025 2024
Invested unrestricted equity fund 607.2 607.1
Retained earnings -106.3 -34.5
Profit for the period -110.5 -71.8
Reversed reurchased Shares -2.6 -
Total distributable unrestricted equity
31 December 387.7 500.8
15. Liabilities
A) Long-term liabilities
MEUR 2025 2024
Long-term interest-bearing liabilities
Loans from financial institutions - 247.4
Hybrid bond 565.0 595.9
Loans from Group companies 1,576.6 1,592.2
Total 2,141.6 2,435.5
Derivative financial instruments 34.0 12.7
Total long-term liabilities 2,175.5 2,448.2
Loans maturing later than 5 years 450.0 350.0
B) Short-term liabilities
MEUR 2025 2024
Short-term interest-bearing liabilities
Commercial paper - 9.9
Loans from Group companies 901.6 234.6
Total 901.6 244.6
Short-term non-interest-bearing
liabilities
Payables to outside the Group
Accounts payable 0.3 1.3
Derivative financial instruments 1.1 2.7
Total other payables 1.1 2.7
Interest liability 6.7 15.7
Other accrued expenses and
deferred income 2.9 7.2
Total accrued expenses and
deferred income 9.6 22.9
Total 11.0 26.9
Payables to Group companies
Accounts payable 0.1 0.5
Other payables 0.8 0.8
Interest liability 54.3 32.3
Total accrued expenses and
deferred income 54.3 32.3
Total 55.2 33.6
Total short-term liabilities 967.8 305.0
Total liabilities 3,143.4 2,753.2
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Financial statementsFinancial review Financial Review 2025
The company has a syndicated revolving credit facility,
which matures in 2027. In addition, the company has
three hybrid bonds issued in November 2019, June 2021
and June 2024, which are reported under long term
liabilities. The hybrid bond is unsecured, subordinated
to all debt and senior only to ordinary share capital. A
holder of hybrid bond notes has no shareholder rights.
Citycon has the right to postpone interest payment on
its hybrid bonds if it does not distribute dividend or any
other equity to its shareholders. The hybrids has no set
maturity date, but the company has the right to redeem
it after five years from the issue date and thereafter on
every yearly interest payment date.
Derivative financial instruments are used in Citycon
group in accordance with the Treasury Policy to hedge
the interest rate risk of interest bearing liabilities and
foreign currency risk. All Group external derivative
financial instruments in Citycon are executed by the
parent company Citycon Oyj. Citycon Oyj values
derivatives according to the Finnish bookkeeping
act KPL 5.2a fair value model and fair value changes
are booked through profit and loss. The fair value
definition of derivatives are presented in note 3.6 of the
consolidated Financial Statements.
16. Contingent liabilities
A) Lease liabilities
MEUR 2025 2024
Payables on lease commitments
Maturing next financial year 0.6 0.5
Maturing later 0.2 0.7
Total 0.8 1.1
Citycon’s finance leases mainly apply to computer
hardware, office rents and cars.
B) Guarantees given
MEUR 2025 2024
Guarantees 1,760.0 1,832.3
Of which on behalf of Group
companies 1,760.0 1,832.3
Guarantees in 2025 and in 2024 mainly relate to issued
bonds of subsidiaries which Citycon Oyj has guaranteed
via parent guarantee or alternatively other parent
company guarantees.
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Financial statementsFinancial review Financial Review 2025
Signatures to the report by the Board of Directors
and Financial Statements
Signatures to the Report by the Board of Directors and Financial Statements 1 January–31 December 2025
The financial statements, prepared in accordance with applicable accounting regulations, give a true and fair view of the assets, liabilities, financial position, and profit or loss of
both the company and the group of companies included in its consolidated financial statements.
The report of the Board of Directors contains a fair review of the development and performance of the business operations of both the company and the group of companies
included in its consolidated financial statements, as well as a description of the most significant risks and uncertainties and other aspects of the company’s condition.
Helsinki, 26 February 2026
Chaim Katzman Alexandre Koifman
Chairman Deputy Chairman of the Board
Judah Angster Keren Kalifa
Member Member
Adi Jemini David Lukes
Member Member
Per-Anders Ovin Ljudmila Popova
Member Member
Eero Sihvonen F. Scott Ball
Member Deputy Chairman of the Board
We have today submitted the report
on the conducted audit.
Helsinki, 26 February 2026
Deloitte Oy
Authorized Public Accountant Firm
Anu Servo
Authorized Public Accountant
Eshel Pesti
CEO
90
Financial statementsFinancial review Financial Review 2025
Auditor’s report
To the Annual General Meeting
of Citycon Oyj
Report on the Audit of
the Financial Statements
Opinion
We have audited the financial statements of Citycon Oyj
(business identity code 0699505-3) for the year ended
31 December, 2025. The financial statements comprise
the consolidated income statement, statement of
comprehensive income, balance sheet, statement of
cash flows, statement of changes in equity and notes,
including material accounting policy information, as well
as the parent company’s income statement, balance
sheet, statement of cash flows and notes.
In our opinion
• the consolidated financial statements give a true and
fair view of the group’s financial position, financial
performance and cash flows in accordance with IFRS
Accounting Standards as adopted by the EU.
• the financial statements give a true and fair view of
the parent company’s financial performance and
financial position in accordance with the laws and
regulations governing the preparation of financial
statements in Finland and comply with statutory
requirements.
Our opinion is consistent with the additional report
submitted to the Audit and Governance Committee.
(Translation of the Finnish original)
Basis for Opinion
We conducted our audit in accordance with good
auditing practice in Finland. Our responsibilities under
good auditing practice are further described in the
Auditor’s Responsibilities for the Audit of the Financial
Statements section of our report.
We are independent of the parent company and of
the group companies in accordance with the ethical
requirements that are applicable in Finland and are
relevant to our audit, and we have fulfilled our other
ethical responsibilities in accordance with these
requirements.
In our best knowledge and understanding, the non-audit
services that we have provided to the parent company
and group companies are in compliance with laws
and regulations applicable in Finland regarding these
services, and we have not provided any prohibited non-
audit services referred to in Article 5(1) of regulation (EU)
537/2014. The non-audit services that we have provided
have been disclosed in note 1.5 to the consolidated
financial statements.
We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our
professional judgment, were of most significance in our
audit of the financial statements of the current period.
These matters were addressed in the context of our
audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a
separate opinion on these matters.
We have also addressed the risk of management
override of internal controls. This includes consideration
of whether there was evidence of management bias
that represented a risk of material misstatement due to
fraud.
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Financial statementsFinancial review Financial Review 2025
Responsibilities of the Board of Directors and the
Managing Director for the Financial Statements
The Board of Directors and the Managing Director are
responsible for the preparation of consolidated financial
statements that give a true and fair view in accordance
with IFRS Accounting Standards as adopted by the
EU, and of financial statements that give a true and
fair view in accordance with the laws and regulations
governing the preparation of financial statements in
Finland and comply with statutory requirements. The
Board of Directors and the Managing Director are also
responsible for such internal control as they determine
is necessary to enable the preparation of financial
statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the Board of
Directors and the Managing Director are responsible
for assessing the parent company’s and the group’s
ability to continue as going concern, disclosing, as
applicable, matters relating to going concern and using
the going concern basis of accounting. The financial
statements are prepared using the going concern basis
of accounting unless there is an intention to liquidate
the parent company or the group or cease operations, or
there is no realistic alternative but to do so.
Auditor’s Responsibilities for
the Audit of Financial Statements
Our objectives are to obtain reasonable assurance on
whether the financial statements as a whole are free
from material misstatement, whether due to fraud or
error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level
of assurance, but is not a guarantee that an audit
conducted in accordance with good auditing practice
will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and
are considered material if, individually or in aggregate,
they could reasonably be expected to influence the
economic decisions of users taken on the basis of the
financial statements.
As part of an audit in accordance with good auditing
practice, we exercise professional judgment and
maintain professional skepticism throughout the audit.
We also:
• Identify and assess the risks of material misstatement
of the financial statements, whether due to fraud
or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness
of the parent company’s or the group’s internal
control.
• Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by management.
• •
Conclude on the appropriateness of the Board of
Directors’ and the Managing Director’s use of the
going concern basis of accounting and based on
the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that
may cast significant doubt on the parent company’s
or the group’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor’s report
Key audit matter How our audit addressed the key audit matter
Valuation of investment property
Refer to Note 2.1 in the consolidated financial statements.
The value of investment properties in the consolidated financial
statements 31.12.2025 is 3.265,9 million euros (3.627,8 million
euros).
Investment properties are properties in accordance with the IAS 40
standard, which are measured at fair value as referred to in IFRS 13.
Yield requirement, market rents, vacancy rate and operating
expenses form the key variables used in an investment property’s
fair value measurement.
The valuation of investment property has been considered as a
key audit matter of consolidated financial statements because
the evaluation of the fair value of investment properties involves
management’s judgement and assumptions.
This matter is a significant risk of material misstatement referred to
in EU Regulation No 537/2014, point (c) of Article 10(2).
In our audit, we have evaluated and challenged the principles and
methods applied in determining fair values and evaluated the
controls related to the valuation process.
Among other things, we have carried out the following audit activities:
• Assessing the appropriateness of valuation methods and the
reasonableness of the assumptions used by management.
• Testing the mathematical accuracy of the valuation method used
by the company.
• Comparison of the valuation of investment properties by region
with external market information sources.
• Assessment of the accuracy of the valuation calculation
parameters.
• Ensuring the competence and objectivity of an external evaluator
used by management.
We have assessed the appropriateness of presentation in the
consolidated financial statements.
Goodwill valuation
Refer to Note 5.2 in the consolidated financial statements.
Goodwill in the consolidated balance sheet is 89,7 million euros
(89,9 million euros). The goodwill is allocated to the Norway business
unit as a whole.
Goodwill is tested for impairment at least annually. Impairment is
determined for goodwill by assessing the recoverable amount of
each CGU (or group of CGUs) to which the goodwill relates.
Citycon determines recoverable amounts using value in use cash
flows based on cash flows. The recoverable amount is sensitive
especially to assumption of discount rate and net rental income.
The valuation of goodwill has been considered as a key audit matter
of the consolidated financial statements, as the testing of goodwill
for impairment involves significant management judgement and
assumptions, especially in determining recoverable amount.
In our audit, we have evaluated impairment testing models prepared
by the management and approved by the Board of Directors and
evaluated impairment testing controls.
We have discussed with management of the bases used in
the forecasts and evaluated significant assumptions used by
management:
• We have compared growth and profitability assumptions with
historical development.
• We have compared the input data and estimates used in the
calculations with the budgets approved by the Board of Directors.
• In assessing the accuracy of discount rates, we have compared
the input data used to determine the discount rate with external
sources and mirrored the change in interest rates to the previous
year, assessing its accuracy.
• We have tested the mathematical accuracy of the impairment test
calculation.
We have also assessed the appropriateness of the notes on
impairment testing.
We have no key audit matters to report with respect to our audit of the parent company financial statements. There are no significant
risks of material misstatement referred to in EU regulation No 537/241, point (c) of Article 10(2) relating to the parent company’s financial
statements.
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Financial statementsFinancial review Financial Review 2025
to the related disclosures in the financial statements
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s
report. However, future events or conditions may
cause the parent company or the group to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and
content of the financial statements, including the
disclosures, and whether the financial statements
represent the underlying transactions and events so
that the financial statements give a true and fair view.
• Plan and perform the group audit to obtain sufficient
appropriate audit evidence regarding the financial
information of the entities or business units within
the group as a basis for forming an opinion on the
group financial statements. We are responsible for
the direction, supervision and review of the audit work
performed for purposes of the group audit. We remain
solely responsible for our audit opinion.
We communicate with those charged with governance
regarding, among other matters, the planned scope
and timing of the audit and significant audit findings,
including any significant deficiencies in internal control
that we identify during our audit.
We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and
communicate with them all relationships and other
matters that may reasonably be thought to bear on
our independence, and where applicable, related
safeguards.
From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the financial
statements of the current period and are therefore the
key audit matters. We describe these matters in our
auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not
be communicated in our report because the adverse
consequences of doing so would reasonably be
expected to outweigh the public interest benefits of
such communication.
Other Reporting Requirements
Information on our audit engagement
We were first appointed as auditors by the Annual
General Meeting on 19.3.2024, and our appointment
represents a total period of uninterrupted engagement
of 2 years.
Other Information
The Board of Directors and the Managing Director
are responsible for the other information. The other
information comprises the report of the Board of
Directors and the information included in the Annual
Report but does not include the financial statements
and our auditor’s report thereon. We have obtained the
report of the Board of Directors prior to the date of this
auditor’s report, and the Annual Report is expected to be
made available to us after that date.
Our opinion on the financial statements does not cover
the other information.
In connection with our audit of the financial statements,
our responsibility is to read the other information
identified above and, in doing so, consider whether the
other information is materially inconsistent with the
financial statements or our knowledge obtained in the
audit, or otherwise appears to be materially misstated.
With respect to the report of the Board of Directors, our
responsibility also includes considering whether the
report of the Board of Directors has been prepared in
compliance with the applicable provisions.
In our opinion, the information in the report of the Board
of Directors is consistent with the information in the
financial statements and the report of the Board of
Directors has been prepared in compliance with the
applicable provisions.
If, based on the work we have performed on the other
information that we obtained prior to the date of this
auditor’s report, we conclude that there is a material
misstatement of this other information, we are required
to report that fact. We have nothing to report in this
regard.
Helsinki, 26th of February 2026
Deloitte Oy
Audit Firm
Anu Servo
Authorised Public Accountant (APA)
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Financial statementsFinancial review Financial Review 2025
www.citycon.com
Address:
Iso Omena, Piispansilta 9 A,
FI-02230 Espoo, Finland
info@citycon.com
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