Pohjola Pankki Oyj - Tender offer

Preliminary results of the Tender Offer: OP-Pohjola's holding amounts to approximately 94.05 per cent in Pohjola Bank plc shares and approximately 96.78 per cent of attached votes

OP-Pohjola Group Central Cooperative
Stock exchange release
2 April 2014, 4.30 pm

NOT TO BE RELEASED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA, HONG KONG OR IN ANY OTHER STATE
IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.

Preliminary results of the Tender Offer: OP-Pohjola's holding amounts to
approximately 94.05 per cent in Pohjola Bank plc shares and approximately 96.78
per cent of attached votes

The offer period for the voluntary public Tender Offer by OP-Pohjola Group
Central Cooperative ('OP-Pohjola') to purchase all shares in Pohjola Bank plc
('Pohjola Bank') expired on 1 April 2014, at 4.00 pm (Finnish time).

According to the preliminary result of the Tender Offer, the shares tendered in
the Tender Offer represent approximately 42.21 per cent of all the shares and
approximately 27.55 per cent of all votes in Pohjola Bank. The shares tendered
in the Tender Offer, together with the shares that OP-Pohjola has purchased on
the market, increase OP-Pohjola's ownership to approximately 94.05 per cent of
all the shares and approximately 96.78 per cent of all votes in Pohjola Bank.

All of the conditions for completion of the Tender Offer have, based upon the
preliminary result, been satisfied. Among other things, OP-Pohjola's proportion
of the shares and votes in Pohjola Bank has, based upon the preliminary result,
exceeded the threshold of 90 per cent. The Financial Supervisory Authority has
not had any objections against the completion of the Tender Offer based upon the
notification procedure concerning the acquisition of a holding, as referred to
in the Finnish Act on the Financial Supervisory Authority, nor does the
completion of the Tender Offer, in OP-Pohjola's view, require any other
regulatory approvals. OP-Pohjola has decided to complete the Tender Offer in
accordance with its terms and conditions regardless of the final result of the
Tender Offer.

The final result of the Tender Offer will be confirmed and announced on or about
4 April 2014. In connection with the announcement of the final results, OP-
Pohjola will extend the offer period by an extra offer period, as referred to in
the terms and conditions of the Tender Offer, the specific terms and conditions
of which will be announced on or about 4 April 2014.

OP-Pohjola Group Central Cooperative

Carina Geber-Teir
Chief Communications Officer

For more information:
OP-Pohjola Communications, media contacts, tel. +358 (0)50 523 99 04

DISTRIBUTION
NASDAQ OMX Helsinki
LSE London Stock Exchange
SIX Swiss Exchange
Major media
op.fi, pohjola.com

OP-Pohjola Group is Finland's leading financial services group providing a
unique range of banking, investment and insurance services. The Group has the
mission of promoting the sustainable prosperity, well-being and security of its
owner-members, customers and operating regions through its local presence. Its
objective is to offer the best and most versatile package of loyal customer
benefits on the market. OP-Pohjola Group consists of some 180 member cooperative
banks and the Group's central institution, OP-Pohjola Group Central Cooperative,
with its subsidiaries and closely-related companies, the largest of which is the
listed company Pohjola Bank plc. With a staff of 12,000 OP-Pohjola Group posted
consolidated earnings of 705 million euros before tax in 2013 and had total
assets of 101 billion euros on 31 December 2013. The group has 4.3 million
customers.

www.op.fi

THIS RELEASE IS NOT A TENDER OFFER DOCUMENT AND AS SUCH DOES NOT CONSTITUTE AN
OFFER OR AN INVITATION TO MAKE A SALES OFFER. INVESTORS SHALL ACCEPT THE TENDER
OFFER FOR THE SHARES ONLY ON THE BASIS OF THE INFORMATION
PROVIDED IN THE TENDER OFFER DOCUMENT. OFFERS WILL NOT BE MADE DIRECTLY OR
INDIRECTLY IN ANY JURISDICTION WHERE EITHER THE OFFER OR PARTICIPATION THEREIN
IS PROHIBITED BY APPLICABLE LAW OR WHERE THE TENDER OFFER DOCUMENT WOULD HAVE TO
BE PUBLISHED OR REGISTERED OR THE OFFER WOULD BE SUBJECT TO OTHER REQUIREMENTS
IN ADDITION TO THOSE UNDERTAKEN IN FINLAND. THE TENDER OFFER IS NOT BEING MADE
DIRECTLY OR INDIRECTLY IN ANY JURISDICTION WHERE PROHIBITED BY APPLICABLE LAW
AND, WHEN PUBLISHED, THE TENDER OFFER DOCUMENT AND RELATED CONSENT FORMS WILL
NOT AND MAY NOT BE DISTRIBUTED, FORWARDED OR TRANSMITTED INTO OR FROM ANY
JURISDICTION WHERE PROHIBITED BY APPLICABLE LAW. IN PARTICULAR, THE TENDER OFFER
IS NOT BEING MADE, DIRECTLY OR INDIRECTLY, IN OR INTO, OR BY USE OF THE POSTAL
SERVICE OF, OR BY ANY MEANS OR INSTRUMENTALITY (INCLUDING, WITHOUT LIMITATION,
FACSIMILE TRANSMISSION, TELEX, TELEPHONE OR THE INTERNET) OR THROUGH A NATIONAL
SECURITIES EXCHANGE OF THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA
OR HONG KONG. THE TENDER OFFER CANNOT BE ACCEPTED BY ANY SUCH USE, MEANS OR
INSTRUMENTALITY OR FROM WITHIN THE UNITED STATES, CANADA, JAPAN, AUSTRALIA,
SOUTH AFRICA OR HONG KONG.

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