Tecnotree Oyj - Company Announcement

Publishing of the prospectus related to the rights offering of Tecnotree – additional information included in the prospectus

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. 

Tecnotree Corporation
Stock Exchange Release
29 May 2012 at 2.30 pm EEST

Tecnotree Corporation will publish a prospectus relating to the rights offering
of 48,997,451 new shares in Tecnotree. The terms and conditions of the rights
offering were published in a separate stock exchange release on 28 May 2012. 

The Finnish language offering circular, approved by the Finnish Financial
Supervisory Authority, will be available on Tecnotree's website at
www.tecnotree.com/osakeanti as from 30 May 2012 and is estimated to be
available at the subscription places of the rights offering as from 5 June
2012. 

The prospectus includes the following information not previously disclosed:

Tecnotree has a commitment to construct a building of at least 3,800 floor sqm
on the 13,603 sqm plot that it owns next to its premises. The building
obligation period has been extended to 31 August 2012 by a decision by the City
of Espoo Plot Manager. On 11 May 2012 Tecnotree has filed an application to the
City of Espoo regarding removal of the building obligation or an extension to
the building obligation period until 31 December 2014. The company has
previously been granted extension to the building obligation period for a total
of five times. In case the City of Espoo is not willing to remove the building
obligation or grant extension to the building obligation period, it is entitled
to demand annual liquidated damages from Tecnotree for the next ten years, in
case the building obligation has not been fulfilled during the said period. The
amount of annual liquidated damages is ten per cent of the purchase price paid
by Tecnotree of the said real estate, i.e. approximately EUR 90 thousand per
year. 

During the financial period 2012, Tecnotree has taken variable-interest,
working capital finance loan of about EUR 0.35 million from certain
shareholders of the company included under related parties. The aforementioned
loan is short-term and its terms and conditions are market-based. 

In Espoo, 29 May 2012

TECNOTREE CORPORATION

FURTHER INFORMATION
Tuomas Wegelius, CFO, tel. +358 400 433 228

DISTRIBUTION
NASDAQ OMX Helsinki Ltd.
Main media
www.tecnotree.com

About Tecnotree
Tecnotree is a global provider of a broad range of telecom IT solutions focused
on charging, billing, customer care, messaging and content services. Tecnotree
empowers communication service providers to create and monetize a broad
marketplace of digital services, and augment value across the customer
lifecycle. Acknowledged for agility and commitment, Tecnotree has more than 900
employees serving over 100 operators globally. Tecnotree is listed on the main
list of NASDAQ OMX Helsinki Ltd. with the trading code TEM1V. For more
information on Tecnotree visit www.tecnotree.com 

DISCLAIMER
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. This release 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 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. Tecnotree
assumes no 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
document refers, unless they do so on the basis of the information contained in
the applicable prospectus published or offering circular distributed by
Tecnotree. 

Tecnotree has not authorized any offer to the public of securities in any
Member State of the European Economic Area other than Finland. With respect to
each Member State of the European Economic Area other than Finland 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 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 document or any of its contents. 

Summa Capital Oy is acting for Tecnotree Corporation and no one else in
connection with the proposed rights offering and will not regard any other
person (whether or not a recipient of this release) as a client in relation to
the proposed rights offering and will not be responsible to anyone other than
Tecnotree Corporation for providing the protections afforded to their
respective clients or for providing advice in relation to the proposed rights
offering or   any matters referred to in this release. 

Summa Capital Oy accepts no responsibility whatsoever for the contents of this
release, and makes no representation or warranty, express or implied, for the
contents of this release, including its accuracy, completeness or verification,
or for any other statement made or purported to be made by it, or on its
behalf, in connection with Tecnotree Corporation or the ordinary shares or the
proposed rights offering, and nothing in this release is or shall be relied
upon as, a promise or representation in this respect whether as to the past or
future. Summa Capital Oy accordingly disclaims to the fullest extent permitted
by law all and any liability whether arising in tort, contract or otherwise
which they might otherwise have in respect of this release or any such
statement.