Stockmann - Company Announcement

DIRECTED ISSUE OF EUR 96.0 MILLION FROM STOCKMANN TO HHT HOLDING OY AB, A COMPANY OWNED BY THE HARTWALL FAMILY, AND RIGHTS OFFERING OF A MAXIMUM OF EUR 44.9 MILLION TO ALL SHAREHOLDERS

STOCKMANN plc
Company Announcement
14.8.2009 at 13.55

NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO AUSTRALIA, CANADA, JAPAN, HONG KONG OR THE UNITED STATES.


DIRECTED ISSUE OF EUR 96.0 MILLION FROM STOCKMANN TO HHT HOLDING OY AB, A
COMPANY OWNED BY THE HARTWALL FAMILY, AND RIGHTS OFFERING OF A MAXIMUM OF
EUR 44.9 MILLION TO ALL SHAREHOLDERS

Stockmann Oyj Abp ("Stockmann" or the "Company") has today signed an
agreement with HTT Holding Oy Ab, a company owned by the Hartwall family
("HTT Holding") on a transaction ("Transaction"), whereby the capital
structure of the Company will be reinforced and HTT Holding will become a
major strategic and long-term shareholder of the Company. Through this
directed issue and rights offering, the Company will acquire a total of
approximately EUR 140.9 million for the amortisation of the debt taken out
for the acquisition of AB Lindex. It was stated by the Stockmann Board of
Directors at the time of the Lindex acquisition that it was their
intention to improve the equity ratio after the Lindex transaction. The
Transaction will allow the Company to improve its equity ratio and allow
the Company to reach its strategic objective of an equity ratio of at
least 40%. The Transaction and the related directed issue and rights
offering are in line with this strategy. To ensure the consummation of the
Transaction, HTT Holding and certain shareholders of the Company have
confirmed to subscribe for their pro rata share in the rights issue. In
addition, HTT Holding has given an undertaking, as described below,
relating to the rights issue.

Directed Issue

Based on the authorisation granted by the annual general meeting of
shareholders on 18 March 2008, the Company's Board of Directors offered
today a directed issue to HTT Holding, whereby a total of 2,433,537 new
Series A shares and a total of 3,215,293 new Series B shares were issued
("Directed Issue"). The new shares represent approximately 8.39 per cent
of all shares issued and outstanding in the Company and the votes attached
to such shares after the Directed Issue. The subscription price of the new
share is EUR 17.00 per each new Series A and Series B share. The
subscription price is approximately 31.2 per cent higher than the volume-
weighted average price of the company's Series B share for the past twelve
months. In addition, the aforementioned Transaction negotiated with HTT
Holding, comprising the directed issue and the rights issue, has been
taken into account in the determination of the subscription price. HTT
Holding has subscribed for and paid the shares offered in the Directed
Issue in full. The Company acquired a total of approximately EUR 96.0
million in the Directed Issue. Stockmann intends to use the net proceeds
from the Directed Issue in full for the amortisation of the debt taken out
for the acquisition of AB Lindex.

The shares issued in the Directed Issue will be registered with the
Finnish Trade Register so that HTT Holding receives subscription right in
the rights offering described below for the shares it has subscribed today
in the Directed Issue. The Company will apply for the listing of the
shares on the stock exchange list maintained by NASDAQ OMX Helsinki Ltd
("Helsinki Stock Exchange"), and the shares will be subject to public
trading on the exchange list on or about 19 August 2009. The Company has
been exempted by the FIN-FSA from the duty to publish a prospectus when
listing the shares.

The shares issued in the Directed Issue were paid upon subscription, and
the shares will rank equally in all respects with the existing ordinary
shares of par value of EUR 2.00 each. Series A shares and Series B shares
carry equal economic benefit but Series A shares carry 10 votes per share
whilst Series B shares carry one vote per share.

Rights Offering

Based on the authorisation granted by the annual general meeting of
shareholders on 18 March 2008, the Company's Board of Directors of also
decided to carry out a rights offering of approximately EUR 44.9 million
("Rights Issue").

The Board of Directors of Stockmann decided to issue a maximum of
1,611,977 new Series A shares and a maximum of 2,129,810 new Series B
shares, i.e., a total of a maximum of 3,741,787 new shares (the "Offer
Shares"), whereby the shareholders of Stockmann have the pre-emptive right
to subscribe for the new shares in proportion to their current
shareholdings in the Company. The Offer Shares represent approximately
5.26 per cent of all shares outstanding and votes attached to such shares
after the execution of the Directed Issue and the contemplated Rights
Offering.

The subscription price of the Offer Shares in the Rights Offering is EUR
12.00 per share. The subscription period will commence on 31 August at
8:00 and expire on 18 September 2009 at 20:00.

Subscription right rests with a shareholder who is registered in the
Company's shareholders' register maintained by Euroclear Finland on the
Record Date of the Rights Offering on 19 August 2009 ("Record Date") or a
shareholder whose shares are nominee registered on the Record Date in the
shareholders' register. HTT Holding receives subscription right for the
shares it has subscribed for in the Directed Issue.

A shareholder who has subscription right shall automatically receive for
every Series A share held on the Record Date one (1) freely transferable
Right in the form of a book-entry entitling to subscribe for the Series A
Offer Shares and for every Series B share held on the Record Date one (1)
freely transferable Right in the form of a book-entry entitling to
subscribe for the Series B Offer Shares or (jointly the "Right"). Every
eighteen (18) Rights entitling to the subscription of Series A shares will
entitle their holder to subscribe for one (1) new Series A share and,
correspondingly, every eighteen (18) Rights entitling to the subscription
of Series B share will entitle their holder to subscribe for one (1) new
Series B share. No fractions of the Offer Shares will be allotted.

In relation to the Rights Offering, the Company has submitted an offering
circular for the approval of FIN-FSA, and the offering circular will
published on or about 26 August 2009. Public trading of the Rights related
to Series A shares and Series B shares on the Helsinki Stock Exchange
commences on or about 31 August 2009 and expires on or about 11 September
2009.

Stockmann will publish the final results of the Offering in a stock
exchange release on or about 24 September 2009.

Detailed terms and conditions of the Rights Offering are attached to this
stock exchange release.

Assuming that all of the Offer Shares are subscribed for in the Rights
Offering, the proceeds received by Stockmann from the Rights Offering will
be approximately EUR 44.9 million. Stockmann intends to use the net
proceeds from the Rights Offering in full for the amortisation of the debt
taken out for the acquisition of AB Lindex.

HTT Holding and certain other shareholders in the Company, who hold an
aggregate of 45.1 per cent of the Company's share capital and 56.8 per
cent of the votes attached to such shares after the Directed Issue, have
confirmed that they will subscribe for their pro rata share of the Offer
Shares in the Offering.  HTT Holding has undertaken to subscribe for any
Offer Shares that remain unsubscribed for in the Rights Offering.E. Öhman J:or Securities Finland Ltd. will be acting as the financial
adviser of the Company with respect to the Transaction. The manager of the
directed issue is E. Öhman J:or Securities Finland Ltd., and the lead
manager and bookrunner of the Rights Offering is Nordea Bank Finland Oyj.
Legal adviser in the Transaction is Castrén & Snellman Attorneys Ltd.

For further enquiries, please contact:

Stockmann plc:

Hannu Penttilä - Chief Executive Officer +358 9 121 5801
Pekka Vähähyyppä - Chief Financial Officer +358 9 121 3351


STOCKMANN plc

Hannu Penttilä
CEO


DISTRIBUTION
Nasdaq OMX
Principal media


Important notice


This announcement is an advertisement and not a prospectus for the
purposes of applicable measures implementing Directive 2003/71/EC (such
Directive, together with any applicable implementing measures in the
relevant home Member State under such Directive (the "Prospectus
Directive"). A prospectus relating to the rights offering referred to in
this announcement prepared pursuant to the Prospectus Directive will be
published, which, when published, will be available at subscription
locations in Finland.

The distribution of this announcement in certain jurisdictions may be
restricted.  This announcement does not constitute an offer of, or an
invitation to purchase, any securities of Stockmann in any jurisdiction.

Copies of this announcement are not for distribution, directly or
indirectly, in or into Australia, Canada, Japan, Hong Kong or the United
States. This announcement does not constitute or form part of an offer or
solicitation to purchase or subscribe for securities in the United States,
nor may such 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. Stockmann does not intend to register any portion of the
offering in the United States or to conduct a public offering of any
securities in the United States.

This communication does not constitute an offer of securities to the
public in the United Kingdom. No prospectus has been or will be approved
in the United Kingdom in respect of the securities. Consequently, this
communication is directed only at (i) persons who are outside the United
Kingdom, (ii) persons who have professional experience in matters relating
to investments falling within Article 19(1) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the "FP Order") and
(iii) high net worth entities falling within Article 49(2) of the FP
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.

Stockmann has not authorized any offer to the public of shares or
subscription rights in any Member State of the EEA other than Finland and
Sweden. Any offer of securities to the public that may be deemed to be
made pursuant to this communication in any EEA Member State (other than
Finland and Sweden) that has implemented the Prospectus Directive is only
addressed to qualified investors in that Member State within the meaning
of the Prospectus Directive.

This announcement contains "forward-looking statements", which are
statements related to future events. In this context, forward-looking
statements often address Stockmann's expected future business and
financial performance, and often contain words such as "expect,"anticipate, "intend, "plan,""believe", "seek, or "will". Forward-looking
statements are based on current expectations and projections about future
events. Actual results could differ materially from those discussed in, or
implied by, these forward-looking statements.  Stockmann does not
undertake to update its forward-looking statements.

Nordea Bank Finland Plc and E. Öhman J:or Group Finland (Pankkiiriliike E.
Öhman J:or Suomi Oy) are acting exclusively for Stockmann and no one else
in connection with the rights offering and will not regard any other
person (whether or not a recipient of this announcement) as their
respective clients in relation to the rights offering and will not be
responsible to anyone other than Stockmann for providing the protections
afforded to their respective clients or for providing advice in relation
to the rights offering or any matters referred to in this announcement.

Neither Nordea Bank Finland Plc nor E. Öhman J:or Group Finland
(Pankkiiriliike E. Öhman J:or Suomi Oy)accepts any responsibility
whatsoever for the contents of this announcement, 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 Stockmann or the ordinary shares or the 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. Nordea
Bank Finland Plc and E. Öhman J:or Group Finland (Pankkiiriliike E. Öhman
J:or Suomi Oy) accordingly disclaim to the fullest extent permitted by
applicable law any and all liability whether arising in tort, contract or
otherwise (save as referred to above) which they might otherwise have in
respect of this announcement or any such statement.

APPENDIX  TERMS AND CONDITIONS OF THE RIGHTS OFFERING

On 18 March 2008, the annual general meeting of Stockmann authorised the
Company's Board of Directors to decide on the issuance of shares and/or
special rights entitling holders to shares in one ore more instalments.
The Board of Directors was authorised to decide on the number of Series A
and Series B shares to be issued. However, the aggregate number of shares
issued on the basis of the authorisation may not exceed 15,000,000 shares.
Based on the authorisation, the issuance of shares may be carried out in
accordance with the shareholders' pre-emptive rights or as a directed
share issue. The Board of Directors was authorised to decide on other
terms and conditions of the issue of shares. The authorisation is
effective for a maximum of three (3) years. The purpose of the issuance of
shares and/or the issuance of special rights entitling holders to shares
is to reinforce the Company's capital structure by amortising the debt
obtained for the acquisition of Lindex.

Based on the authorisation, the Company has carried out directed share
issues on 23-24 June 2008 (the new shares were registered with the Trade
Register on 27 June 2008) and 14 August 2009 (the new shares will be
registered with the Trade Register on or about 18 August 2009). A total of
11,258,190 shares in the Company were issued in these directed issues.

On 14 August 2009, the Board of Directors of the Company resolved, based
on the authorisation granted by the annual general meeting of the Company
and as part of the Company's arrangements on reinforcing the Company's
capital structure, to issue a maximum of 1,611,977 new Series A offer
shares and a maximum of 2,129,810 new Series B offer shares (the "Offer
Shares") in an issue of shares against payment based on the pre-emptive
subscription right of the shareholders (the "Offering") as set forth in
these terms and conditions of the Offering.

As a result of the Offering, the total number of shares in the Company may
increase from 67,352,166 shares to a maximum of 71,093,953 shares.
Provided that all Offer Shares are subscribed for, the new Series A shares
to be issued in the Offering represent approximately 5.6 per cent of the
total number of Series A shares outstanding prior to the Offering and the
votes attached to such shares and approximately 5.3 per cent of the total
number of Series A shares outstanding after the Offering and the attached
votes. Correspondingly, the new Series B shares to be issued in the
offering represent approximately 5.6 per cent of the total number of
Series B shares outstanding prior to the Offering and the votes attached
to such shares and approximately 5.3 per cent of the total number of
Series B shares outstanding after the Offering and the attached votes. The
Offer Shares represent approximately 5.6 per cent of the total number of
all shares in the Company outstanding prior to the Offering and
approximately 5.6 per cent of all the votes attached to all the shares in
the Company prior to the Offering, and approximately 5.3 per cent of the
total number of all shares in the Company outstanding after the Offering
and approximately 5.3 per cent of all the votes attached to all the shares
in the Company after the Offering.

Subscription Right

New Series A and Series B shares will be offered for subscription to the
holders of the Company's Series A and Series B shares in proportion to
their shareholdings in the Company on the record date of the Offering,
whereby the shareholders of Stockmann are entitled to subscribe for one
(1) new share in the same series for every eighteen (18) shares owned in
the Company. The record date of the Offering is 19 August 2009 (the"Record Date").

Subscription right rests with a shareholder who is registered in the
Company's shareholders' register maintained by Euroclear Finland on the
Record Date or a shareholder whose shares are nominee registered on the
Record Date in the shareholders' register.

A shareholder who has subscription right shall automatically receive for
every Series A share held on the Record Date one (1) freely transferable
right in the form of a book-entry entitling to subscribe for the Series A
Offer Shares and for every Series B share held on the Record Date one (1)
freely transferable right in the form of a book-entry entitling to
subscribe for the Series B Offer Shares or (jointly the "Right").

Rights pertaining to a shareholder cannot be obtained and a Right may not
be exercised before the shareholder's right has been entered into the book-
entry securities system. Holders of shares in the joint book-entry account
may apply for the registration of their right in the book-entry system and
obtain Rights also after the Record Date before the end of the
Subscription Period. If the right of the shareholder has not been entered
into the book-entry securities system at the end of the Subscription
Period, the Rights will expire worthless.

The right to subscribe for the Offer Shares in the Offering rests with a
holder of Rights, i.e., a shareholder or person or an entity to whom the
Rights have been transferred. The Rights are freely transferable and
subject to public trading on the NASDAQ OMX Helsinki Oy (Helsinki Stock
Exchange) from 31 August to 11 September 2009, as estimated.

If a share in the Company entitling to the Right is pledged or is subject
to another restriction, the Right may not necessarily be used without the
consent of the holder of the pledge or of such other right.

Subscription Ratio

Every eighteen (18) Rights entitling to the subscription of Series A
shares will entitle their holder to subscribe for one (1) new Series A
share and, correspondingly, every eighteen (18) Rights entitling to the
subscription of Series B shares will entitle their holder to subscribe for
one (1) new Series B share (the "Subscription Ratio"). No fractions of the
Offer Shares will be allotted.

Subscription Price

The Subscription Price of the Offer Shares is EUR 12.00 per Series A Offer
Share and EUR 12.00 per Series B Offer Share.

From the Subscription Price per share, two euros (EUR 2.00) shall be
entered into the Company's share capital and the remainder shall be
entered into the invested unrestricted equity reserve of the Company.

Subscription Period

The subscription period will commence on 31 August at 8:00 and expire on
18 September 2009 at 20:00 (the "Subscription Period"). The subscription
places will accept subscription assignments during their business hours.

Account operators and custodians may request submission of a subscription
assignment from their customers already at a certain date before the
public trading with the Rights or the Subscription Period ends.
Stockmann's Loyal Customer Services in Finland accept subscription
assignments until the closing time of the department stores on 11
September 2009.

Places of Subscription

Subscription Places include:
1.   Branch offices of Nordea Bank Finland Plc and Nordea Private Banking
units in Finland
2.   Nordea Customer Service by phone with access code identification
Monday-Friday at 8:00-20:00, tel. +358 200 3000 (service in Finnish) and
tel. +358 200 5000 (service in Swedish) (local network charge / mobile
call charge). A subscription assignment submitted through Nordea's
Customer Service requires that the subscriber has a valid bank access code
agreement with Nordea. Companies may not submit subscription assignments
over the phone.
3.   Stockmann's Loyal Customer Services at department stores located in
Finland during their business hours. Subscriptions at Stockmann's Loyal
Customer Services must be made no later than 11 September 2009.
Stockmann's Loyal Customer Services do not provide OTC trading of odd-lot
subscription rights.

In addition, subscription assignments may be submitted to the account
operators and custodians who have entered into an agreement with Nordea
Bank Finland Plc on reception of subscriptions.

Exercise of Rights

A shareholder may participate in the Offering by subscribing for the
Series A Offer Shares A or Series B Offer Shares by using the Rights on
the shareholder's book-entry account and by paying the Subscription Price.
In order to participate in the Offering, a shareholder must give a
subscription assignment in accordance with the instructions provided by
the shareholder's own custodian or book-entry account operator. If the
shareholder's own account operator does not provide instructions in
relation to the subscription, the shareholder should contact Nordea Bank
Finland Plc. The book-entry account customers of Euroclear Finland Oy must
submit their subscription assignment at a branch office of Nordea Bank
Finland Plc.

Other investors participating in the Offering, such as holders of Rights
purchased from the Helsinki Stock Exchange, must submit their subscription
assignments in accordance with the instructions given by their own
custodian or book-entry account operator.

Shareholders and investors participating in the Offering, whose shares or
Rights are held through a nominee (or other custodian), must submit their
subscription assignments in accordance with the instructions given by
their nominees.

The subscription assignment must be submitted per each separate book-entry
account.

Any exercise of the Rights is irrevocable and may not be modified or
cancelled other than as set forth below in section "-Cancellation of
Subscription under Certain Circumstances".

Any unexercised Rights will expire at the end of the Subscription Period
at 20:00 on 18 September 2009, at the latest.

OTC Trading of Odd-Lot Subscription Rights

The shareholders may also, at the time of submitting the subscription
assignment, sell or buy, free of charge, Rights exceeding or falling short
of the Subscription Ratio, i.e. a maximum of seventeen (17) Rights. If the
shareholder's account operator or custodian does not provide the
opportunity to OTC trading of odd-lot subscription rights, the shareholder
can trade with off-lots and submit the subscription at Nordea Bank Finland
Plc. The OTC trading of odd-lot subscription rights will end at the
expiration of the Subscription Period, at the latest. The OTC trading of
odd-lot subscription rights may end before the expiration of the
Subscription Period.

Participation of Certain Shareholders in the Offering and Underwriting

HTT Holding Oyj Abp ("HTT Holding") receives subscription right for the
shares it has subscribed for in the Directed Issue on 14 August 2009. HTT
Holding and certain other shareholders in the Company, who hold an
aggregate of 45.1 per cent of the Company's share capital and 56.8 per
cent of the votes attached to such shares after the Directed Issue, have
undertaken to subscribe for their pro rata share of the Offer Shares in
the Offering ("Subscription Commitment"). HTT Holding has also undertaken
to subscribe for any Offer Shares that may not be subscribed for in the
Offering, excluding those Offer Shares that are subject to the
Subscription Commitment.

Offering Shares that Remain Unsubscribed for on the Basis of the Rights

Offer Shares that remain unsubscribed for on the basis of the Rights
("Unsubscribed Shares") may be directed to parties designated by the Board
of Directors of the Company for subscription no later than on 24 September
2009. The Company aims to carry out the offering of the Unsubscribed
Shares as follows:

1) Unsubscribed Shares will primarily be offered to Nordea Bank Finland
Plc acting as the lead manager and bookrunner (the "Lead Manager") for
subscription and to be sold further in public trading or otherwise to
market price, whereby the Lead Manager will account the net proceeds (the
selling price of the Unsubscribed Shares less the Subscription Price, the
trading fee, and the asset transfer tax and other expenses, if any) to
holders of unexercised Rights, if the sale will generate net proceeds. The
net proceeds, if any, will be paid on or about 2 October 2009. A holder of
Rights may refuse to accept the accounting of the net proceeds by
notifying its account operator thereof during the Subscription Period; and

2) secondarily to HTT Holding in accordance with the underwriting.

The subscription and sale of Unsubscribed Shares are conditional upon the
agreement between the Company and the Lead Manager, the terms and
conditions of HTT Holding's underwriting, and market conditions, including
the market price of Stockmann's share and the liquidity of the Company's
shares, and there is no guarantee on subscription or sale. As a
consequence, holders of unexercised Rights will not necessarily be
refunded for their unexercised Rights. The Company, HTT Holding and the
Lead Manager may take the aforementioned measures without the consent of a
holder of Rights. The Lead Manager does not have an obligation to sell
Unsubscribed Shares, and the Lead Manager may, subject to the consent by
the Company, also approve offers that remain below market price with
respect to Unsubscribed Shares.

The Board of Directors of the Company will finally approve the
subscriptions and sales of Unsubscribed Shares.

Right to Withdraw the Subscription as Required by the Securities Market
Act

Investors who have subscribed for and/or have submitted their subscription
assignments for the Series A Offer Shares or Series B Offer Shares are
entitled to cancel their subscriptions according to the Finnish Securities
Market Act in the event that the offering circular published in connection
with the Offering (the "Offering Circular") is supplemented due to an
error or omission in the Offering Circular which could be of material
importance to investors. The cancellation right may only be used if the
investor has subscribed for and/or in the subscription assignment
undertaken to subscribe for the Series A Offer Shares or Series B Offer
Shares prior to the publication of the supplement to the Offering Circular
and that the supplement is published between the time the Offering
Circular was approved by the FIN-FSA and the time when trading with the
interim shares representing the Series A Offer Shares or Series B Offer
Shares begins. The procedure regarding the cancellation of the
subscriptions will be announced together with any such supplement to the
Offering Circular through a stock exchange release.

Public Trading of the Rights

Holders of Rights for Series A shares and Series B shares may sell their
Rights at any time during the Subscription Period. Public trading of the
Rights entitling to subscribe for Series A shares and Series B shares on
the Helsinki Stock Exchange commences on or about 31 August 2009 and
expires on or about 11 September 2009. The price of the Rights on the
Helsinki Stock Exchange will be determined in accordance with the
prevailing market situation. The Rights for Series A shares and Series B
shares may be acquired or transferred by their holders by giving sell or
purchase assignments to the holder's own custodian or account operator or
through any securities broker.

The trading symbol of the Rights for Series A shares is STCASU0109 and the
ISIN code is FI4000003702, and the trading symbol of the Rights for Series
B shares is STCBSU0109 and the ISIN code is FI4000003728.

Payment for the Subscription

The Subscription Price of the Series A Offer Shares and Series B Offer
Shares subscribed for in the Offering shall be paid in full at the time of
submission of the subscription assignment in accordance with the
instructions given by the subscription place or the relevant custodian or
account operator. Subscription will be deemed effected only after the
arrival of the subscription form at the Subscription Place and the payment
of the Subscription Price in full.

Offer Shares subscribed for under the underwriting must be paid no later
than on 24 September 2009.

Approval of the Subscriptions and Publishing of the Results

The Board of Directors of the Company will approve all subscriptions
pursuant to or without the Rights for Series A shares and Series B shares
made in accordance with these terms and conditions of the Offering, the
Board resolutions and applicable laws and regulations. If the Board of
Directors of the Company gives Unsubscribed Shares to parties designated
by the Board for subscription, the Board of Directors may, at its
discretion, approve or disapprove such subscriptions. No confirmation
letter will be sent on approval or disapproval of subscriptions made.

The Company will publish the final results of the Offering in a stock
exchange release on or about 24 September 2009.

Registration of the Offer Shares to the Book-entry Accounts and Trading of
the Offer Shares

The Series A Offer Shares A and Series B Offer Shares subscribed for in
the Offering will be issued in book-entry form in the book-entry
securities system maintained by Euroclear Finland. The Series A Offer
Shares and Series B Offer Shares subscribed for pursuant to the exercise
of the Rights for Series A shares and Series B shares will be registered
in the subscriber's book-entry account as interim shares representing the
Offer Shares (Series A share: the ISIN code FI4000003686, the trading
symbol STCASN0109, and Series B share: the ISIN code FI4000003710, the
trading symbol STCBSN0109) after the subscription has been effected.
Trading with such interim shares will commence on the first trading day
following the expiration of the Subscription Period on 21 September 2009.
The interim shares are freely transferable.

The interim Series A shares will be combined with the Company's existing
Series A shares and the interim Series B shares into the Company's
existing Series B shares (Series A share: the ISIN code FI0009000236, the
trading symbol STCAS, and Series B share: the ISIN code FI0009000251, the
trading symbol STCBV) when the Series A Offer Shares and Series B Offer
Shares have been registered with the Trade Register. Such combination is
expected to occur on or about 28 September 2009. The Offer Shares are
freely transferable. The trading of the Offer Shares on the Helsinki Stock
Exchange is expected to commence on or about 29 September 2009.

Shareholder Rights

The Series A Offer Shares A and Series B Offer Shares will entitle to full
dividends declared by the Company, if any, and to other shareholder rights
in the Company after the Series A Offer Shares and Series B Offer Shares
have been registered with the Trade Register, on or about 28 September
2009.

Fees and Expenses

No transfer tax or service fee is payable on the subscription of the
Series A Offer Shares and Series B Offer Shares. Account operators and
securities brokers, who exercise assignments regarding the Rights, may
charge a brokerage fee for these assignments in accordance with their own
price lists. Account operators also charge a fee for the maintenance of
the book-entry account and the deposit of shares.

Applicable Law and Dispute Resolution

The Offering shall be governed by the laws of Finland. Any disputes
arising in connection with the Offering shall be settled by the court of
competent jurisdiction in Finland.

Other Issues

The Board of Directors of the Company will resolve any other issues and
practical matters relating to the issue of the Offer Shares and the
Offering.

Further Information

For further information in the Offering Circular relating to the rights
pertaining to the shares in the Company, see "Shares and Share Capital -
Shareholder Rights"; and further information relating to taxation, see"Taxation".