Talvivaaran Kaivososakeyhtiö Oyj - Company Announcement

Supplement to Talvivaara Mining Company Plc's Offering Circular dated 25 November 2016

Stock Exchange Release
Talvivaara Mining Company Plc
21 December 2016

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.


   Supplement to Talvivaara Mining Company Plc's Offering Circular dated 25
                                 November 2016


 Talvivaara Mining Company Plc has supplemented its offering circular dated 25
 November 2016. The Finnish Financial Supervisory Authority has on 21 December
 2016 approved the supplement to the offering circular which is attached hereto
                                    in full.

The  offering circular  related to  the Share  Issue and  the supplement  to the
offering     circular    are    available    on    Talvivaara's    website    at
www.talvivaara.com/conversion_issue   and   at  Talvivaara's  registered  office
located at Ahventie 4 B 47, FI-02170 Espoo, Finland.


Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, Chief Executive Officer
Pekka Erkinheimo, Deputy CEO

DISCLAIMER

This  announcement is an advertisement and not a prospectus and creditors should
not  subscribe for  any shares  referred to  in this  announcement except on the
basis  of information  in the  applicable prospectus  published by Talvivaara in
connection with the Share Issue.

The  information  contained  herein  is  not  for  publication  or distribution,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  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
announcement refers, unless they do so on the basis of the information contained
in the applicable prospectus published or distributed by Talvivaara.

Talvivaara  has not  authorised 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
announcement or any of its contents.

APPENDIX

Supplement to the offering circular dated 25 November 2016:

This  supplement may not be sent to  any person in Australia, Canada, Hong Kong,
Japan, South Africa or, subject to certain exceptions, the United States, or any
other  jurisdiction in  which it  would not  be permissible. Except as expressly
noted  in  the  prospectus,  no  offering  has  been  made  in  or into any such
countries.

Talvivaara  Mining Company Plc  ("Talvivaara" or the  "Company") supplements the
offering  circular dated  25 November 2016 relating  to the  directed conversion
issue  (the "Share Issue") of up  to 4,000,000,000 new shares (the "New Shares")
with  the following information. This information  should be read in conjunction
with the offering circular dated 25 November 2016.

On 21 December 2016, Talvivaara published the following stock exchange release:

"The subscription period of Talvivaara Mining Company Plc's ("Talvivaara" or the
"Company")  directed  conversion  issue  (the  "Share  Issue")  commenced on 28
November  2016 at 10:00 a.m. (Finnish  time) and was  initially set to expire on
22 December  2016 at  4:00 p.m.  (Finnish  time).  Pursuant  to  the  terms  and
conditions  of the Share Issue,  the Board of Directors  of Talvivaara has today
decided  to extend the subscription  period of the Share  Issue to expire on 28
December 2016 at 4:00 p.m. (Finnish time).

As  result  of  the  extension,  the  new  shares  issued in the Share Issue are
expected  to be (i) registered  in the trade register  maintained by the Finnish
Patent  and Registration Office on or about 4 January 2017; (ii) issued as book-
entry  securities in the book-entry system maintained by Euroclear Finland on or
about  4 January 2017; and  (iii) listed  on the  official list  of the Helsinki
Stock Exchange on or about 5 January 2017.

The offering circular related to the Share Issue and the terms and conditions of
the    Share    Issue    are    available    on    Talvivaara's    website    at
www.talvivaara.com/conversion_issue   and   at  Talvivaara's  registered  office
located  at  Ahventie  4 B  47, FI  02170 Espoo,  Finland. Talvivaara expects to
supplement  the offering circular  reflecting such new  dates and the supplement
will  be  made  available  on  the  same  Talvivaara website and at Talvivaara's
registered office."

The above mentioned information supplements the section "Terms and Conditions of
the Share Issue" in the offering circular.

Creditors' Right to Cancel Their Subscriptions

According  to the Finnish Securities Markets  Act (746/2012), the Company has an
obligation  to  supplement  the  offering  circular  until the expiration of the
offering  period or  until the  listing of  the New  Shares due to such false or
omitted   information  contained  in  the  offering  circular  or  material  new
information  that has become known before  the expiration of the offering period
and  that may be of material significance  to the investors. The supplement will
be published in the same manner as the offering circular.

If the offering circular will be supplemented, the creditors who have subscribed
for  New Shares  before the  publication of  the supplement,  have the  right to
cancel their subscription. The cancellation right has to be exercised during the
cancellation  period, which cannot  be less than  two banking days following the
publication  of the supplement to the  offering circular, which shall take place
on  21 December 2016. The  cancellation of  the creditor's  subscription will be
considered  to apply to the creditor's entire subscription. In addition, the use
of  the  cancellation  right  requires  that  an error, omission or material new
information  has become known prior to the New Shares have been delivered to the
subscribers.  Subscriptions shall be cancelled by informing the Company by email
to  investors@talvivaara.com, or with regard to  the holders of the bonds issued
by  the Company maturing in  2017 and of the convertible  bonds matured in 2015
through  the account operator, in the same  manner as the subscription order was
delivered,  in  all  cases  by  4:00 p.m.  (Finnish  time) on 23 December 2016,
however,  taking into account  the customary opening  hours of such subscription
place.


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Attachments:

Supplement to Talvivaara Offering Circular dated 25 Nov 2016.pdf