Talvivaaran Kaivososakeyhtiö Oyj - Company Announcement

Talvivaara Mining Company Plc: Final results of the rights offering

Stock Exchange Release
Talvivaara Mining Company Plc
15 April 2013

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE  UNITED STATES, CANADA, AUSTRALIA,  HONG KONG, SOUTH AFRICA  OR JAPAN OR ANY
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

THIS  ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND INVESTORS SHOULD
NOT  SUBSCRIBE FOR  OR PURCHASE  ANY SHARES  OR SECURITIES  REFERRED TO  IN THIS
ANNOUNCEMENT  EXCEPT ON  THE BASIS  OF INFORMATION  IN THE APPLICABLE PROSPECTUS
(AND  ANY SUPPLEMENTARY PROSPECTUS)  PUBLISHED BY TALVIVAARA  IN CONNECTION WITH
THE  OFFERING. COPIES OF THE PROSPECTUS  (AND ANY SUPPLEMENTARY PROSPECTUS) ARE,
OR WILL BE, AVAILABLE FROM TALVIVAARA'S REGISTERED OFFICE.

                         Talvivaara Mining Company Plc
                      Final results of the rights offering

·                     Rights offering oversubscribed
·                     Gross proceeds of approximately EUR 261 million
·                     Total number of shares in Talvivaara Mining Company Plc to
increase to 1,906,167,480 shares
·                     Due to oversubscription, the underwriting was not utilised

The Board of Directors of Talvivaara Mining Company Plc ("Talvivaara") has today
approved all subscriptions made pursuant to subscription rights.

All 1,633,857,840 new shares offered in Talvivaara's rights offering (the "Offer
Shares")  were subscribed for.  A total of  1,419,673,290 shares were subscribed
for pursuant to subscription rights, representing 86.9% of all the Offer Shares.
Taking  into account subscriptions  received without subscription  rights in the
secondary subscription, the rights offering was oversubscribed. The Offer Shares
subscribed for without subscription rights have been allocated to subscribers in
proportion  to the number  of subscription rights  exercised for subscription of
the  Offer  Shares.  The  underwriting  provided  by J.P. Morgan Securities plc,
Nordea  Bank Finland Plc, BofA  Merrill Lynch, BNP PARIBAS  and Danske Bank A/S,
Helsinki Branch was not utilised.

Talvivaara will confirm allocations of subscriptions for Offer Shares subscribed
for  without subscription rights (secondary subscription) by mail. In accordance
with  the terms  and conditions  of the  rights offering, the subscription price
paid for the unallocated Offer Shares will be refunded to such subscribers on or
about 17 April 2013.

The  subscription price was EUR 0.16 per Offer Share and Talvivaara raised gross
proceeds  of approximately  EUR 261 million  through the  rights offering.  As a
result  of the rights  offering, the total  number of shares  in Talvivaara will
increase  to  1,906,167,480 shares.  The  Offer  Shares  will carry the right to
receive   dividends  and  other  distributions  of  funds,  if  any,  and  other
shareholder rights in Talvivaara as of the registration of the Offer Shares with
the Finnish Trade Register, on or about 16 April 2013.

Trading   in   interim   shares  and  the  CREST  depositary  interest  ("CDIs")
representing  the interim  shares representing  the Offer  Shares subscribed for
pursuant  to subscription rights commenced on  8 April 2013 on the official list
of  NASDAQ OMX Helsinki Ltd  (trading symbol TLV1VN0113) and  on the main market
for  listed securities of  London Stock Exchange  plc (trading symbol TALI). The
interim  shares will be combined with  the ordinary shares of Talvivaara (TLV1V)
when  the Offer  Shares have  been registered  with the  Finnish Trade Register,
expected  to occur on or  about 16 April 2013. Trading in  the Offer Shares will
commence  on the official list of NASDAQ OMX Helsinki Ltd and on the main market
for  listed securities of London Stock Exchange  plc on or about 17 April 2013.
The  allocated Offer Shares  subscribed for without  subscription rights will be
recorded  on the subscriber's book-entry account  directly as shares on or about
16 April  2013. Subscribers who subscribed  for Offer Shares  in the form of new
CDIs  are expected to have  the new CDIs credited  to their CREST accounts on or
about 17 April 2013.

J.P.  Morgan Securities plc  and Nordea Bank  Finland Plc acted  as Joint Global
Coordinators for the rights offering. BofA Merrill Lynch, BNP PARIBAS and Danske
Bank  A/S, Helsinki  Branch acted,  together with  Joint Global Coordinators, as
Joint Bookrunners.

Adjustment to the Conversion Price of the Convertible Bonds due 2013 and 2015

As  the  rights  offering  was  subscribed  in  full,  the Board of Directors of
Talvivaara  has today,  on 15 April  2013, confirmed the  adjustments made on 8
March 2013 to the conversion price of the convertible bonds due 2013 and 2015 to
the  effect that the new conversion prices are GBP 1.59 (EUR 2.00) and GBP 1.90
(EUR  2.26), respectively.  The  Board  of  Directors  confirmed  today that the
maximum  number of shares that can be subscribed for pursuant to the convertible
bonds  due  2013 is  increased  to  38,537,673 shares  and the maximum number of
shares  that can be subscribed for pursuant to the convertible bonds due 2015 is
increased  to 98,617,935 shares. The  increases in the  maximum number of shares
that  can be subscribed for pursuant to  the conversion of the convertible bonds
are  expected to be registered  with the Finnish Trade  Register on or about 17
April 2013.

Adjustment of the terms and conditions of the 2007 and 2011 stock options

As  a consequence of the  rights offering, the Board  of Directors of Talvivaara
has  today, on  15 April 2013, also  confirmed the  adjustments made  on 8 March
2013 to  Talvivaara's 2007 and  2011 stock options.  The subscription  price for
stock options 2007C is adjusted to GBP 0.5110 per share and the number of shares
that  can be subscribed for through the exercise of the stock options 2007C will
increase  by 13,998,600 shares. The subscription  price for stock options 2011B
will  be adjusted to EUR  0.5935 per share and the  number of shares that can be
subscribed  for through the exercise of the stock options 2011B will increase by
9,000,000 shares and the number of shares that can be subscribed for through the
exercise  of  the  stock  options  2011C will  increase by 9,000,000 shares. The
resolution to adjust the share subscription price of the stock options 2007B and
to increase the number of shares that may be subscribed for through the exercise
of  the stock options was not confirmed because the share subscription period of
the stock options 2007B ended on 31 March 2013.

The foregoing adjustments to the terms and conditions of the 2007 and 2011 stock
options  due to the  rights offering will  be in force  as of their registration
with the Finnish Trade Register on or about 17 April 2013.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc

Talvivaara Mining Company is an internationally significant base metals producer
with  its  primary  focus  on  nickel  and  zinc  using  a  technology  known as
bioheapleaching  to extract metals out  of ore. Bioheapleaching makes extraction
of  metals  from  low  grade  ore  economically  viable. The Talvivaara deposits
comprise  one of the largest known sulphide  nickel resources in Europe. The ore
body  is  estimated  to  support  anticipated  production  for  several decades.
Talvivaara has secured a 10-year off-take agreement for 100 per cent of its main
output  of nickel and cobalt to Norilsk Nickel and entered into a long-term zinc
streaming  agreement with Nyrstar  NV. Talvivaara is  listed on the London Stock
Exchange  Main Market and NASDAQ OMX  Helsinki. Further information can be found
at www.talvivaara.com.


DISCLAIMER

This  announcement is an advertisement and not a prospectus and investors should
not  subscribe for  or purchase  any shares  or securities  referred to  in this
announcement  except on  the basis  of information  in the applicable prospectus
(and  any supplementary prospectus)  published by Talvivaara  in connection with
the  Offering. Copies of the prospectus  (and any supplementary prospectus) are,
or  will  be,  available  from  Talvivaara's  registered office. Nothing in this
announcement should be interpreted as a term or condition of the Offering.

The  information  contained  herein  is  not  for  publication  or distribution,
directly  or indirectly, in  or into the  United States, Canada, Australia, Hong
Kong,  South Africa or Japan. These written materials do not constitute an offer
of  securities for sale in the United  States, nor may the securities be offered
or  sold  in  the  United  States  absent  registration  or  an  exemption  from
registration as provided in the U.S. Securities Act of 1933, as amended, and the
rules  and regulations thereunder. There is no intention to register any portion
of  the  offering  in  the  United  States  or  to  conduct a public offering of
securities in the United States.

The  issue,  exercise  or  sale  of  securities  in  the offering are subject to
specific  legal  or  regulatory  restrictions  in certain jurisdictions. None of
Talvivaara  J.P. Morgan Securities  plc, Nordea Bank  Finland Plc, Merrill Lynch
International,  BNP  PARIBAS  and  Danske  Bank  A/S  Helsinki Branch assume any
responsibility  in  the  event  there  is  a  violation  by  any  person of such
restrictions.

The  information contained herein shall  not constitute an offer  to sell or the
solicitation  of an offer to buy, nor shall  there be any sale of the securities
referred to herein in any jurisdiction in which such offer, solicitation or sale
would  be  unlawful  prior  to  registration,  exemption  from  registration  or
qualification under the securities laws of any such jurisdiction. Investors must
neither  accept  any  offer  for,  nor  acquire,  any  securities  to which this
announcement refers, unless they do so on the basis of the information contained
in the applicable Prospectus published or distributed by Talvivaara.

Talvivaara  has not  authorised any  offer to  the public  of securities  in any
Member  State of the  European Economic Area  other than Finland  and the United
Kingdom.  With respect to each Member State  of the European Economic Area other
than  Finland and  the United  Kingdom and  which has implemented the Prospectus
Directive  (each, a "Relevant  Member State"), no  action has been undertaken or
will  be  undertaken  to  make  an  offer  to the public of securities requiring
publication  of a  prospectus in  any Relevant  Member State.  As a  result, the
securities may only be offered in Relevant Member States (a) to any legal entity
which  is a qualified investor as defined in the Prospectus Directive; or (b) in
any other circumstances falling within Article 3(2) of the Prospectus Directive.
For  the purposes of this  paragraph, the expression an  "offer of securities to
the  public" means the communication in any  form and by any means of sufficient
information  on the terms of the offer and the securities to be offered so as to
enable  an investor to decide to exercise, purchase or subscribe the securities,
as  the same may be varied in that  Member State by any measure implementing the
Prospectus  Directive  in  that  Member  State  and  the  expression "Prospectus
Directive"  means  Directive  2003/71/EC (and  amendments thereto, including the
2010 PD  Amending Directive,  to the  extent implemented  in the Relevant Member
State),  and includes any  relevant implementing measure  in the Relevant Member
State   and   the  expression  "2010  PD  Amending  Directive"  means  Directive
2010/73/EU.

This communication includes forward-looking statements within the meaning of the
securities  laws  of  certain  applicable  jurisdictions.  These forward-looking
statements include, but are not limited to, all statements other than statements
of   historical  facts  contained  in  this  communication,  including,  without
limitation,  those regarding Talvivaara's strategy, plans, objectives, goals and
targets.  By their nature, forward looking  statements involve known and unknown
risks,  uncertainties and other factors because they relate to events and depend
on  circumstances that may or  may not occur in  the future. Talvivaara cautions
you that forward-looking statements are not guarantees of future performance and
are  based on  numerous assumptions  and that  its actual results of operations,
including its financial condition and liquidity, may differ materially from (and
be  significantly  more  negative  than)  those  made  in,  or suggested by, the
forward-looking  statements contained in this communication. In particular, this
communication includes forward-looking statements relating to Talvivaara's plans
to address the recent operational challenges faced by Talvivaara. Such estimates
are  based on  a number  of assumptions  that are,  in turn,  based on currently
available  information and judgments  based on such  information. However, these
assumptions   are  inherently  uncertain  and  subject  to  a  wide  variety  of
significant  operational and regulatory risks and uncertainties that could cause
the  actual  outcome  of  Talvivaara's  actions  to materially differ from those
anticipated.

No  statement in this announcement is intended  as a profit forecast or a profit
estimate  and no  statement in  this announcement  should be interpreted to mean
that  earnings  per  share  for  the  current  or  future  financial years would
necessarily  match or exceed the historical published earnings per share. Prices
and values of, and income from, shares may go down as well as up and an investor
may  not get back the amount invested.  It should be noted that past performance
is  no guide  to future  performance. Persons  needing advice  should consult an
independent financial adviser.

J.P.  Morgan Securities  plc, which  is authorised  and regulated  in the United
Kingdom  by  the  Financial  Services  Authority,  is acting as sole sponsor for
Talvivaara  and no one else in connection  with the Offering and will not regard
any  other person (whether or not a  recipient of this announcement) as a client
in  relation to the  Offering and will  not be responsible  to anyone other than
Talvivaara  for providing the protections afforded  to its clients or for giving
advice  in connection with  the Offering, the  contents of this announcement and
the  accompanying  documents  or  any  other  transaction, arrangement or matter
referred to herein or therein.

Each  of Nordea Bank  Finland Plc, Merrill  Lynch International, BNP PARIBAS and
Danske  Bank A/S Helsinki Branch is acting exclusively for Talvivaara and for no
one  else in connection with  the Offering and will  not regard any other person
(whether or not a recipient of this announcement) as a client in relation to the
Offering  and  will  not  be  responsible  to  anyone  other than Talvivaara for
providing  the protections afforded to their respective clients or for providing
advice  in connection with the Offering or any other transaction, arrangement or
matter referred to herein.

This  announcement  should  not  be  considered  a recommendation by any of J.P.
Morgan Securities plc, Nordea Bank Finland Plc, Merrill Lynch International, BNP
PARIBAS or Danske Bank A/S Helsinki Branch or any of their respective directors,
officers,  employees, advisers or any of their respective affiliates in relation
to any purchase of or subscription for securities.

No  representation or warranty, express or implied,  is given by or on behalf of
any  of  J.P.  Morgan  Securities  plc,  Nordea  Bank Finland Plc, Merrill Lynch
International,  BNP PARIBAS or Danske  Bank A/S Helsinki Branch  or any of their
respective  directors, officers, employees, advisers  or any of their respective
affiliates  or any  other person  as to  the accuracy,  fairness, sufficiency or
completeness of the information or the opinions or the beliefs contained in this
announcement (or any part hereof).

None  of the information  contained in this  announcement has been independently
verified  or approved by any of J.P.  Morgan Securities plc, Nordea Bank Finland
Plc, Merrill Lynch International, BNP PARIBAS or Danske Bank A/S Helsinki Branch
or  any of their  respective directors, officers,  employees, advisers or any of
their respective affiliates. Save in the case of fraud, no liability is accepted
by  any of J.P.  Morgan Securities plc,  Nordea Bank Finland  Plc, Merrill Lynch
International,  BNP PARIBAS or Danske  Bank A/S Helsinki Branch  or any of their
respective  directors, officers, employees, advisers  or any of their respective
affiliates  for any  errors, omissions  or inaccuracies  in such  information or
opinions or for any loss, cost or damage suffered or incurred howsoever arising,
directly  or indirectly, from  any use of  this announcement or  its contents or
otherwise in connection with this announcement.

No  person  has  been  authorised  to  give  any  information  or  to  make  any
representations other than those contained in this announcement and, if given or
made,  such information or representations must not  be relied on as having been
authorised by Talvivaara, any of J.P. Morgan Securities plc, Nordea Bank Finland
Plc, Merrill Lynch International, BNP PARIBAS or Danske Bank A/S Helsinki Branch
or  any other person. Subject to applicable  rules and regulations, the issue of
this  announcement shall not, in any  circumstances, create any implication that
there  has been no change  in the affairs of  Talvivaara and its group since the
date  of this announcement  or that the  information in it  is correct as at any
subsequent date.

This  communication is directed only  at (i) persons who  are outside the United
Kingdom  or (ii) persons who have professional experience in matters relating to
investments  falling within Article 19(5) of  the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (the "Order") and (iii) high net worth
entities,  and other  persons to  whom it  may lawfully be communicated, falling
within  Article 49(2) of the Order (all  such persons together being referred to
as  "relevant  persons").  Any  investment  activity to which this communication
relates  will  only  be  available  to  and  will only be engaged with, relevant
persons.  Any person who is not a relevant person should not act or rely on this
announcement or any of its contents.


[HUG#1693075]

Attachments:

Talvivaara - Final results of the rights offering.pdf