Suominen Yhtymä - Company Announcement

THE BOARD OF DIRECTORS OF SUOMINEN CORPORATION HAS DECIDED ON A RIGHTS OFFERING

SUOMINEN CORPORATION  STOCK EXCHANGE RELEASE 1 JUNE 2010 AT 3:00 P.M.           


Not for release, publication or distribution in or into the United States,      
Australia, Japan or Canada.                                                     


THE BOARD OF DIRECTORS OF SUOMINEN CORPORATION HAS DECIDED ON A RIGHTS OFFERING 
AND ITS TERMS AND CONDITIONS                                                    

Terms and conditions of the rights offering in short:                           
- A rights offering of approximately EUR 10 million                             
- Subscription price of EUR 0.43 per share                                      
- One (1) new share for every one (1) share held on 4 June 2010 (1:1)           
- Trading in shares ex-subscription rights start on 2 June 2010 and the record  
date of the issue is 4 June 2010                                                
- Trading in subscription rights commences on 9 June and ends on 16 June 2010   
- Subscription period commences on 9 June and ends on 23 June 2010              
- Subscription commitments represent 55.85 per cent of the new shares offered in
the rights offering                                                             

Based on the authorization given by the Extraordinary General Meeting on 1 June 
2010, the Board of Directors of Suominen Corporation ("Suominen" or "Company")  
has decided to offer up to 23,674,902 new shares for subscription with          
pre-emptive rights to existing shareholders. Suominen intends to raise          
approximately EUR 10 million through the rights offering and the proceeds will  
be used for strengthening the Company's balance sheet which would create better 
conditions for structural changes and development of the business operations.   

The shareholders who are registered in the shareholders' register on the record 
date of 4 June 2010, will automatically receive one freely transferable         
subscription right in a form of book-entry for each existing share held in the  
Company. Each subscription right entitles to subscribe for one (1) new share in 
the rights offering. The subscription price is EUR 0.43 for each share offered  
in the rights offering, which corresponds to an implied discount of             
approximately 53 per cent to the theoretical ex-rights price (TERP), calculated 
from the closing price of Suominen's share price on Nasdaq OMX Helsinki on 31   
May 2010.                                                                       


Subscription commitments                                                        

Certain largest shareholders of Suominen including the members of Executive team
and Board of Directors who hold Suominen's shares have given irrevocable        
commitments to subscribe for their pro rata entitlement of new shares offered   
for subscription in the rights offering. The largest shareholder of the Company,
Oy Etra Invest Ab, has given a commitment to subscribe for a number of new      
shares corresponding to at least half of its pro rata share in the offering.    
This represents 9.5% of all the offered new shares in the rights offering. The  
above-mentioned commitments will be covering in aggregate 55.85 per cent of the 
new shares offered in the rights offering.                                      


Publishing of the prospectus                                                    

The Company has submitted a Finnish language prospectus relating to rights      
offering for the approval of the Finnish Financial Supervisory Authority. The   
approval is expected to be received on or about 4 June 2010. The Finnish        
language prospectus will be available on Suominen's website www.suominen.fi on  
or about 4 June 2010 and at the subscription places of the rights offering at   
latest on 9 June 2010.                                                          
A preliminary announcement regarding the outcome of the rights offering is      
expected to be published on or about 24 June 2010 and the announcement regarding
the final outcome of the rights offering is expected to be published on or about
30 June 2010.                                                                   
Full terms and conditions of the rights offering are set out in the appendix of 
this stock exchange release.                                                    

Pohjola Corporate Finance Ltd is acting as a Lead Manager for the rights        
offering.                                                                       

Helsinki, 1 June 2010                                                           

SUOMINEN CORPORATION                                                            

Board of Directors                                                              


For additional information please contact:                                      
Mr. Petri Rolig, President and CEO, tel. +358 (0)10 214 300                     
Mr. Arto Kiiskinen, Vice President and CFO, tel. +358 (0)10 214 300             


DISCLAIMER:                                                                     

The information contained herein is not for release, publication or             
distribution, directly or indirectly, in whole or in part, in or into the United
States, Australia, Canada or Japan. The information contained herein does 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 United States 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 any securities in the United States.               

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.               

This communication does not constitute an offer of securities to the public in  
the United Kingdom. No prospectus has been or will be approved in the United    
Kingdom in respect of the securities. Consequently, this communication is       
directed only at (i) persons who are outside the United Kingdom, (ii) to        
investment professionals falling within Article 19(5) of the Financial Services 
and Markets Act 2000 (Financial Promotion) Order 2005 (the "FP Order") and (iii)
high net worth entities falling within Article 49(2) of the FP Order, and other 
persons to whom it may lawfully be communicated, (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 document or any of its contents.                                        
                                                                                
Any offer of securities to the public that may be deemed to be made pursuant to 
this communication in any EEA Member State that has implemented the Prospectus  
Directive is only addressed to qualified investors in that Member State within  
the meaning of the Prospectus Directive.                                        

This document is an advertisement for the purposes of applicable measures       
implementing Directive 2003/71/EC (such Directive, together with any applicable 
implementing measures in the relevant home Member State under such Directive,   
the "Prospectus Directive"). A prospectus prepared pursuant to the Prospectus   
Directive will be published in connection with any offering of securities, and  
will be available at locations receiving subscriptions for shares.              

Pohjola Corporate Finance is acting exclusively for Suominen Corporation and no 
one else in connection with the share issue. It will not regard any other person
(whether or not a recipient of this document) as a client in relation to the    
share issue and will not be responsible to anyone other than Suominen           
Corporation for providing the protections afforded to its clients, nor for      
giving advice in relation to the share issue or any transaction or arrangement  
referred to herein. No representation or warranty, express or implied, is made  
by Pohjola Corporate Finance as to the accuracy, completeness or verification of
the information set forth in this release, and nothing contained in this release
is, or shall be relied upon as, a promise or representation in this respect,    
whether as to the past or the future. Pohjola Corporate Finance assumes no      
responsibility for its accuracy, completeness or verification and, accordingly, 
disclaims, to the fullest extent permitted by applicable law, any and all       
liability which it may otherwise be found to have in respect of this release.

Attachments:

terms-rights-offering-2010.pdf