Pohjola Pankki Oyj - Tender offer

Final result of the extra offer period based on the tender offer made by OP-Pohjola for all Pohjola Bank plc shares

OP-Pohjola Group Central Cooperative
Stock exchange release
25 April 2014, 2:00 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.

Final result of the extra offer period based on the tender offer made by OP-
Pohjola for all Pohjola Bank plc shares

The extra offer period according to the voluntary tender offer by OP-Pohjola
Group Central Cooperative ("OP-Pohjola") for all shares issued by Pohjola Bank
plc ("Pohjola Bank") expired on 22 April 2014 at 4 pm (Finnish time).

According to the final results of the extra offer period, the shares tendered in
the extra offer period represent approximately 4.36% of all Pohjola shares and
approximately 2.36% of all the votes conferred by the shares. The shares
tendered in the extra offer period increases the Offeror's ownership to
approximately 98.41% of all Pohjola shares and approximately 99.14% of all the
votes.

The sale and purchase of the shares tendered during the extra offer period will
be executed on NASDAQ OMX Helsinki Ltd no later than the fifth (5th) Finnish
banking day following the expiry of the extra offer period, i.e. on or about 29
April 2014, if permitted by the rules applicable to securities trading on NASDAQ
OMX Helsinki Ltd. Settlement will be effected on or about the third (3rd)
Finnish banking day following the execution of the above trades, i.e. on or
about 5 May 2014 ("Settlement date"). The payment of the offer price for the
shares tendered during the extra offer period will be deposited on the
settlement date into the bank account linked to the book-entry account of the
shareholder or, in the case of nominee-registered shares, into the bank account
specified in the acceptance form. If the bank account of a tendering shareholder
is with a financial institution other than such holder's book-entry account, the
offer price for the shares will be paid, in accordance with the schedule of
money transactions between financial institutions, into the holder's bank
account so that it will be on the bank account of the shareholder approximately
within two (2) Finnish banking days following the settlement date, at the
latest.

Since OP-Pohjola has more than nine tenths (9/10) of all shares and votes in
Pohjola Bank, it has the right, under the Limited Liability Companies Act, to
redeem (right of squeeze-out) all of the Series A shares ("Shares" and each
Series A share separately "Share") held by Pohjola Bank's remaining shareholders
at the current market price. OP-Pohjola currently holds all of the Series K
shares issued by Pohjola Bank.

OP-Pohjola has filed an application with the Redemption Committee of the Central
Chamber of Commerce for instituting arbitration proceedings related to the
redemption of minority shares. In its application, OP-Pohjola has announced that
in arbitration it will demand that the redemption price of the Shares be 16.13
euros per Share ("Redemption Price"). The Redemption Price equals the
consideration paid by OP-Pohjola for all shares issued by Pohjola Bank based on
the tender offer made public by OP-Pohjola on 6 February 2014. OP-Pohjola
regards the consideration as the current market price in the squeeze-out
procedure on the basis of the Limited Liability Companies Act.

OP-Pohjola Group Central Cooperative

Carina Geber-Teir
Chief Communications Officer

For more information, please contact
OP-Pohjola Communications, media contacts, tel. +358 (0)50 523 9904

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's mission
is to promote the 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. The Group has a staff of 12,000. OP-Pohjola Group
posted earnings before tax of EUR 705 million in 2013 and had total assets of
EUR 101 billion 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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