2009-11-05 08:15:00 CET

2009-11-05 08:16:51 CET


REGULATED INFORMATION

English
Metso Oyj - Tender offer

Metso and Tamfelt enter into a Combination Agreement; Share Exchange Offer for all of Tamfelt's shares



A press conference (in Finnish) for media will be held today,
Thursday, November 5, 2009, 1:00 p.m. at Metso's Corporate Head
Office, Fabianinkatu 9 A, Helsinki. A conference call (in English)
for analysts will be held at 3:00 p.m.  Instructions for
participating in the conference call are included at the end of this
press release.


Metso Corporation's company release on November 5, 2009 at 9:15 a.m.


Metso and Tamfelt, one of the world's leading suppliers of technical
textiles, have on November 5, 2009 agreed to combine their operations
under the combination agreement entered into (the "Combination
Agreement"). As a result, Metso will make a public tender offer to
purchase all of the issued and outstanding shares in Tamfelt. The
combination will strengthen Metso's services business especially in
the pulp and paper industry. For Tamfelt, the combination creates new
growth opportunities especially outside Europe, where Metso has an
extensive installed base and wide sales and services network.

The public tender offer will be carried out in the form of a share
exchange (the "Share Exchange Offer"). Metso offers Tamfelt's
shareholders 3 new shares issued by Metso for each 10 Tamfelt's
shares ("Shares"). Metso offers EUR 0.35 for each stock option issued
by Tamfelt ("Stock Options").

The Board of Directors of Tamfelt unanimously recommends that
Tamfelt's shareholders and holders of Stock Options accept Metso's
offer.  Major shareholders, Ilmarinen Mutual Pension Insurance
Company, Varma Mutual Pension Insurance Company, Tapiola Mutual
Pension Insurance Company, Mandatum Life Insurance Company Limited,
Kaleva Mutual Insurance Company as well as certain foundations and
private shareholders, whose aggregated ownership in Tamfelt is 35.58
per cent of Shares  including 2.82 per cent ownership of Tamfelt held
by Metso, have irrevocably and unconditionally undertaken to accept
the Share Exchange Offer.

The offer period under the Share Exchange Offer is expected to
commence on or about November 23, 2009 and to expire on or about
December 18, 2009.

Metso estimates that the combination will be closed in the first
quarter of 2010 at the latest. The combination is subject to
competition authority approvals in Finland and some other countries."We highly value the competencies and long history of Tamfelt and
welcome Tamfelt shareholders to continue the tradition as Metso
shareholders", states Jorma Eloranta, President and CEO of Metso."The focus of the markets is shifting increasingly outside Europe. We
believe that Metso's global network and strong position also in the
emerging markets will further strengthen Tamfelt's competitiveness
also in these areas. The combination is a continuation to our
long-term and successful co-operation. As both companies are
technology leaders in their respective areas, we believe it will
accelerate technological development in the future", states Tamfelt's
Chairman of the Board Mikael von Frenckell.

Benefits of the combination

* The combination is estimated to increase Metso's services business
  by approximately EUR 140 million annually. At the same time, the
  services share of Metso's Paper and Fiber Technology segment
  increases from 41 per cent to approximately 50 per cent of net
  sales.
* Tamfelt's PMC products (Paper machine clothing), i.e., forming
  fabrics, felts and belts complement Metso's product and services
  offering, thus enabling the offering of more competitive and
  comprehensive solutions for the companies' shared customer base.
  Metso does not currently have paper and board machine clothing
  products in its own product offering.
* Metso's extensive installed base and global sales and services
  network provide Tamfelt's products and services new growth
  potential especially outside Europe.
* Tamfelt's filter fabrics complement Metso's wear product offering
  not only in the pulp and paper industry but also, for example, in
  the mining and energy industries.
* After the combination, development of technical textiles can be
  integrated into Metso's fiber and paper technology research and
  development. Tighter co-operation is expected to, for example,
  speed up new paper and board machine start-ups, thus supporting
  also Metso's new project sales.
* According to Metso's preliminary estimates, the global combination
  of operations is expected to result in total synergies of EUR 7-10
  million annually. The non-recurring costs arising from the
  combination (including costs related to the transaction) are
  expected to be approximately EUR 4 million and be phased over
  2009-2011.
* The combination is not expected to have material impact on Metso's
  EPS in 2010.


According to Bertel Langenskiöld, President of Metso's Paper and
Fiber Technology segment, "Tamfelt is a profitable company with long
heritage, top of the line product portfolio and production
facilities. We have had close, long-term cooperation with Tamfelt
especially in product development, and we know each other very well.
We expect that through the global combination of Metso's and
Tamfelt's operations and knowledge, the growth of our services
business will exceed the average paper machine market growth rate. In
recent years, the change in the pulp and paper industry especially in
Europe and North America has directed our customers' demand towards
service, maintenance and optimization of their production processes.
In emerging markets, such as China and South America, our installed
base has rapidly increased, which provides exciting opportunities for
our services and optimization business."
Also Reima Kerttula, President of Tamfelt believes that the
combination will improve the competitiveness of both companies:"Together we will have a stronger global service network and more
comprehensive product offering. In addition, the combination yields
opportunities to more efficient product development. I believe that
after the combination, Tamfelt will be even more competitive."

The leading supplier of technical textiles
Tamfelt is one of the leading suppliers of technical textiles. It
develops, manufactures and markets PMC products (Paper and board
machine clothing) such as forming fabrics, felts and belts as well as
wet and dry filtration media for the pulp and paper, mining and
chemical industries and energy production. In addition, the company
is the global market leader in laundry felts. In 2008, Tamfelt's net
sales were EUR 165 million and for January-September 2009 EUR 93
million. Tamfelt has currently approximately 1,350 employees. The
company's main locations are in Finland, and it also has production
facilities in China, Portugal, Poland and Brazil. The company was
founded in 1797 and its shares are traded on NASDAQ OMX Helsinki Ltd
(the "Helsinki Stock Exchange").

After the combination, Tamfelt will continue its operations as a
business line in Metso's Paper and Fiber Technology segment. Apart
from some administrative operations, the combination is not expected
to have any immediate effect on the position of Tamfelt's management
or employees. Tamfelt will realize the already agreed and undergoing
cost reduction measures and strategic rearrangements.

Share Exchange Offer and offer for Stock Options

The offer period under the Share Exchange Offer is expected to
commence on or about November 23, 2009 and to expire on or about
December 18, 2009. Metso reserves the right to extend the offer
period in accordance with the terms and conditions of the Share
Exchange Offer. The share exchange offer document will be available
on or about November 19, 2009.

In the Share Exchange Offer, shareholders in Tamfelt are offered 3
new shares in Metso in exchange for every 10 Tamfelt Shares held by
such shareholder, representing a premium of 20.3 percent compared to
the closing price of Tamfelt Shares on the Helsinki Stock Exchange on
November 4, 2009, the last trading day preceding this announcement,
and a premium of 19.5 percent compared to the volume-weighted average
price of Tamfelt Shares on the Helsinki Stock Exchange during the
last 3 months. Premiums have been calculated based on the closing
price, EUR 19.65, of Metso shares in Helsinki Stock Exchange on
November 4, 2009, the last trading day proceedings this announcement.

Metso also offers to acquire all of the Stock Options issued by
Tamfelt for EUR 0.35 in cash. Currently, each Stock Option entitles
its holder to subscribe for one Share in Tamfelt. The current share
subscription price under the Stock Options is EUR 7.46.  The Stock
Options are not subject to public trading.

The Board of Directors of Metso has been authorized by the Annual
General Meeting held on March 31, 2009 to decide on a share issue of
a maximum of 15,000,000 new Metso shares and a maximum of 10,000,000
treasury shares of Metso, in deviation of Metso's shareholders'
pre-emptive right to subscribe for shares. On November 5, 2009, the
Board of Directors of Metso decided on a share issue directed at
Tamfelt's shareholders, as required for implementing the Share
Exchange Offer. The directed share issue is conditional upon Metso
deciding to complete the Share Exchange Offer.

Major shareholders of Tamfelt, including Metso, whose aggregated
ownership in Tamfelt is 35.58 per cent of Shares, have irrevocably
and unconditionally undertaken to accept the Share Exchange Offer.

The Board of Directors of Tamfelt unanimously recommends that the
shareholders of Tamfelt  accept the Share Exchange Offer and that the
holders of Stock Options accept the cash offer. The Board of
Directors of Tamfelt has received a fairness opinion from Access
Partners Oy, according to which the consideration offered in the
Share Exchange Offer is fair, from a financial point of view, to the
shareholders and holders of Stock Options in Tamfelt. The Board of
Directors of Tamfelt will issue its complete statement on the Share
Exchange Offer on or about November 9, 2009.

On the date of the announcement of the Share Exchange Offer,
Tamfelt's share capital amounts to EUR 27,563,964 and the number of
Shares issued to 30,093,763. Metso holds 847,350 Tamfelt Shares,
representing 2.82 percent of all the issued and outstanding Shares.

Conditions to complete the Share Exchange Offer and the offer for
Stock Options

The completion of the Share Exchange Offer and offer for the Stock
Options will be subject to the following conditions (or waiver by
Metso):

(i)The Share Exchange Offer has been bindingly accepted with respect
to shares representing at least 67 percent of all shares and voting
rights in Tamfelt on a fully diluted basis (including Shares already
owned by Metso or its affiliates) and that the acceptances have not
been withdrawn.

(ii)The receipt of all necessary approvals from the relevant
competition authorities and possible conditions set forth in such
approvals can be accepted by Metso.

(iii)No such fact or circumstance has arisen of which Metso did not
have knowledge at the time of the announcement of the Share Exchange
Offer, that either has or is reasonably likely to have a material
adverse effect on the business, assets, financial condition, results
of operations or future prospects of Tamfelt and its subsidiaries.
(iv)The Combination Agreement between Metso and Tamfelt has not been
terminated in accordance with its terms and it continues to be in
full force.

(v)A general meeting of shareholders of Tamfelt has resolved to (i)
remove Article 12 of Tamfelt's Articles of Association (Obligation to
Redeem Shares) and (ii) to elect Jorma Eloranta, Mikael von
Frenckell, Pasi Laine, Bertel Langenskiöld and Jouko Oksanen as
members of the Board of Directors of Tamfelt, with the effectiveness
of such resolutions being subject only to the public announcement of
Metso promptly after the last date of the offer period (including any
extended or discontinued extended offer period) to the effect that
the offer conditions of the Share Exchange Offer have been satisfied
(or waived) by Metso.

Summary of the Combination Agreement
This summary is not an exhaustive presentation of all the terms and
conditions of the Combination Agreement. The summary aims at
describing the terms and conditions of the Combination Agreement to
the extent that such terms and conditions may materially affect the
assessment of a shareholder or Stock Option holder of Tamfelt of the
terms and conditions of the Share Exchange Offer or the offer for
Stock Options. Nothing in the Combination Agreement (or this summary
thereof) confers any rights or obligations on any person other than
Metso or Tamfelt.

Objectives of the Combination Agreement
Metso and Tamfelt (both separately, a "Party" and together, the"Parties") executed the Combination Agreement on November 5, 2009.
Pursuant to the Combination Agreement, Metso will acquire, through
the Share Exchange Offer and through a cash offer for the Stock
Options, and, if necessary, through subsequent compulsory redemption
proceedings in accordance with the Finnish Companies Act, all Shares
and Stock Options in Tamfelt. The intention of Metso is to cause the
Shares to be delisted from the Helsinki Stock Exchange.

Share Exchange
Under the Combination Agreement, the Offer Period for the Share
Exchange Offer shall initially extend until four weeks after the date
on which it commences and it may be extended by Metso from time to
time in accordance with the terms and conditions of the Share
Exchange Offer.

Pursuant to the Combination Agreement, Metso offers to acquire all of
Tamfelt's issued and outstanding Shares and Stock Options and to pay
the purchase price for the Shares in Metso's new shares by issuing 3
new Metso shares for each 10 Shares of Tamfelt, and for the Stock
Options EUR 0.35 in cash.

Under the Combination Agreement, the completion of the Share Exchange
is subject to the fulfillment (or waiver by Metso) of certain
conditions. These conditions are set forth in section "Conditions to
complete the Share Exchange Offer and offer for the Stock Options"
above.
If, as a result of the completion of the Share Exchange, Metso's
ownership exceeds 90 percent of all shares and voting rights in
Tamfelt, Metso shall commence at the earliest practical time the
compulsory redemption proceedings in accordance with the Finnish
Companies Act.

Upon the redemption of the remainder of the Shares not tendered in
the Share Exchange Offer, Metso intends to apply for the delisting of
Tamfelt's Shares on the Helsinki Stock Exchange.

Extraordinary General Meeting of shareholders of Tamfelt

Under the Combination Agreement, the Board of Directors of Tamfelt
has undertaken to convene an Extraordinary General Meeting of
shareholders of Tamfelt be held on no later than one week prior to
the expiry of the offer period and to propose to such meeting to
resolve on the removal of Article 12 from Tamfelt's Articles of
Association and to elect a new Board of Directors for Tamfelt, as
described in "-Certain Consequences of the Share
Exchange-Extraordinary General Meeting of Shareholders of Tamfelt"
below.

Recommendation of the Board of Directors of Tamfelt
Under the Combination Agreement, the Board of Directors of Tamfelt
has undertaken to unanimously and unconditionally recommend to the
shareholders and Stock Option holders in Tamfelt to accept the Share
Exchange Offer and to vote in favor of the removal of Article 12 of
Tamfelt's Articles of Association, and the election of a new Board of
Directors for Tamfelt as described in "-Certain Consequences of the
Share Exchange-Extraordinary General Meeting of Shareholders of
Tamfelt" below.

The Board of Directors of Tamfelt may, at any time prior to the
completion of the Share Exchange Offer, withdraw, modify or amend its
recommendation or take actions contradictory to its earlier
recommendation, if (a) the Board of Directors of Tamfelt considers
that, due to materially changed circumstances, the acceptance of the
Share Exchange Offer would no longer be in the best interest of
Tamfelt and/or the shareholders and Stock Option holders in Tamfelt;
and (b) the Board of Directors of Tamfelt has received an opinion
from an independent reputable advisor, according to which such
withdrawal, modification or amendment of the recommendation, or
acting contradictory to the recommendation, is in the best interest
of Tamfelt and/or the shareholders and Stock Option holders in
Tamfelt; and (c) the Board of Directors of Tamfelt has provided Metso
with a reasonable opportunity to negotiate with the Board of
Directors of Tamfelt on such actions; and (d) if an action allowed is
connected to a Superior Offer (as defined below), the Board of
Directors of Tamfelt has given Metso a reasonable opportunity during
not less than five (5) days to agree with the Board of Directors of
Tamfelt on improving the terms and conditions of the Share Exchange
Offer.

Tamfelt shall not, directly or indirectly, solicit any inquiries or
facilitate or solicit any proposal or offer (including, without
limitation, any proposal or offer to shareholders and Stock Option
holders in Tamfelt) that constitutes, or may reasonably be expected
to lead to, any competing transaction or that could otherwise harm or
hinder the completion of the combination or have any discussions or
negotiations with anyone in furtherance of any such actions.

If Tamfelt receives from any person an unsolicited bona fide written
offer for a competing transaction (a "Competing Offer") that the
Board of Directors of Tamfelt determines in good faith to constitute
a Superior Offer (as defined below), Tamfelt may take any action(s)
reasonably required in respect of such Competing Offer, if: (a) the
Board of Directors of Tamfelt determines in good faith that it is
obligated to take such action(s) in order to comply with its
fiduciary duties; and (b) Tamfelt has complied with the terms of the
Combination Agreement.

A "Superior Offer" shall mean a bona fide binding written offer not
solicited by or on behalf of Tamfelt made by a third party to acquire
all of the Shares and Stock Options in Tamfelt pursuant to a tender
offer or a merger, or to acquire all the operations of Tamfelt
pursuant to a sale of all or substantially all of the assets of
Tamfelt, on terms which the Board of Directors of Tamfelt reasonably
determines in good faith to be substantially more beneficial for the
shareholders and Stock Option holders in Tamfelt than the Share
Exchange Offer, as the same may be modified by Metso. In determining
whether an offer is substantially more beneficial for the
shareholders and Stock Option holders in Tamfelt, the Board of
Directors of Tamfelt must also take into account whether the
potential Superior Offer is reasonably capable of being consummated
(taking into account, among other things, all legal, financial,
regulatory and other aspects of such proposal and the identity of the
person making such proposal) and the availability of financing.

Representations and warranties

In the Combination Agreement, the Parties give each other certain
representations and warranties customary in transactions of a similar
nature relating to, among other things:

* certain corporate matters including the organization, qualification
  to do business and authority to execute the Combination Agreement
  and perform the obligations thereunder; and
* the information disclosed by the respective party, including the
  financial statements, interim reports and public announcements.

The warranties shall automatically terminate on the completion date
for the Share Exchange Offer thereby having no further effect after
such date.

Undertakings
Under the Combination Agreement, the Parties have given certain
undertakings to each other with respect to the procedures to be
followed in connection with the Share Exchange Offer, including,
among other things, the following:
* each Party has undertaken to use its best efforts to do, or cause
  to be done, and to assist and cooperate with the other Party in
  doing, all things necessary or advisable to consummate in the most
  expeditious manner practicable, the Share Exchange Offer and the
  combination;
* Metso has agreed to make all submissions, notifications and filings
  it deems necessary to obtain all consents, approvals or actions by
  any competition authorities under any applicable competition laws
  in any jurisdiction;
* Tamfelt has agreed to provide to Metso and its advisors access upon
  prior notice and at reasonable times to such information concerning
  the business, properties, contracts, assets, liabilities, personnel
  and other aspects of Tamfelt and its subsidiaries as Metso may
  reasonably request;
* Tamfelt has undertaken to continue its business operations in the
  ordinary course of business and consistent with past practice, and
  to refrain from making or carrying out any material changes;
* each Party has undertaken not to take any actions to distribute or
  declare dividends prior to the closing date; and
* each Party has undertaken to notify the other Party of certain
  events and to consult with each other before issuing any public
  announcements.

Termination
In accordance with the terms and conditions, the Combination
Agreement can be terminated as follows:

(a) by a mutual written agreement of the Parties;
(b) by either Party, if the closing date shall not have occurred on
or before March 31,2010; provided, however, that this right to
terminate shall not be available to the Party whose failure to
fulfill any obligation under the Combination Agreement shall have
resulted in the failure of the Closing Date to occur on or before
such date;
(c) by either Party, if any order preventing the consummation of the
completion or a material part of it shall have been issued by any
court or other authority of competent jurisdiction and shall have
become final and non-appealable;
(d) by Tamfelt, if the Board of Directors of Tamfelt has, in
accordance with the terms of the Combination Agreement, withdrawn,
modified or amended its recommendation;
(e) by Metso, if the Board of Directors of Tamfelt has (i) withdrawn,
modified or amended, or proposed to withdraw, modify or amend its
recommendation, (ii) approved or recommended, or proposed to approve
or recommend, any Competing Offer, (iii) announced a neutral position
with respect to any Competing Offer, and failed to reject or
recommend such Competing Offer within three (3) days of the
announcement of such neutral position, or (iv) taken any other action
contradictory to its earlier recommendation and has not rectified
such contradictory action within three (3) days from Metso's written
notice thereof;
(f) by Metso, upon (i) an occurrence of an event that has resulted in
or constituted, or would reasonably be expected to result in, or
constitute, a material adverse effect on the business, assets,
financial condition, results of operations or future prospects of
Tamfelt and its subsidiaries; or (ii) Metso, after the execution of
the Combination Agreement receiving new information undisclosed to it
prior to the execution of the Combination Agreement  which has a
material adverse effects on the business, assets, financial
condition, results of operations or future prospects of Tamfelt and
its subsidiaries; and
(g) by Tamfelt, upon a material breach of any warranty given by Metso
in the Combination Agreement; or by Metso, upon a material breach of
any warranty given by Tamfelt in the Combination Agreement; or by
either Tamfelt or Metso, upon a material breach of certain covenants
included in the Combination Agreement, by the other Party.

If the Combination Agreement is terminated by either Party in
accordance with (d) or (e) above, Tamfelt shall reimburse Metso for
all of its out-of-pocket expenses in connection with the transactions
contemplated by the Combination Agreement.

Governing Law

The Combination Agreement is governed by Finnish law.

Certain consequences of the Share Exchange

Extraordinary General Meeting of Shareholders of Tamfelt
Pursuant to the terms under the Combination Agreement and of the
Share Exchange Offer, a general meeting of shareholders of Tamfelt
shall be convened resolve to (i) remove  Article 12 of Tamfelt's
Articles of Association (Obligation to Redeem Shares) and (ii) elect
Jorma Eloranta, Mikael von Frenckell, Pasi Laine, Bertel Langenskiöld
and Jouko Oksanen as members of the Board of Directors of Tamfelt,
with the effectiveness of such resolutions being subject only to the
public announcement of Metso promptly after the last date of the
offer period (including any extended or discontinued extended offer
period) to the effect that the offer conditions of the Share Exchange
Offer have been satisfied (or waived) by Metso.

Meeting of the Board of Directors of Metso
The Board of Directors of Metso has been authorized by the General
Meeting of shareholders held on March 31, 2009 to decide on a share
issue of a maximum of 15,000,000 new Metso shares and a maximum of
10,000,000 treasury shares of Metso, in deviation of Metso's
shareholders' pre-emptive right to subscribe for shares. On November
5, 2009, the Board of Directors of Metso decided on a share issue
directed at Tamfelt's shareholders, as required for implementing the
Share Exchange Offer. The directed share issue is conditional upon
Metso deciding to complete the Share Exchange Offer.

The new Metso shares to be issued
The subscription for the new Metso shares to be issued will take
place as a payment-in-kind so that each 10 Tamfelt Shares will
entitle its holder to subscribe 3 new Metso shares. If the Share
Exchange is accepted in full, the new Metso shares will represent
approximately 6 percent of Metso's share capital and voting rights
after the share issue. The Share Exchange will be carried out on the
terms and conditions presented in the Share Exchange Offer Document.

An application will be made to the Helsinki Stock Exchange to list
the new shares issued in order to carry out the Share Exchange in the
same class as Metso's existing shares. The issuance of Metso's new
shares will be carried out in connection with the admission of the
shares to public trading.

The new Metso shares to be issued as in the Share Exchange Offer will
confer the right to a dividend and other shareholder rights when
Metso's new shares have been entered in the Finnish Trade Register.

Shareholding of Metso's and Tamfelt's shareholders in the combined
company
If the Share Exchange Offer is accepted in full, Metso's current
shareholders will own a total of approximately 94 percent and former
Tamfelt's shareholders a total of approximately 6 percent of Metso's
shares.

Certain risk factors related to the combination
Tamfelt shareholders should familiarize themselves carefully with the
matters presented in section "Risk Factors Related to the Share
Exchange Offer and Metso" of the share exchange offer document as
well as with the other information given in the share exchange offer
document.

ADVISORS

SEB Enskilda acts as the financial advisor and White & Case LLP as
the legal advisor of Metso in connection with the Share Exchange
Offer. Access Partners acts as the financial advisor and Merilampi
Attorneys Ltd as the legal advisor of Tamfelt in connection with the
Share Exchange Offer.

This release may not be released or otherwise distributed, in whole
or in part, in or into Australia, Canada, Japan, New Zealand, South
Africa or the United States. This release is not a tender offer
document and as such does not constitute an offer or invitation to
make a sales offer. Investors shall accept the Share Exchange Offer
for the shares and the offer for the Stock Options only on the basis
of the information provided in a share exchange offer document.
Offers will not be made directly or indirectly in any jurisdiction
where either an offer or participation therein is prohibited by
applicable law or where any share exchange offer document or
registration or other requirements would apply in addition to those
undertaken in Finland.

The share exchange offer document and related acceptance forms will
not and may not be distributed, forwarded or transmitted into or from
any jurisdiction where prohibited by applicable law. In particular,
the Share Exchange Offer or the offer for the Stock Options 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) of interstate or foreign commerce of, or any facilities of
a national securities exchange of, Australia, Canada, Japan, New
Zealand, South Africa or the United States. The Share Exchange Offer
or offer for the Stock Options cannot be accepted by any such use,
means or instrumentality or from within Australia, Canada, Japan, New
Zealand, South Africa or the United States.


Metso is a global supplier of sustainable technology and services for
mining, construction, power generation, automation, recycling and the
pulp and paper industries. We have about 26,500 employees in more
than 50 countries. www.metso.com

Further information, please contact:
Bertel Langenskiöld, President, Paper and Fiber Technology, Metso,
tel. +358 20 484 3200
Reima Kerttula, President and CEO, Tamfelt Corp., tel. +358 10 404
9200
Johanna Henttonen, Vice President, Investor Relations, Metso
Corporation, tel. +358 20 484 3253

Press conference (in Finnish) 1:00 p.m. at Metso's Corporate Office,
Fabianinkatu 9 A, Helsinki.

The press conference will be attended by Metso's President and CEO
Jorma Eloranta, Bertel Langenskiöld, President, Paper and Fiber
Technology segment, and Tamfelt Corp.'s Chairman of the Board, Mikael
von Frenckell and President and CEO Reima Kerttula.

Conference call for analysts

Metso's conference call for analysts and investors will be held
today. Olli Vaartimo Executive Vice President and CFO and Johanna
Henttonen, VP, Investor Relations, will give a short presentation and
answer questions.

The conference call will be held in English today from
- 9:00 -10:00 a.m. US EDT (New York)
- 1:00 - 02:00 p.m. GMT (London)
- 2:00 - 03:00 p.m. CET (Paris)
- 3:00 - 04:00 p.m. EET (Helsinki)

To participate in the conference call, please dial a few minutes
prior to the start of the teleconference in
            - US: +1 334 323 6201
            - Other countries: +44 20 7162 0025 or +44 20 7162 0077
            - Access code: 850361

A replay of the conference call will be available for 7 days from
November 05, 2009 until midnight on November 12, 2009
            - US: +1-954-334-0342
            - Other countries: +44 (0)20 7031 4064
            - Access code: 850361

Presentation material for the press conference and the phone
conference is available in Finnish and in English on Metso's web
site: www.metso.com

It should be noted that certain statements herein which are not
historical facts, including, without limitation, those regarding
expectations for general economic development and the market
situation, expectations for customer industry profitability and
investment willingness, expectations for company growth, development
and profitability and the realization of synergy benefits and cost
savings, and statements preceded by "expects", "estimates","forecasts" or similar expressions, are forward-looking statements.
These statements are based on current decisions and plans and
currently known factors. They involve risks and uncertainties which
may cause the actual results to materially differ from the results
currently expected by the company.

Such factors include, but are not limited to:
(1) general economic conditions, including fluctuations in exchange
rates and interest levels which influence the operating environment
and profitability of customers and thereby the orders received by the
company and their margins
(2) the competitive situation, especially significant technological
solutions developed by competitors
(3) the company's own operating conditions, such as the success of
production, product development and project management and their
continuous development and improvement
(4) the success of pending and future acquisitions and restructuring.

Metso Corporation

Olli Vaartimo
Executive Vice President and CFO

Kati Renvall
Vice President, Group Communications

Distribution:
NASDAQ OMX Helsinki Ltd
Media
www.metso.com