Talvivaaran Kaivososakeyhtiö Oyj : Talvivaara Mining Company Plc: Final results of the rights offering

   Talvivaaran Kaivososakeyhtiö Oyj : Talvivaara Mining Company Plc: Final
                        results of the rights offering

Stock Exchange Release
Talvivaara Mining Company Plc
15 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.

                        Talvivaara Mining Company Plc
                     Final results of the rights offering

· Rights offering oversubscribed
· Gross proceeds of approximately EUR 261 million
· Total number of shares in Talvivaara Mining Company  Plc 
to increase to 1,906,167,480 shares
·  Due  to  oversubscription,  the  underwriting  was  not 
utilised

The Board of  Directors of  Talvivaara Mining Company  Plc ("Talvivaara")  has 
today approved all subscriptions made pursuant to subscription rights.

All 1,633,857,840  new shares  offered in  Talvivaara's rights  offering  (the 
"Offer Shares")  were subscribed  for. A  total of  1,419,673,290 shares  were 
subscribed for pursuant to subscription rights, representing 86.9% of all  the 
Offer Shares. Taking into account subscriptions received without  subscription 
rights in the secondary subscription, the rights offering was  oversubscribed. 
The  Offer  Shares  subscribed  for  without  subscription  rights  have  been 
allocated to subscribers in  proportion to the  number of subscription  rights 
exercised for subscription of the  Offer Shares. The underwriting provided  by 
J.P. Morgan Securities plc, Nordea Bank  Finland Plc, BofA Merrill Lynch,  BNP 
PARIBAS and Danske Bank A/S, Helsinki Branch was not utilised.

Talvivaara  will  confirm  allocations  of  subscriptions  for  Offer   Shares 
subscribed for without subscription  rights (secondary subscription) by  mail. 
In accordance  with the  terms  and conditions  of  the rights  offering,  the 
subscription price paid for the unallocated  Offer Shares will be refunded  to 
such subscribers on or about 17 April 2013.

The subscription price  was EUR  0.16 per  Offer Share  and Talvivaara  raised 
gross proceeds of approximately EUR  261 million through the rights  offering. 
As a result of the rights offering,  the total number of shares in  Talvivaara 
will increase to 1,906,167,480 shares. The  Offer Shares will carry the  right 
to receive  dividends and  other distributions  of funds,  if any,  and  other 
shareholder rights in Talvivaara  as of the registration  of the Offer  Shares 
with the Finnish Trade Register, on or about 16 April 2013.

Trading  in  interim  shares  and  the  CREST  depositary  interest   ("CDIs") 
representing the interim shares representing  the Offer Shares subscribed  for 
pursuant to subscription rights commenced on 8 April 2013 on the official list
of NASDAQ OMX Helsinki Ltd (trading symbol TLV1VN0113) and on the main  market 
for listed securities of London Stock Exchange plc (trading symbol TALI).  The 
interim shares will be combined with the ordinary shares of Talvivaara (TLV1V)
when the Offer Shares  have been registered with  the Finnish Trade  Register, 
expected to occur on or about 16 April 2013. Trading in the Offer Shares  will 
commence on the  official list  of NASDAQ  OMX Helsinki  Ltd and  on the  main 
market for listed securities of London Stock Exchange plc on or about 17 April
2013. The allocated  Offer Shares subscribed  for without subscription  rights 
will be recorded on the subscriber's book-entry account directly as shares  on 
or about 16  April 2013. Subscribers  who subscribed for  Offer Shares in  the 
form of new CDIs  are expected to  have the new CDIs  credited to their  CREST 
accounts on or about 17 April 2013.

J.P. Morgan Securities plc and Nordea  Bank Finland Plc acted as Joint  Global 
Coordinators for  the rights  offering. BofA  Merrill Lynch,  BNP PARIBAS  and 
Danske  Bank  A/S,   Helsinki  Branch  acted,   together  with  Joint   Global 
Coordinators, as Joint Bookrunners.

Adjustment to the Conversion Price of the Convertible Bonds due 2013 and 2015

As the  rights offering  was subscribed  in full,  the Board  of Directors  of 
Talvivaara has today, on  15 April 2013, confirmed  the adjustments made on  8 
March 2013 to the conversion price of the convertible bonds due 2013 and  2015 
to the effect that the new conversion  prices are GBP 1.59 (EUR 2.00) and  GBP 
1.90 (EUR 2.26), respectively. The Board of Directors confirmed today that the
maximum  number  of  shares  that  can  be  subscribed  for  pursuant  to  the 
convertible bonds due 2013 is increased  to 38,537,673 shares and the  maximum 
number of shares that can be subscribed for pursuant to the convertible  bonds 
due 2015  is increased  to 98,617,935  shares. The  increases in  the  maximum 
number of shares that can be subscribed for pursuant to the conversion of  the 
convertible bonds  are  expected  to  be registered  with  the  Finnish  Trade 
Register on or about 17 April 2013.

Adjustment of the terms and conditions of the 2007 and 2011 stock options

As a consequence of the rights offering, the Board of Directors of  Talvivaara 
has today, on 15 April  2013, also confirmed the  adjustments made on 8  March 
2013 to Talvivaara's 2007 and 2011  stock options. The subscription price  for 
stock options 2007C  is adjusted to  GBP 0.5110  per share and  the number  of 
shares that can be  subscribed for through the  exercise of the stock  options 
2007C will increase  by 13,998,600  shares. The subscription  price for  stock 
options 2011B will  be adjusted  to EUR  0.5935 per  share and  the number  of 
shares that can be  subscribed for through the  exercise of the stock  options 
2011B will increase by 9,000,000 shares and  the number of shares that can  be 
subscribed for through the exercise of  the stock options 2011C will  increase 
by 9,000,000 shares. The resolution to adjust the share subscription price  of 
the stock options  2007B and  to increase  the number  of shares  that may  be 
subscribed for through  the exercise of  the stock options  was not  confirmed 
because the share subscription period of  the stock options 2007B ended on  31 
March 2013.

The foregoing adjustments  to the terms  and conditions of  the 2007 and  2011 
stock options  due  to the  rights  offering will  be  in force  as  of  their 
registration with the Finnish Trade Register on or about 17 April 2013.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
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.

Talvivaara - Final results of the rights offering

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Source: Talvivaaran Kaivososakeyhtiö Oyj via Thomson Reuters ONE
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