2014-03-31 16:15:00 CEST

2014-03-31 16:15:02 CEST


REGULATED INFORMATION

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Outokumpu Oyj - Company Announcement

Outokumpu - Supplement to Outokumpu Oyj's prospectus dated March 6, 2014


OUTOKUMPU OYJ
STOCK EXCHANGE RELEASE
March 31, 2014 at 5.15 pm EET

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. 

Outokumpu Oyj has supplemented its prospectus dated March 6, 2014. The Finnish
Financial Supervisory Authority has on March 31, 2014 approved the supplement
to the prospectus which is attached hereto in full. 

For more information:

Investors: Simone Cujai, tel. +49 203 488 07 279, mobile +49 172 298 4797

Media: Saara Tahvanainen, tel. +358 40 589 0223

Outokumpu Group



Outokumpu is a global leader in stainless steel. We create advanced materials
that are efficient, long lasting and recyclable - thus building a world that
lasts forever. Stainless steel, invented a century ago, is an ideal material to
create lasting solutions in demanding applications from cutlery to bridges,
energy and medical equipment: it is 100% recyclable, corrosion-resistant,
maintenance-free, durable and hygienic. Outokumpu employs more than 12 000
professionals in more than 30 countries, with headquarters in Espoo, Finland
and shares listed on NASDAQ OMX Helsinki. www.outokumpu.com 


DISCLAIMER

Each of Danske Bank, Nordea, SEB, BNP Paribas, Crédit Agricole CIB, J.P.
Morgan, Swedbank and their affiliates are acting exclusively for Outokumpu and
no one else in connection with the rights offering. They will not regard any
other person (whether or not a recipient of this release) as their respective
clients in relation to the rights offering and will not be responsible to
anyone other than Outokumpu for providing the protections afforded to their
respective clients, nor for giving advice in relation to the rights offering or
any transaction or arrangement referred to herein. No representation or
warranty, express or implied, is made by Danske Bank, Nordea, SEB, BNP Paribas,
Crédit Agricole CIB, J.P. Morgan or Swedbank 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. Danske
Bank, Nordea, SEB, BNP Paribas, Crédit Agricole CIB, J.P. Morgan and Swedbank
assume no responsibility for its accuracy, completeness or verification and,
accordingly, disclaim, to the fullest extent permitted by applicable law, any
and all liability which they may otherwise be found to have in respect of this
release. 

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. Outokumpu
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
Outokumpu. 

Outokumpu has not authorized any offer to the public of securities in any
Member State of the European Economic Area other than Finland and Sweden. With
respect to each Member State of the European Economic Area other than Finland
and Sweden 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. 

APPENDIX

Prospectus supplement, dated March 31, 2014:

This supplement may not be sent to any person in the United States, Canada,
Australia, Hong Kong, South Africa or Japan or any other jurisdiction in which
the distribution or release would be unlawful. Except as expressly noted in the
prospectus, dated March 6, 2014, no offering has been made in or into any such
countries. 

Outokumpu Oyj (“Outokumpu” or the “Company”) supplements the prospectus dated
March 6, 2014 relating to the offering (the “Offering”) of 8,308,534,476 new
shares (the “Offer Shares”) with the following information. This information
should be read in conjunction with the prospectus dated March 6, 2014. 

On March 30, 2014, Outokumpu published the following stock exchange release:

Outokumpu announced today that the negotiations regarding the industrial plan
have been successfully concluded with the employee representatives and unions
in Germany. The industrial plan for Business Area EMEA Stainless was originally
announced in October 2013, with a target of EUR 100 million annual savings,
contributing to the overall annual synergy and cost savings of EUR 450 million
in 2017. 

“This is an important milestone in our journey towards sustainable
profitability” said Outokumpu CEO Mika Seitovirta. “The agreement enables us to
carry out the necessary restructuring and efficiency measures as planned. It
also strengthens our commitment to Germany, the largest stainless steel market
in Europe and home to many of our employees.” 

Key elements of the agreement:

  -- Bochum meltshop will be closed in 2015, following a production transfer
     process that ensures continuation of high quality deliveries to customers
     after the Bochum closure
  -- Outokumpu invests EUR 108 million to the Krefeld cold rolling center in
     Germany between 2014 and 2016 through the ferritic production optimization
     (NIFO-project)
  -- Benrath cold rolling mill is expected to be closed in 2016 after the
     production transfer to Krefeld has been completed

This now agreed industrial concept results into a reduction of 1,000 jobs,
thereby bringing the total reduction of jobs to 3,500 jobs globally by the end
of 2017. 

“The measures we are taking across our entire company are painful but necessary
to return Outokumpu back to sustainable profitability, which is also the best
way to safeguard jobs and future growth,” Seitovirta concluded.” 

Investors' Right to Cancel Their Subscriptions

Pursuant to the terms and conditions of the Offering, in the event that the
prospectus is supplemented or amended due to an error or omission in the
prospectus or due to material new information which, in each case, could be of
material importance to investors, investors who have subscribed for the Offer
Shares are entitled to withdraw their subscriptions in accordance with the
Finnish Securities Markets Act (746/2012, as amended) within a minimum of two
(2) business days from the publication of the supplement or amendment to the
prospectus, which shall be March 31, 2014.  The withdrawal right may only be
used if the investor has committed to subscribe or subscribed for the Offer
Shares prior to the publication of the supplement or amendment to the
prospectus and provided that the error, omission or material new information
that has resulted in the supplement or amendment has become known prior to
delivery of the Offer Shares to the investor and, for the Offer Shares
subscribed for pursuant to the subscription rights, the time when trading with
the interim shares representing the Offer Shares begins. 

Inasmuch as trading with the interim shares began on March 27, 2014, investors,
who subscribed for Offer Shares based on subscription rights in the primary
subscription, do not have a right to withdraw their subscription of the Offer
Shares subscribed for in the primary subscription. The withdrawal right is only
available to investors, who subscribed for Offer Shares in the secondary
subscription, with regard to the Offer Shares subscribed for in the secondary
subscription. A withdrawal of a subscription may only be made in respect of all
of the Offer Shares the investor has subscribed for in the secondary
subscription. 

If an investor who has subscribed for Offer Shares without subscription rights
in the secondary subscription wants to use its right to withdraw its
subscription, the investor must inform the subscription place where the
subscription was made of the cancellation of the subscription by 8:00 p.m.
(EET) on April 2, 2014, however, taking into account the customary opening
hours of such subscription place. The funds will be refunded without interest. 

Rights Offering Timetable

As a result of this prospectus supplement and the withdrawal rights granted to
investors mentioned above, the timetable for the Offering will be amended as
follows (estimated timetable): 

Announcement of the preliminary results of the Offering            On or about  
                                                                    March 31,   
                                                                    2014        
Final results announcement                                         On or about  
                                                                    April 4,    
                                                                    2014        
Offer Shares are registered with the Trade Register                On or about  
                                                                    April 7,    
                                                                    2014        
Interim Shares are combined with the existing shares               On or about  
                                                                    April 7,    
                                                                    2014        
Trading in the Offer Shares commences on the Helsinki Stock        On or about  
 Exchange                                                           April 7,    
                                                                    2014        
Refund of subscription payments, if Offer Shares are subscribed    On or about  
 for without subscription rights but not allotted in full           April 10,   
 (payment date)                                                     2014