Talvivaaran Kaivososakeyhtiö Oyj : Supplement to Talvivaara Mining Company Plc's Prospectus Dated 12 March 2013

  Talvivaaran Kaivososakeyhtiö Oyj : Supplement to Talvivaara Mining Company
                     Plc's Prospectus Dated 12 March 2013

Stock Exchange Release
Talvivaara Mining Company Plc
9 April 2013

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.

THIS ANNOUNCEMENT  IS AN  ADVERTISEMENT  AND NOT  A PROSPECTUS  AND  INVESTORS 
SHOULD NOT SUBSCRIBE FOR OR PURCHASE  ANY SHARES OR SECURITIES REFERRED TO  IN 
THIS ANNOUNCEMENT  EXCEPT  ON  THE  BASIS OF  INFORMATION  IN  THE  APPLICABLE 
PROSPECTUS (AND  ANY  SUPPLEMENTARY  PROSPECTUS) PUBLISHED  BY  TALVIVAARA  IN 
CONNECTION WITH THE OFFERING. COPIES OF THE PROSPECTUS (AND ANY  SUPPLEMENTARY 
PROSPECTUS) ARE, OR WILL BE, AVAILABLE FROM TALVIVAARA'S REGISTERED OFFICE.

 Supplement to Talvivaara Mining Company Plc's Prospectus Dated 12 March 2013

Talvivaara Mining Company Plc has  supplemented its prospectus dated 12  March 
2013. The Finnish Financial Supervisory Authority has on 9 April 2013 approved
the supplement to the prospectus which is attached hereto in full.

Final dates  for  the  settlement  of the  offering,  if  changed  from  those 
preliminarily indicated in the prospectus, will  be confirmed on or before  12 
April 2013.

Enquiries

Talvivaara Mining Company Plc Tel +358 20 7129 800

Pekka Perä, Chief Executive Officer

Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc

Talvivaara Mining  Company  is  an  internationally  significant  base  metals 
producer with its primary focus on nickel and zinc using a technology known as
bioheapleaching to extract metals out of ore. Bioheapleaching makes extraction
of metals  from low  grade ore  economically viable.  The Talvivaara  deposits 
comprise one of the largest known sulphide nickel resources in Europe. The ore
body is  estimated  to support  anticipated  production for  several  decades. 
Talvivaara has secured a  10-year off-take agreement for  100 per cent of  its 
main output  of  nickel  and cobalt  to  Norilsk  Nickel and  entered  into  a 
long-term zinc streaming agreement  with Nyrstar NV.  Talvivaara is listed  on 
the London  Stock  Exchange  Main  Market and  NASDAQ  OMX  Helsinki.  Further 
information can be found at www.talvivaara.com.

DISCLAIMER

This announcement  is an  advertisement  and not  a prospectus  and  investors 
should not subscribe for or purchase  any shares or securities referred to  in 
this announcement  except  on  the  basis of  information  in  the  applicable 
prospectus (and  any  supplementary  prospectus) published  by  Talvivaara  in 
connection with the Offering. Copies of the prospectus (and any  supplementary 
prospectus) are, or  will be, available  from Talvivaara's registered  office. 
Nothing in this announcement should be  interpreted as a term or condition  of 
the Offering.

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. None  of 
Talvivaara J.P. Morgan Securities plc, Nordea Bank Finland Plc, Merrill  Lynch 
International, BNP  PARIBAS and  Danske Bank  A/S Helsinki  Branch assume  any 
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 
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 and the  United 
Kingdom. With respect to each Member State of the European Economic Area other
than Finland and the United Kingdom  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 includes forward-looking  statements within the meaning  of 
the securities laws of certain applicable jurisdictions. These forward-looking
statements include,  but  are  not  limited  to,  all  statements  other  than 
statements of  historical facts  contained in  this communication,  including, 
without limitation, those regarding Talvivaara's strategy, plans,  objectives, 
goals and targets. By their  nature, forward looking statements involve  known 
and unknown  risks, uncertainties  and other  factors because  they relate  to 
events and depend on circumstances  that may or may  not occur in the  future. 
Talvivaara cautions you that forward-looking statements are not guarantees  of 
future performance and are based on  numerous assumptions and that its  actual 
results of operations,  including its financial  condition and liquidity,  may 
differ materially from (and  be significantly more  negative than) those  made 
in,  or  suggested  by,  the  forward-looking  statements  contained  in  this 
communication. In  particular,  this  communication  includes  forward-looking 
statements relating to  Talvivaara's plans to  address the recent  operational 
challenges faced  by Talvivaara.  Such  estimates are  based  on a  number  of 
assumptions that are, in  turn, based on  currently available information  and 
judgments based on such information. However, these assumptions are inherently
uncertain and  subject  to  a  wide variety  of  significant  operational  and 
regulatory risks  and uncertainties  that could  cause the  actual outcome  of 
Talvivaara's actions to materially differ from those anticipated.

No statement in this announcement is intended as a profit forecast or a profit
estimate and no statement in this  announcement should be interpreted to  mean 
that earnings  per share  for  the current  or  future financial  years  would 
necessarily match  or  exceed the  historical  published earnings  per  share. 
Prices and values of, and income from, shares may go down as well as up and an
investor may not get back  the amount invested. It  should be noted that  past 
performance is no guide to  future performance. Persons needing advice  should 
consult an independent financial adviser.

J.P. Morgan Securities plc,  which is authorised and  regulated in the  United 
Kingdom by the  Financial Services Authority,  is acting as  sole sponsor  for 
Talvivaara and no one else in connection with the Offering and will not regard
any other person (whether or not a recipient of this announcement) as a client
in relation to the Offering and will  not be responsible to anyone other  than 
Talvivaara for providing the protections afforded to its clients or for giving
advice in connection with the Offering, the contents of this announcement  and 
the accompanying documents  or any  other transaction,  arrangement or  matter 
referred to herein or therein.

Each of Nordea Bank Finland Plc, Merrill Lynch International, BNP PARIBAS  and 
Danske Bank A/S Helsinki Branch is  acting exclusively for Talvivaara and  for 
no one else  in connection with  the Offering  and will not  regard any  other 
person (whether  or not  a recipient  of  this announcement)  as a  client  in 
relation to the  Offering and  will not be  responsible to  anyone other  than 
Talvivaara for providing the protections afforded to their respective  clients 
or for  providing  advice  in  connection  with  the  Offering  or  any  other 
transaction, arrangement or matter referred to herein.

This announcement should  not be considered  a recommendation by  any of  J.P. 
Morgan Securities plc, Nordea Bank  Finland Plc, Merrill Lynch  International, 
BNP PARIBAS or  Danske Bank  A/S Helsinki Branch  or any  of their  respective 
directors, officers, employees, advisers or any of their respective affiliates
in relation to any purchase of or subscription for securities.

No representation or warranty, express or implied, is given by or on behalf of
any of J.P.  Morgan Securities  plc, Nordea  Bank Finland  Plc, Merrill  Lynch 
International, BNP PARIBAS or Danske Bank A/S Helsinki Branch or any of  their 
respective directors, officers, employees, advisers or any of their respective
affiliates or any other  person as to the  accuracy, fairness, sufficiency  or 
completeness of the information  or the opinions or  the beliefs contained  in 
this announcement (or any part hereof).

None of the information contained in this announcement has been  independently 
verified or approved by any of J.P. Morgan Securities plc, Nordea Bank Finland
Plc, Merrill  Lynch International,  BNP PARIBAS  or Danske  Bank A/S  Helsinki 
Branch or any of their respective directors, officers, employees, advisers  or 
any of their respective affiliates. Save in the case of fraud, no liability is
accepted by  any of  J.P.  Morgan Securities  plc,  Nordea Bank  Finland  Plc, 
Merrill Lynch International, BNP PARIBAS or Danske Bank A/S Helsinki Branch or
any of their  respective directors,  officers, employees, advisers  or any  of 
their respective affiliates for any errors, omissions or inaccuracies in  such 
information or opinions or for any  loss, cost or damage suffered or  incurred 
howsoever arising, directly or indirectly,  from any use of this  announcement 
or its contents or otherwise in connection with this announcement.

No person  has  been  authorised  to  give any  information  or  to  make  any 
representations other than those contained in this announcement and, if  given 
or made, such information or representations  must not be relied on as  having 
been authorised by Talvivaara, any of J.P. Morgan Securities plc, Nordea  Bank 
Finland Plc,  Merrill Lynch  International,  BNP PARIBAS  or Danske  Bank  A/S 
Helsinki  Branch  or  any  other  person.  Subject  to  applicable  rules  and 
regulations, the issue of this  announcement shall not, in any  circumstances, 
create any  implication  that there  has  been no  change  in the  affairs  of 
Talvivaara and  its group  since the  date of  this announcement  or that  the 
information in it is correct as at any subsequent date.

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 prospectus dated 9 April 2013:

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 
prospectus dated 12 March  2013 relating to the  offering (the "Offering")  of 
1,633,857,840 new shares  (the "Offer Shares")  or CREST depositary  interests 
("CDIs") representing the  Offer Shares  (the "New CDIs")  with the  following 
information.  This  information  should  be  read  in  conjunction  with   the 
prospectus dated 12 March 2013.

On 8 April 2013, Talvivaara published the following stock exchange release:

"Talvivaara Mining Company Plc ("Talvivaara" or the "Company") announces  that 
a leakage has been detected at the  gypsum pond of its Sotkamo mine on  Sunday 
evening 7 April 2013. The leakage is  located at the pond section adjacent  to 
the section where  a leakage  occurred in  November 2012,  and is  potentially 
linked to the previous leakage.

The Company estimates that approximately 250,000 m^3 of water has leaked  from 
the pond by now  and that the  remaining water volume in  the pond section  is 
approximately 370,000 m^3. The safety capacity at Talvivaara's Southern  water 
treatment unit is  currently approximately  1,000,000 m^3 and  also the  water 
treatment capacity to treat the water leaking into the dams is sufficient.  No 
untreated water is therefore expected to be directed outside of the mine area.
The leakage however consumes  safety capacity in advance  of the spring  melt, 
and the Company  has therefore increased  discharge of purified  water to  the 
Southern direction  to  approximately 800  m^3/h  and the  discharge  rate  is 
estimated to be further  increased to approximately 1,500  m^3/h later in  the 
week.

As the risk level of the leaking  pond section has been known to be  elevated, 
the Company has during the current year focused on maximising safety  capacity 
in dams  through improving  dam  structures, increasing  water  neutralisation 
capacity and discharging treated waters. Under normal circumstances the  water 
in the gypsum pond would have been  treated at the metals recovery plant,  but 
will now be neutralised at the Southern water treatment unit instead.

Pumping arrangements at Talvivaara's metals recovery plant are currently being
altered such that water  purification capacity at the  plant can be  maximised 
and as  much as  possible  of treated  water can  also  be discharged  to  the 
Northern direction."

In addition,  on  9  April  2013, Talvivaara  published  the  following  stock 
exchange release:

"Talvivaara Mining Company Plc ("Talvivaara" or the "Company") announces  that 
the gypsum pond  leakage detected on  7 April  2013 at its  Sotkamo mine  has, 
based on current knowledge,  been successfully stemmed.  The leakage point  in 
the pond  was detected  in the  afternoon of  8 April  2013, after  which  the 
Company started  to fill  the leakage  point  with moraine.  On the  basis  of 
current knowledge Talvivaara  estimates that  the water volume  leaked to  the 
safety dams is  less than  400,000 m^3.  The total  water volume  of the  pond 
section where the leakage occurred is estimated at approximately 620,000  m^3. 
The safety capacity and  treatment capacity at the  water treatment units  are 
sufficient for treating the water that has leaked and may still leak from  the 
gypsum pond section in question. No untreated water is expected to be directed
outside of the mine area.

Sufficient safety capacities in the Southern safety dams are highly  important 
in view risk management. This is  especially important in anticipation of  the 
spring melt, which is  expected to accelerate late  this week. Talvivaara  has 
therefore increased  the discharge  of  purified excess  water to  the  Vuoksi 
waterway in the  South to  a level  of 800  m^3/h and  the flow  rate will  be 
further increased  to a  level  of 1,500  m^3/h  to ensure  sufficient  safety 
capacity.

The levels of harmful  substances in discharged waters  are clearly below  the 
limit values  set  in Talvivaara's  environmental  permit. Water  quality  has 
remained consistent and quality monitoring is carried out continuously."

The  above  mentioned  information  supplements  the  section  "Operating  and 
Financial Review and Prospects-Recent Developments" in the prospectus.

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, omission or  material 
new information which could be of material importance to investors,  investors 
who have subscribed for the  Offer Shares or New  CDIs are entitled to  cancel 
their subscriptions  in accordance  with the  Finnish Securities  Markets  Act 
(746/2012) within a minimum of two  business days from the publication of  the 
supplement in  the relevant  jurisdiction,  which shall  be  9 April  2013  in 
Finland and is expected to take place on 10 April 2013 in the United  Kingdom. 
A cancellation of a  subscription may only  be made in respect  of all of  the 
Offer Shares or New CDIs the shareholder has subscribed for. The  cancellation 
right may  only  be  used  if  the investor  has  committed  to  subscribe  or 
subscribed for the Offer Shares  or New CDIs prior  to the publication of  the 
supplement or  amendment  to this  prospectus  and provided  that  the  error, 
omission or material new  information that has resulted  in the supplement  or 
amendment has come in light prior to delivery of the security to the  investor 
and, for  the  Offer  Shares  or  New CDIs  subscribed  for  pursuant  to  the 
subscription  rights,  the   time  when  trading   with  the  interim   shares 
representing the Offer Shares begins.

If an investor wants to use its right to cancel 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. (Finnish time) on 11 April  2013 
with respect to the Offer Shares and by 8 p.m. (UK time) on 12 April 2013 with
respect to the New  CDIs, however, taking into  account the customary  opening 
hours of such subscription place. The funds will be refunded without interest.

Supplement to Talvivaara Mining Co Prospectus Dated 12.3.2013

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