Talvivaara releases

Talvivaara Mining Company Plc. Board of Directors Organizational Meeting

Thu, 02 May 2013 16:53:07 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
2 May 2013

Talvivaara Mining Company Plc. Board of Directors Organizational Meeting

The Chairman and the Deputy Chairman of the Board of Directors

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") notes that Talvivaara's Board of Directors held its organizational meeting today on 2 May 2013. The Board of Directors elected Mr. Tapani Järvinen as Chairman of the Board of Directors and Mr. Graham Titcombe was elected as the Deputy Chairman (Senior Independent Director).

The compositions of the Board Committees

The Board appointed from among its members the following members to the Committees:

Audit Committee:
Eileen Carr, Chairman
Maija-Liisa Friman
Graham Titcombe
Stuart Murray

Remuneration Committee:
Edward Haslam, Chairman
Michael Rawlinson
Graham Titcombe
Maija-Liisa Friman

Sustainability Committee:
Kirsi Sormunen, Chiarman
Stuart Murray
Tapani Järvinen

Nomination and Governance Committee:
Graham Titcombe, Chairman
Michael Rawlinson
Tapani Järvinen

As proposed by the Board of Directors the Annual General Meeting held today resolved to establish a Shareholders' Nomination Panel. In future the Nomination Panel will prepare proposals for the election and remuneration of the members of the Board of Directors to General Meetings.

Enquiries

Talvivaara Mining Company Plc Tel: +358 20 712 9800
Tapani Järvinen, Chairman of the Board of Directors
Pekka Perä, CEO

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.

Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Thu, 02 May 2013 13:12:22 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
2 May 2013

Resolutions of Talvivaara Mining Company Plc Annual General Meeting

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") is pleased to announce that, at the Annual General Meeting of the Company held at 10:00 am today on 2 May 2013, all the resolutions proposed, as set out in the notice of the meeting to shareholders dated 25 March 2013, were duly passed.

Talvivaara's Annual General Meeting approved the financial statements and discharged the members of the Board of Directors and the CEO from liability for the financial year 2012. Annual General Meeting resolved that no dividend is paid for 2012 and that the loss of the financial period is entered into the Company's profit/loss account on the balance sheet.

The Board of Directors and the Auditor

As proposed by the Remuneration Committee the Annual General Meeting approved the annual fee payable to the members of the Board of Directors for the term until the close of the Annual General Meeting in 2014 to be as follows: Chairman of the Board of Directors: EUR 120,000/year, Deputy Chairman (Senior Independent Director): EUR 69,000/year, Chairmen of the Board Committees: EUR 69,000/year, other Non-Executive Directors: EUR 48,000/year and Executive Directors EUR 48,000/year.

As proposed by the Nomination Committee the Annual General Meeting decided the number of Board members to be nine (9) and as proposed Mr. Tapani Järvinen, Mr. Pekka Perä, Mr. Graham Titcombe, Mr. Edward Haslam, Ms. Eileen Carr, Mr. Stuart Murray, Mr. Michael Rawlinson and Ms. Kirsi Sormunen were re-elected, and Ms. Maija-Liisa Friman was elected as a new member to the Board.

It was resolved that the auditor will be reimbursed according to the auditor's approved invoice. The authorised public accountants PricewaterhouseCoopers Oy was elected as the auditor of the Company for the financial year 2013. PricewaterhouseCoopers Oy has confirmed that the auditor with principal responsibility will be Ms. Ylva Eriksson.

Establishment of the Shareholders' Nomination Panel

As proposed by the Board of Directors the Annual General Meeting resolved to establish a Shareholders' Nomination Panel to prepare proposals for the election and remuneration of the members of the Board of Directors to General Meetings. In addition, the Annual General Meeting adopted the Charter of the Shareholders' Nomination Panel.

Resolution to amend article 8 of the Articles of Association

The Annual General Meeting also resolved to amend article 8 of the Company's Articles of Association to correspond to the changes to be made to the duties of the Board Committees due to the establishment of the Shareholder's Nomination Panel and the current practices applied by the Company.

ENQUIRIES

Talvivaara Mining Company Plc Tel: +358 20 7129 800

Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara is implementing several development projects as a result of the gypsum pond leakage investigation conducted by VTT

Mon, 29 Apr 2013 16:12:50 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
29 April 2013

Talvivaara is implementing several development projects as a result of
the gypsum pond leakage investigation conducted by VTT

VTT Technical Research Centre of Finland ("VTT") carried out an independent investigation, commissioned by the Board of Directors of Talvivaara Mining Company Plc ("Talvivaara" or the "Company"), on the reasons and circumstances which led to the gypsum pond leakage in November 2012. The investigation resulted in several recommendations for corrective and development actions. The Company had initiated the implementation of the majority of these recommendations immediately following the leakage in November 2012, and the Board has requested action plans from the Company's operative management regarding the remaining recommendations.

Objectives of the investigation

The objectives of VTT's investigation were to study the direct reasons of the incident and to analyze the root causes leading into the realization of the risks. Additionally, the investigation included a general risk assessment of other pond structures. VTT's investigation team consisted of experts on dam and pond structures, water management, safety culture and management, risk management and environmental legislation. The Company's Board commissioned the investigation in order to be able to ensure that similar risks are managed better in the future and safety at the Company develops to a level consistent with the standards of sustainable production.

Results of the investigation

VTT's experts state that the original design of gypsum pond section 1 was vulnerable. The insulating structure of the pond section was a 1.5 mm HDPE membrane and, based on the knowledge available and authority requirements at the time, the water conductivity or erosion stability of the soil below had not been paid sufficient attention to during the design and construction phases. The pond structure was designed on the presumption that the pond would predominantly contain relatively solid gypsum waste and any water accumulating in the pond in conjunction with effluent pumping would be pumped out, due to which the risk of a major leakage would not exist. However, contrary to original plans, water had to be stored in the gypsum ponds as the accumulation of water in the area was more than the Company's 1.3 Mm³ annual quota for discharging purified waste waters into the environment. The investigation suggested that in the early years of operation the water management measures were not sufficiently holistic and systematic as many other development projects and challenges consumed resources. Even though the Company implemented several steps to improve the water balance, especially from late 2011 onwards, all ponds filled up during the 2012 spring melt and water from the gypsum pond was temporarily pumped into the open pit. A decision was made to raise the banks of gypsum pond 1 in order to create additional water storage volume. The elevation was completed at the end of September, and more than 1 Mm³ of solution was pumped into the pond before the leakage in section 1 started on 4 November.

VTT's experts state that small seeps always occur in HDPE membrane structures. Even small, seeping leakages can start eroding the soil beneath and result in fracturing of the insulating membrane if the structures beneath the membrane have not been designed in view of leakages. The likely mechanism resulting in the leakage in November was such a seeping leakage, which escalated as the hydraulic pressure increased due to filling up of the pond beyond earlier water levels. Earlier leakages in the same pond section have also very likely resulted in latent damages in the pond foundations as water flowed through the soil beneath the membrane in the pond dam and at the bottom of the pond. Supervised repairs of the pond had been carried out in 2008 and 2010. The November 2012 leakage started at the point where the 2010 repairs had ended. Due to potential similar latent damages, VTT's experts identified the wall between gypsum pond sections 1 and 2 as a high risk area. The April 2013 leakage occurred in section 2 in the immediate vicinity of this separating barrier.

Following the leakages in the earlier years, the Company had proactively altered the structure of new gypsum pond sections (3-6) such that a bentonite liner had been placed beneath the HDPE membrane. The risk of an escalating fracture caused by a seep leakage is therefore highly unlikely in these pond sections and a seep as such does not constitute an environmental hazard.

The investigation also found that after the elevation of the gypsum pond in the autumn of 2012, so called raffinate had been pumped into the pond from the metals recovery plant. Raffinate is process solution from which valuable metals have been precipitated and recovered, but which has not been purified at the post-neutralization phase at the metals plant. The water quality in the gypsum pond deteriorated as a result of this pumping arrangement. The water quality did not have any impact on the occurrence of the November leakage, but to the extent the leakage waters had to be discharged into the environment, raffinate may have had a more acidifying impact on the environment than the waters otherwise stored in the gypsum pond.

In addition to recommendations pertaining to water management, pond usage and leakage risk management, VTT also gave recommendations on the long-term development of the Company's safety culture. Certain project-phase legacies remain in the Company's operational culture, due to which it is important for the Company's Board and operative management to work together to clarify management principles in order to align operational procedures with the requirements of the ongoing production phase. VTT recommends sustained actions to further improve the technical requirements of production and to continuously assess and improve the safety culture. In addition, VTT recommends that the Company further strengthens its internal resources, in particular as they pertain to safety and environmental matters.

Measures taken by the Company on the basis of VTT's recommendations

The Company's Board and operative management have familiarized themselves with VTT's report and recommendations. The Board is satisfied with VTT's investigation, which diligently studied the reasons of the incident and provides valuable input for the development of the Company's risk management and organization.

Water management

Since the November 2012 leakage, a key area of development for the Company has been the mitigation of risks related to water management and the achievement of a sustainable water balance. In order to achieve these goals, Talvivaara has established a separate organization focusing on water management, which is responsible for the overall water balance management and the design and implementation of necessary short-term and long-term water management measures.

Talvivaara commenced immediate actions following the November 2012 gypsum pond leakage to reduce the water volume in all bioheapleaching safety ponds, gypsum ponds and safety dams such that the safe treatment of spring melt waters could be ensured and sufficient safety capacity in view of potential new leakages could be created. As the gypsum pond section 2 had been identified as a high risk area, but it was not possible to empty the pond section into other ponds in the mining area due to the prevailing water balance situation, immediate measures were in particular aimed at ensuring sufficient volume in safety dams for the water contained in this pond section. This approach was successful, and all waters from the 7 April 2013 leakage in section 2 were contained in the safety dams located in the Southern part of the mining area. The leakage waters will be purified and discharged into the environment within the schedule allowed by discharge quotas and neutralization capacity.

Water purification capacity has during the early part of 2013 been increased materially above the 1.3 Mm³ annual discharge quota allowed by Talvivaara's environmental permit. Further purification capacity will be constructed such that by the end of 2013 the total treatment capacity exceeds 6 Mm³ per annum. This capacity is expected to be sufficient for water purification requirements even during intense flooding and other exceptional circumstances.

At present Talvivaara is purifying and discharging into the environment excess waters stored in the mining area within the 1.8 Mm³ additional discharge quota granted in February 2013 by the Kainuu Centre for Economic Development, Transport and the Environment. However, the Company considers this discharge quota insufficient for lowering risks related to water balance management to an acceptable level, and therefore the Company has applied to the Northern Finland Regional State Administrative Agency ("AVI") for an increase of the additional discharge quota. In its report, VTT also states that attaining a safe operational level requires a material increase in the quota for discharging waters.

In addition to the temporary discharge quotas, the Company has applied to AVI for a permanent removal of the annual water discharge quota from the Company's environmental permit in order to sustainably manage the overall water balance. No changes have been applied for the discharge limits of environmentally harmful substances, and therefore no additional environmental burden is expected.

Talvivaara is currently preparing a holistic long-term water management plan, which is expected to be completed by the end of June 2013. Central elements of the plan comprise a nearly closed process water circuit, and separation and separate treatment of natural run-off waters and waters accumulating in the open pit. The technical prerequisites for a closed process water circuit are already largely in place due to investments in reverse osmosis technology and other process alterations. Significant progress has also been made in water separation in early 2013, and the water catchment area at the mine has been materially reduced as a result of new dam structures. These structures largely prevent run-off waters from mixing with metal-containing waters.

Pond usage

The gypsum ponds are to be returned to their original planned usage as soon possible, such that the excess water volume in the ponds is low at all times and water quality is monitored on an ongoing basis. Bioheapleaching safety ponds should also normally be empty. Both targets require the purification and discharge of excess waters from the mine site in the near term and maintenance of a sustainable water balance in the long term.

Safety culture

In the future Talvivaara will pay increasing attention on risk management and active development of the Company's safety culture with the help of its internal organization and, as required, external consultants. In order to ensure this development the Company's sustainability organization will be strengthened by 1-3 people during the current year and a person responsible for safety will be nominated for each production department. Required safety training will be arranged for all levels of the organization in order to permanently establish best industry practices as part of Talvivaara's day-to-day operations.

The Company's Board further states that the purpose of this announcement is to publish the central observations and recommendations of VTT's investigation and the measures taken by the Company on the basis of VTT's recommendations. There are ongoing investigations by the police and the Safety Investigation Authority relating to the gypsum pond leakage that include questions relating to environmental permitting mechanics and judicial processes. The Company's Board does not comment on such questions at this stage.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Tapani Järvinen, Chairman of the Board of Directors
Kirsi Sormunen, Member of the Board of Directors

Talvivaara Mining Company Interim Report for January-March 2013

Wed, 24 Apr 2013 09:02:05 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
24 April 2013

Talvivaara Mining Company Interim Report for January-March 2013

Financing transactions to secure liquidity for continued ramp-up
Operational focus on achieving a sustainable water balance

Highlights

Nickel production of 2,732t, impacted by continued water balance challenges and the effect of excess water on bioheapleaching
Net sales of EUR 27.6 million
Operating loss of EUR (20.0) million
Purification and discharge of excess water from the mine site commenced in March utilising the additional 1.8Mm3 discharge quota granted by the Kainuu Centre for Economic Development, Transport and the Environment ("Kainuu ELY Centre") in February 2013

Financing transactions
A number of financing arrangements undertaken to de-risk Talvivaara's balance sheet, secure liquidity for the continued ramp-up of operations towards full capacity and provide an appropriate capital structure to enable repayment or refinancing of short- and medium-term indebtedness, including the remaining EUR 76.9 million convertible bond maturing in May 2013.

The financing transactions consist of:

Fully underwritten rights issue to raise approximately EUR 261 million in gross proceeds
Renegotiated EUR 100 million revolving credit facility
Increase of advance payment from Cameco by USD 10 million to USD 70 million
EUR 12 million additional up-front payment from Nyrstar

Events after the reporting period

Oversubscribed EUR 261 million rights issue completed; trading in new shares commenced on 17 April 2013
Gypsum pond leakage detected on 7 April 2013 and stemmed on 9 April 2013; all leakage waters contained within the mining area
Ore production operations expected to be re-started in May, approximately 1.5 months ahead of earlier plans; temporary lay-offs announced in February cancelled due to mining re-start

Production guidance
2013 full-year nickel production guidance of 18,000t re-iterated; return to a clear ramp-up anticipated in the second half of the year following re-start of mining in May and improving water balance situation

Key figures

EUR million	Q1 2013	Q4 2012	Q1 2012	FY 2012
Net sales	27.6	25.7	39.0	142.9
Operating profit (loss)	(20.0)	(57.0)	(11.4)	(83.6)
% of net sales	(72.4)%	(221.9)%	(29.3)%	(58.5)%
Profit (loss) for the period	(23.9)	(59.4)	(14.9)	(103.9)
Earnings per share, EUR	(0.09)	(0.22)	(0.06)	(0.38)
Equity-to-assets ratio	25.5%	24.3%	31.8%	24.3%
Net interest bearing debt	530.1	563.8	422.2	563.8
Debt-to-equity ratio	159.1%	183.8%	107.9%	183.3%
Capital expenditure	17.3	29.6	14.7	97.5
Cash and cash equivalents at the end of the period	68.7	36.1	85.9	36.1
Number of employees at the end of the period	583	588	498	588

All reported figures in this release are unaudited.

CEO Pekka Perä comments: "In February, we announced extensive financing arrangements to improve our liquidity position and de-risk our balance sheet. The central element of the financing package was an underwritten rights issue to our shareholders to raise approximately EUR 261 million. The rights issue was successfully completed in April, and I am especially pleased to note that the transaction was oversubscribed.

Operationally, our focus during the first quarter was on resolving the prevailing water balance challenges. We commenced the discharge of purified excess waters into the environment in order to prepare for the spring melt and ensure sufficient safety capacity. With the spring melt having commenced, we are confident that the safety capacity is now sufficient. However, we will need to continue discharging excess waters in order to further moderate the operational and environmental risk levels. Beyond resolving the short-term water balance issue, we are also focusing on implementing a sustainable long-term water balance and taking all necessary measures to ensure we can avoid similar problems in the future.

In line with our expectations, metals production output in the first quarter continued to be impacted by depressed metal grades in leach solution, stemming from excess water in circulation and related aeration challenges. Whilst we expect a material improvement in bioheapleaching performance to take some months, we have seen encouraging developments in heap sections where aeration and irrigation improvements have been made and water content has been restored to a more normal level. While ore production has been suspended, we have also carried out extensive development work to improve our understanding of the bioleaching process and believe we have found ways to improve the stability and predictability of the bioleaching performance going forward. We have also recently announced the intention to re-start ore production in May ahead of earlier plans, which will both help with water balance management as new ore ties up a significant amount of water and support the achievement of our production targets.

Our financial performance remained disappointing, reflecting the achieved production levels and the depressed nickel price environment. The nickel market showed some signs of improvement early in the year, but the nickel price has since declined back to around USD 16,000/t in early April amid record stock levels at the London Metal Exchange. Whilst short-term visibility is very limited, we continue to believe in strong longer-term nickel market fundamentals.

Finally, I would like to sincerely thank our shareholders for their continued support for Talvivaara through these challenging times, as well as our team and advisors for their hard work and dedication. We will use the proceeds from the completed rights issue to resolve our short-term challenges and continue the ramp-up of production towards full capacity. Our clear vision continues to be for Talvivaara to become a successful and internationally significant player in the mining industry, and today Talvivaara is at a new beginning."

Enquiries:

Talvivaara Mining Company Plc. Tel. +358 20 712 9800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

College Hill Tel. +44 20 7457 2020
David Simonson
Anca Spiridon

Webcast and conference call on 24 April 2013 at 1:00pm EET / 11:00am BST

A combined webcast and conference call on the January-March 2013 Interim Result will be held on 24 April 2012 at 1:00pm EET / 11:00am BST. The call will be held in English.

The webcast can be accessed through: http://qsb.webcast.fi/t/talvivaara/talvivaara_2013_0424_q1/

A conference call facility will be available for a Q&A with senior management following the presentation.
Participant - Finland: +358 (0)9 2313 9201
Participant - UK: +44 (0)20 7162 0077
Participant - US: +1 334 323 6201

Conference ID: 931705
The webcast will also be available for viewing on the Talvivaara website shortly after the event.

Financial review

Q1 2013 (January-March)

Net sales and financial result

Talvivaara's net sales for nickel and cobalt deliveries to Norilsk Nickel and for zinc deliveries to Nyrstar during the quarter ended 31 March 2013 amounted to EUR 27.6 million (Q1 2012: EUR 39.0 million). Most of the net sales for the three months came from nickel. Only one zinc delivery took place during the period, amounting to 2,217t in February 2013, and due to high moisture content some zinc was stored at the Kokkola port until the product is sufficiently dry for transportation. Compared to Q4 2012, net sales increased by 7.4% primarily due to increased nickel product deliveries. However, the increase in nickel deliveries was partially offset by a lower nickel price. Product deliveries in Q1 2013 amounted to 2,746t of nickel, 88t of cobalt and 2,217t of zinc (Q1 2012: 3,522t of nickel, 8,333t of zinc, 96t of cobalt).

The Group's other operating income amounted to EUR 0.7 million (Q1 2012: EUR 1.4 million) and mainly resulted from indemnities on property damages.

Changes in inventories of finished goods and work in progress amounted to EUR 7.3 million (Q1 2012: EUR 22.5 million). Due to the temporary suspension of mining and crushing operations, no new ore was stacked during Q1 2013 and the increase in work in progress was therefore smaller than during normal operations.

Personnel expenses were EUR (7.3) million in Q1 2013 (Q1 2012: EUR (7.8) million). The personnel expenses based on options granted to employees decreased by EUR 1.0 million compared to Q1 2012. In addition, there was an increase of EUR 0.5 million in wages and salaries due to increased number of personnel. The increase was partially offset by temporary lay-offs, which Talvivaara started in February 2013.

Operating loss for Q1 2013 was EUR (20.0) million (Q1 2012: EUR (11.4) million). Materials and services were EUR (22.6) million in Q1 2013 (Q1 2012: EUR (34.9) million) and other operating expenses were EUR (12.6) million (Q1 2012: EUR (18.9) million). The largest cost items were production chemicals, external services, electricity and maintenance. Mining and materials handling costs were lower than in Q1 2012 due to the temporary suspension of ore production. In metals recovery, costs were higher than in the previous year due to increased hydrogen sulphide and hydrogen peroxide consumption as a result of inefficiencies caused by low metal grades in feed solution and low solution temperatures. Furthermore, certain process change trials resulted in temporarily increased usage of sodium hydroxide in January and February 2013.

Finance income for Q1 2013 was EUR 0.3 million (Q1 2012: EUR 1.7 million). Finance costs of EUR (12.1) million (Q1 2012: EUR (9.6) million) were mainly related to interest and related financing expenses on borrowings.

Loss for the period and the total comprehensive income amounted to EUR (23.9) million (Q1 2012: EUR (14.9) million) reflecting the relatively low nickel price, high maintenance costs and only moderate amounts of product deliveries. Earnings per share were EUR (0.09) in Q1 2013 (Q1 2012: EUR (0.06)).

Balance sheet

Capital expenditure in Q1 2013 totalled EUR 17.3 million (Q1 2012: EUR 14.7 million). The expenditure primarily related to water management, uranium extraction circuit and secondary leaching. On the consolidated statement of financial position as at 31 March 2013, property, plant and equipment totalled EUR 813.6 million (31 December 2012: EUR 809.5 million).

In the Group's assets, inventories amounted to EUR 306.5 million on 31 March 2013 (31 December 2012: EUR 297.8 million). The increase in inventories reflects the continuing ramp-up of production and the consequent increase in the amount of ore stacked on heaps, valued at cost. The temporary suspension of ore production reduced the rate of increase in inventories in Q1 2013.

Trade receivables amounted to EUR 22.4 million on 31 March 2013 (31 December 2012: EUR 32.2 million). The decrease compared to the previous year was attributable to the sale of trade receivables, which commenced in December 2012.

On 31 March 2013, cash and cash equivalents totalled EUR 68.7 million (31 December 2012: EUR 36.1 million). The cash position included a proportion of the funds raised through the underwritten approximately EUR 261 million rights issue announced on 14 February 2013. On 31 March 2013, the funds raised amounted to EUR 54.8 million corresponding to 342.7 million new shares.

In equity and liabilities, total equity amounted to EUR 333.1 million on 31 March 2013 (31 December 2012: EUR 306.8 million). By 31 March 2013, the net proceeds of EUR 49.5 million from the rights issue had been recognised in equity. In addition, interest cost of EUR 3.1 million of a perpetual capital loan was capitalized in equity in February 2013.

Provisions decreased from EUR 27.5 million on 31 December 2012 to EUR 21.8 million at the end of March 2013. The costs related to water management and the gypsum pond leakage of November 2012 amounted to EUR 5.9 million in Q1 2013 and the corresponding provisions were de-recognised. The incurred costs came from the treatment of excess waters with limestone and milk of lime. In addition, treatment of contaminated soil downstream of the Kortelampi dam commenced by removal of trees and dewatering of the area.

Borrowings decreased from EUR 599.8 million on 31 December 2012 to EUR 598.8 million at the end of March 2013. The changes in borrowings during Q1 2013 mainly related to finance lease liabilities. Total advance payments as at 31 March 2013 amounted to EUR 291.9 million, representing an increase of EUR 18.2 million from EUR 273.7 million on 31 December 2012. During Q1 2013, Talvivaara received a total of EUR 7.4 million in advance payments from Cameco Corporation based on the amended uranium off-take agreement between the companies. In addition, EUR 12.0 million in advance payments was received from Nyrstar based on the amendment agreement regarding the zinc in concentrate streaming agreement (see section "Financing"). The advance payment from Nyrstar was also amortised by EUR 1.2 million as a result of zinc deliveries.

Total equity and liabilities as at 31 March 2013 amounted to EUR 1,307.0 million (31 December 2012: EUR 1,260.8 million).

Financing

On 12 February 2013, Talvivaara Sotkamo entered into an amendment agreement with Cameco concerning the uranium take-in-kind agreement pursuant to which the amount of the up-front investment that Cameco is to pay to Talvivaara Sotkamo for the construction of the uranium extraction facility was increased by USD 10 million to USD 70 million. In addition, the duration of the agreement was extended to 31 December 2017 and commercial terms revised accordingly. Talvivaara received the additional up-front investment in February 2013.

On 14 February 2013, Talvivaara Sotkamo entered into an amendment agreement with Nyrstar regarding the zinc in concentrate streaming agreement pursuant to which Nyrstar made an additional up-front payment of EUR 12 million to Talvivaara Sotkamo in return for Talvivaara Sotkamo agreeing not to charge Nyrstar the EUR 350 per tonne extraction and processing fee on the next 38,000 tonnes of zinc in concentrate delivered to Nyrstar as was agreed in the original zinc in concentrate streaming agreement. The up-front payment was received in February 2013.

On 8 March 2013, an Extraordinary General Meeting of Talvivaara Mining Company resolved to approve the proposal by the Board of Directors to authorise the Board of Directors to undertake a share issue for consideration pursuant to the shareholders' pre-emptive subscription rights. The underwritten share issue was finalised in April and all 1,633,857,840 new shares offered in the rights issue were subscribed for. The gross proceeds amounted to approximately EUR 261 million. The total number of shares in Talvivaara Mining Company increased to 1,906,167,480 shares. The share issue was recognised in the Q1 2013 results as described above in section "Balance sheet".

Production review

During the first quarter, Talvivaara continued to focus on overall water balance management of the operation and commenced the discharge of purified excess waters from the mine site. Whilst availability of the metals recovery plant continued to be at a good level during the quarter, metal grades in leach solution remained, as expected, depressed impacting metals production. Zinc production during the quarter was impacted by technical issues resulting in zinc being lost in thickener overflows. The causes for the issue have been identified and impact on zinc production is being mitigated through, for example, modified leaching section pumping arrangements. Talvivaara's metals production output in the first quarter amounted to 2,732t (Q1 2012: 3,374t) of nickel and 3,128t (Q1 2012: 7,890t) of zinc.

In metals recovery, significant progress continued to be made in improving and maintaining plant stability and availability. In line with Talvivaara's operational excellence approach, multiple new processes and metrics have been developed to monitor and improve the production process and plant efficiency. These improvements have significantly enhanced the ability to determine, anticipate and remove any process disturbances ensuring a high plant utilisation rate. Talvivaara reached an average hourly leach solution flow rate through the plant of approximately 1,300 m3/h in the first quarter, representing a 30% increase compared to approximately 1,000 m3/h in 2012. A record monthly average solution flow rate of 1,422 m3/h was achieved in January.

As expected, water balance challenges continued to impact bioheapleaching performance. The excess water in the solution circuit and reduced evaporation diluted metal grades in leach solution, and the high water content in the heaps also negatively affected leaching performance by reducing the efficiency of aeration. The nickel grade in solution pumped to the metals recovery plant varied between 1.1 g/l and 1.3 g/l in the first quarter, compared to an average of approximately 1.3 g/l in the fourth quarter of 2012. Talvivaara has placed significant emphasis on improving the leaching process through, for example, maintenance and modification of irrigation and aeration systems and obtained encouraging results in re-activating the leaching process in heap sections from which excess water has been removed and in which aeration has been improved. Furthermore, extensive development work has been carried out in order to increase the overall understanding of the leaching process and to achieve better predictability and consistency of the leaching performance. Critical operating variables have been verified by methods such as statistical data analysis andsmall and industrial scale trials. Upon the planned re-start of mining and stacking of new ore in May 2013, increased attention will also be paid on the properties of the ore under leaching, with key parameters including grade, mineralogical composition and agglomerate quality.

In ore production, as previously announced, mining and crushing operations remained suspended during the first quarter due to excess water being stored in the Kuusilampi open pit. Accordingly, no ore or waste was produced. In January, following co-operation consultations, Talvivaara announced temporary lay-offs of 184 employees to adjust the level of personnel to the temporarily suspended ore production. Talvivaara started to de-water the open pit during the quarter, and total water volume in the pit amounted to 1.5-1.6 million m3 at the end of the quarter. Despite the suspension of ore production, Talvivaara continued to carry out and focus on primary heap reclaiming during the quarter and a new jaw crusher was commissioned in order to ensure sufficient reclaiming capacity.

Production key figures

		Q1 2013	Q4 2012	Q1 2012	FY 2012
Mining
Ore production	Mt	-	-	3.0	8.7
Waste production	Mt	-	1.2	1.5	5.3
Materials handling
Stacked ore	Mt	-	-	3.0	8.7
Bioheapleaching
Ore under leaching	Mt	44.3	44.3	38.6	44.3
Metals recovery
Nickel metal content	Tonnes	2,732	2,317	3,374	12,916
Zinc metal content	Tonnes	3,128	4,106	7,890	25,867

Water management - Operation Otter

In order to facilitate an efficient and sustainable solution to the prevailing water balance issues, Talvivaara has established a special task force, Operation Otter. Operation Otter is headed by Ms Maija Vidqvist, General Manager, Water Management. Several of Talvivaara's key experts have been seconded to the team, which focuses on the planning and execution of necessary water storage and pumping arrangements and waste water treatment measures to secure a sustainable water balance at the mine.

In order to reach a sustainable water balance situation and lower environmental and operational risk levels, Talvivaara believes that it must purify and release into the environment approximately 3.8 million m3 of water, a substantial portion of which is rain and natural catchment water that has accumulated at the mine area over time. Based on the Kainuu ELY Centre decision on 12 February 2013, Talvivaara currently has a permit to discharge 1.8 million m3 of purified waste water into the Vuoksi and Oulujoki waterways, such that 0.9 million m3 is discharged into each direction by 30 June 2013. Additionally, Talvivaara can continue discharging water within the annual 1.3 million m3 discharge quota under its existing environmental permit.

Talvivaara considers the Kainuu ELY Centre permit for additional water discharge and the 1.3 million m3 quota in the existing environmental permit adequate for the implementation of planned water management arrangements in the short term. Talvivaara commenced the discharge of purified waters in March, following commissioning of additional water treatment units. The levels of harmful substances in discharged waters have been clearly below the limit values set in Talvivaara's environmental permit. Water quality has remained consistent and quality monitoring is carried out continuously.

In order to enable necessary water discharge measures beyond the currently allowed quotas, Talvivaara has applied to have the annual 1.3 million m3 water discharge limit removed from its current environmental permit and, as a secondary request, applied for a right to discharge the excess waters that have accumulated at the mine in addition to the annual discharge limit. The Regional State Administrative Agency for Northern Finland ("AVI") has informed Talvivaara that the decision would be made in the spring.

In the medium term, Talvivaara's goal is to implement a closed water circuit, which is expected to reduce the risk of weather conditions impacting Talvivaara's operations and consequently in the long term benefit environmental safety. Key elements of the targeted closed water circuit include ceasing or materially reducing raw water intake from nearby lakes, additional treatment of process waters using reverse osmosis technology, and more efficient separation of process waters from captured rain and natural run-off waters. Overall, Talvivaara believes that the necessary equipment and structures are already in place to achieve a closed water circuit. However, the excess water currently at the mine has to be purified and discharged from the mine and the overall water balance must reach a sustainable level before a closed water circuit can be achieved.

Sustainable development, safety and permitting

Safety

With respect to safety issues, Talvivaara's goal is a safe and healthy working environment, and the Company continued to develop its safety culture based on zero accident philosophy.

At the end of the first quarter, the injury frequency among the Talvivaara personnel was 15.7 lost time injuries/million working hours on a rolling 12 month basis (31 March 2012: 11.8 lost time injuries/million working hours).

Environment

Talvivaara continues to focus on minimising the environmental impact of its operations. Current primary focus is on water balance management and purification and discharge of excess waters from the mine site. The environmental impact of the release is anticipated to be mainly caused by its sulphate content, whereas Talvivaara expects any metal burden to the environment to remain limited and within the limits set by its current environmental permit. Talvivaara considers the discharge of excess water from the mine site without delay to be necessary in order to reduce the environmental and operational risk levels, and to secure sufficient water management safety capacity.

Hydrogen sulphide (odour) emissions have been largely addressed. Odour complaints from nearby residents have reduced substantially, and there were only five complaints in the first quarter of 2013. Dust emissions were addressed through the commissioning of a new dust removal system at the screening hall in 2012. In line with Talvivaara's commitment to continuous improvement, several technological solutions are being studied to further reduce dust emissions.

Talvivaara places significant emphasis on timely and transparent communication on environmental matters with the neighbouring communities and other interested stakeholders. Open days for public at the mine site were again arranged on 15-16 March 2013 and discussion panels in nearby towns were held in line with previous practice. The locally focused Finnish language website www.paikanpaalla.fi continued to be successfully used for the delivery of locally relevant, timely information and for interaction with interested stakeholders.

Permitting

Talvivaara's existing environmental permit is currently being renewed under a standard process. The renewed permit is anticipated to be received during the third quarter of 2013. However, the AVI has informed Talvivaara that a decision on the removal or amendment of the annual water discharge quota in the existing environmental permit would be made separately already in the spring.

The environmental permit application for the planned uranium extraction is also being processed by the AVI and a decision on it is expected before or concurrently with the renewal of the general environmental permit. In addition, Talvivaara has filed an application for a chemical permit relating to uranium recovery, which is currently pending.

Additionally, Talvivaara continued to progress the Environmental Impact Assessment for production expansion during the first quarter and received the REACH authorisation for selling its copper product in the European Union.

Business development and commercial arrangements

Planned uranium extraction and uranium off-take agreement with Cameco

Talvivaara is preparing for the recovery of uranium as a by-product of the Company's existing operations. Uranium occurs naturally in small concentrations in the Talvivaara area and leaches into the process solution along with Talvivaara's other products. Annual uranium production is estimated at ca. 350tU (ca. 770,000 pounds), corresponding to approximately 410t (900,000 pounds) of yellow cake (UO₄). Talvivaara's entire uranium production will be sold under a long-term agreement to Cameco.

The uranium recovery facility is essentially completed, and commissioning is expected following the receipt of remaining required permits.

Risk management and key risks

In line with current corporate governance guidelines on risk management, Talvivaara carries out an on-going process endorsed by the Board of Directors to identify risks, measure their impact against certain assumptions and implement the necessary proactive steps to manage these risks.

Talvivaara's operations are affected by various risks common to the mining industry, such as risks relating to the development of Talvivaara's mineral deposits, estimates of reserves and resources, infrastructure risks, and volatility of commodity prices. There are also risks related to counterparties, currency exchange ratios, management and control systems, historical losses and uncertainties about the future profitability of Talvivaara, dependence on key personnel, effect of laws, governmental regulations and related costs, environmental hazards, and risks related to Talvivaara's mining concessions and permits.

In the short term, Talvivaara's key operational risks continue to relate to water management and the on-going ramp-up of operations. While the Company has demonstrated that all of its production processes work and can be operated on industrial scale, the rate of ramp-up is still subject to risk factors including the time required to reach a sustainable level of water balance, reliability and sustainable capacity of production equipment, and eventual speed of leaching and rates of metals recovery in bioheapleaching. In addition, there may be production and ramp-up related risks that are currently unknown or beyond the Company's control.

The market price of nickel has historically been volatile and in the Company's view this is likely to persist, driven by shifts in the supply-demand balance, macroeconomic indicators and variations in currency exchange ratios. Nickel sales currently represent close to 90% of the Company's revenues and variations in the nickel price therefore have a direct and significant effect on Talvivaara's financial result and economic viability. Talvivaara is, since February 2010, unhedged against variations in metal prices. Full or substantially full exposure to nickel prices is in line with Talvivaara's strategy and supported by the Company's view that it can operate the Talvivaara mine, once it has been fully ramped up, profitably also during the lows of commodity price cycles.

Talvivaara's revenues are almost entirely in US dollars, whilst the majority of the Company's costs are incurred in Euro. Potential strengthening of the Euro against the US dollar could thus have a material adverse effect on the business and financial condition of the Company. Talvivaara hedges its exposure to the US dollar on a case by case basis with the aim of limiting the adverse effects of US dollar weakness as considered justified from time to time.

Liquidity and refinancing risks may arise as a result of the Company's inability to produce sufficient volumes of its saleable products, particularly nickel, unexpected increase in production costs, and sudden or substantial changes in the prices of commodities or currency exchange rates. Talvivaara seeks to reduce liquidity risk by close monitoring of liquidity in order to detect any threat of adverse changes in advance so as to allow for sufficient time to secure access to adequate credit or other funding on reasonable terms. Talvivaara also seeks to maintain a balanced maturity profile of its long-term debt in order to mitigate refinancing risks.

Personnel and management

Wages and salaries

The number of personnel employed by the Group on 31 March 2013 was 583 (Q1 2012: 498).

Wages and salaries paid during the three months to 31 March 2013 totalled EUR 6.0 million (Q1 2012: EUR 6.6 million).

The salaries and wages of Talvivaara's personnel are based on industry-wide collective agreements. The total compensation consists of base salary and short and long term incentive schemes. Annual short term incentive metrics include personal performance and company-wide criteria. The Company's long term incentive schemes comprise Talvivaara's Stock Options 2007, Stock Options 2011 and Group personnel fund to manage the earnings bonuses paid by Talvivaara. In addition, the management holding company Talvivaara Management Oy is owned by executive management and certain other key employees.

Management re-organisation

Talvivaara re-organised its management during January and February 2013 as follows:

Mr Pertti Pekkala, formerly General Manager, Research and Development, was appointed Chief Production Officer (Metals Recovery);
Mr Kari Vyhtinen, formerly Chief Investment Officer, was appointed Chief Mining Officer;
Mr Mikko Korteniemi, formerly Chief Production Officer (Metals Recovery), was appointed Chief Maintenance Officer with responsibility for maintenance, procurement and warehousing; and
Ms Maija Vidqvist was appointed General Manager, Water Management (position previously held by Mr Jari Voutilainen)

All four appointees are members of the Executive Committee, with Mr Pertti Pekkala and Ms Maija Vidqvist being new additions to it. Pertti Pekkala, Kari Vyhtinen and Mikko Korteniemi report to the COO, Mr Harri Natunen, and Maija Vidqvist reports to the CEO, Mr Pekka Perä

Temporary lay-offs

Talvivaara announced on 16 January 2013 that to support the Group's cost savings initiatives and overall efficiency, and to adjust the level of personnel to the temporarily suspended ore production, Talvivaara is considering temporary lay-offs. Co-operation consultations with employee representatives were held between 17 and 31 January 2013 concerning all personnel groups in all three corporate entities, Talvivaara Mining Company Plc, Talvivaara Sotkamo Ltd and Talvivaara Exploration Ltd.

Following the consultations, Talvivaara decided to temporarily lay off 184 employees between 18 February and 30 June 2013. The maximum duration of the lay-off period was 90 days per individual employee (see "Events after the review period" for additional information on cancellation of temporary lay-offs and re-start of ore production).

Shares and shareholders

The number of shares issued and outstanding and registered on the Euroclear Shareholder Register as of 31 March 2013 was 272,309,640. Including the effect of the EUR 85 million convertible bond of 14 May 2008, the EUR 225 million convertible bond of 16 December 2010, the Option Schemes of 2007 and 2011, the authorised full number of shares of the Company amounted to 319,001,039.

A total of 2,327,000 option rights 2007C have been issued to employees and the subscription period for stock options 2007C is between 1 April 2012 and 31 March 2014. No new shares of Talvivaara were subscribed for under the stock option rights 2007C in Q1 2013 and a total of 2,327,000 stock options 2007C remain unexercised.

A total of 1,347,500 option rights 2011B have been issued to key employees and the subscription period for stock options 2011B is between 1 April 2015 and 31 March 2017. A total of 1,347,500 stock options 2011B remain unexercised.

In March 2013 an Extraordinary General Meeting of Talvivaara Mining Company resolved to approve the proposal by the Board of Directors to authorise the Board of Directors to undertake a share issue for consideration pursuant to the shareholders' pre-emptive subscription rights. The share issue was completed in April 2013, as described in "Events after the review period".

As at 31 March 2013, the shareholders who held more than 5% of the shares and votes of Talvivaara were Pekka Perä (20.0%), Solidium Oy (8.9%), Varma Mutual Pension Insurance Company (8.7%) and Ilmarinen Mutual Pension Insurance Company (5.1%).

Events after the review period

Gypsum pond leakage

On 7 April 2013, Talvivaara detected a leakage at the gypsum pond of the mine. The leakage was successfully stemmed on 9 April 2013. All leakage water was contained within the safety dams in the mine area, and Talvivaara estimates that the total volume of water that escaped from the gypsum pond was less than 400,000 m3. The leakage water will be treated at the Southern water treatment unit together with other excess waters, and following purification it will be discharged into the environment. Talvivaara's metals recovery plant was shut down for approximately one week following the leak, while pumping arrangements were being altered such that water purification capacity at the plant could be maximized and as much as possible of the treated water could also be discharged to the Northern direction. New arrangements for the safe utilization of the gypsum ponds following the leak were also implemented.

Completion of the rights issue

On 15 April 2013, Talvivaara announced the final results of the rights issue to raise approximately EUR 261 million in gross proceeds. All 1,633,857,840 new shares offered in the rights offering 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 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. The new shares were registered with the Finnish Trade Register on 16 April 2013 and trading with the shares commenced on 17 April 2013.

As a result of the rights offering, the total number of shares in Talvivaara increased to 1,906,167,480 shares. The offer shares 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 16 April 2013.

Cancellation of temporary lay-offs and re-start of mining

On 17 April 2013, Talvivaara announced the termination of the temporary lay-offs it had started in February 2013 in order to re-start currently suspended mining and materials handling operations during May 2013. The Company will commence mining at the Northern end of the Kuusilampi open pit, where the water level has declined such that preparations for the re-start of mining and crushing operations can commence. The open pit will continue to serve as water management safety capacity despite the commencement of preparations for re-starting mine production.

The re-start of ore production approximately 1.5 months in advance of earlier plans improves the overall water balance of the mine, as new ore absorbs a significant amount of water, approximately 10-15% of ore mass, at the stacking phase. Adding new ore to the leaching process earlier than anticipated also supports the achievement of the Company's production targets and the progress of ramp-up in accordance with plans.

The cancellation of the temporary lay-offs impacts 184 employees. Over half of the planned lay-offs had been carried out since February, as approximately 121 employees were temporarily laid off during February - April.

Short-term outlook

Operational outlook

Talvivaara continues to anticipate producing approximately 18,000t of nickel and 39,000t of zinc in 2013. Metals production will continue to be impacted by water balance issues in the first half of the year, but is expected to return to a clear ramp-up during the remainder of the year driven by the re-start of ore production in May, approximately 1.5 months earlier than previously anticipated.

Market outlook

The LME nickel price reached a level of USD 18,000-19,000/t in late January and early February, driven by encouraging macroeconomic trends in China and globally as well as abating concerns over the European sovereign debt situation. However, the nickel price declined back to around USD 16,000/t by early April. Concerns over stainless steel utilisation rates and the build-up of global nickel inventories have weighed on the nickel price, as LME nickel inventories reached a record high of around 170,000t in April. Talvivaara expects nickel price volatility to remain elevated and the current high inventory levels and global economic uncertainty to limit the price upside in the near term.

In the longer term, Talvivaara foresees the nickel industry fundamentals to support favourable nickel price development, driven by increasing marginal cost of production across the nickel industry and lack of new committed nickel projects to replace depleting supply after the next few years. Talvivaara continues to see the longer term nickel price support level at around USD 20,000/t.

24 April 2012

Talvivaara Mining Company Plc.
Board of Directors

CONSOLIDATED INCOME STATEMENT
(all amounts in EUR '000)	Unaudited three months to 31 Mar 13	Unaudited three months to 31 Mar 12
Net sales	27,605	39,027
Other operating income	729	1,357
Changes in inventories of finished goods and work in progress	7,288	22,478
Materials and services	(22,614)	(34,921)
Personnel expenses	(7,285)	(7,819)
Depreciation, amortization, depletion and impairment charges	(13,099)	(12,664)
Other operating expenses	(12,612)	(18,889)
Operating profit (loss)	(19,988)	(11,431)
Finance income	339	1,717
Finance cost	(12,080)	(9,646)
Finance income (cost) (net)	(11,741)	(7,929)
Profit (loss) before income tax	(31,729)	(19,360)
Income tax expense	7,797	4,451
Profit (loss) for the period	(23,932)	(14,909)
Attributable to:
Owners of the parent	(24,865)	(13,561)
Non-controlling interest	933	(1,348)
	(23,932)	(14,909)
Earnings per share for profit (loss) attributable to the owners of the parent (expressed in EUR per share)
Basic and diluted	(0.09)	(0.06)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(all amounts in EUR '000)	Unaudited three months to 31 Mar 13	Unaudited three months to 31 Mar 12
Profit (loss) for the period	(23,932)	(14,909)
Other comprehensive income, net of tax	-	-
Total comprehensive income	(23,932)	(14,909)
Attributable to:
Owners of the parent	(24,865)	(13,561)
Non-controlling interest	933	(1,348)
	(23,932)	(14,909)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
	Unaudited	Audited
(all amounts in EUR '000)	31 Mar 13	31 Dec 12
ASSETS
Non-current assets
Property, plant and equipment	813,604	809,452
Biological assets	8,894	9,125
Intangible assets	7,021	7,014
Investments in associates	6,180	5,694
Deferred tax assets	61,340	52,588
Other receivables	4,979	2,940
Available-for-sale financial assets	2	2
	902,020	886,815
Current assets
Inventories	306,463	297,761
Trade receivables	22,400	32,174
Other receivables	7,406	7,980
Cash and cash equivalent	68,691	36,058
	404,960	373,973
Total assets	1,306,980	1,260,788
EQUITY AND LIABILITIES
Equity attributable to owners of the parent
Share capital	80	80
Share issue	49,463	-
Share premium	8,086	8,086
Other reserves	542,255	539,559
Retained earnings	(278,081)	(251,365)
	321,803	296,360
Non-controlling interest in equity	11,325	10,392
Total equity	333,128	306,752
Non-current liabilities
Borrowings	505,044	506,028
Advance payments	272,881	265,847
Other payables	239	228
Provisions	11,395	11,290
	789,559	783,393
Current liabilities
Borrowings	93,710	93,793
Advance payments	19,027	7,857
Trade payables	26,088	25,577
Other payables	35,089	27,178
Provisions	10,379	16,238
	184,293	170,643
Total liabilities	973,852	954,036
Total equity and liabilities	1,306,980	1,260,788

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
A Share capital
B Share issue
C Share premium
D Invested unrestricted equity
E Other reserves
F Retained earnings
G Total
H Non-controlling interest
I Total equity

(all amounts in EUR '000)	A	B	C	D	E	F	G	H	I
1 Jan 12	80	278	8,086	404,070	45,462	(151,129)	306,847	15,733	322, 580
Profit (loss) for the period	-	-	-	-	-	(13,561)	(13,561)	(1,348)	(14, 909)
Other comprehensive income
- Other comprehensive income	-	-	-	-	-	-	-	-	-
Total comprehensive income for the period	-	-	-	-	-	(13,561)	(13,561)	(1,348)	(14, 909)
Transactions with owners
Stock options	-	(278)	-	579	-	-	301	-	301
Perpetual capital loan	-	-	-	-	2,353	(1,777)	576	109	685
Share issue	-	-	-	81,534	-	-	81,534	-	81, 534
Incentive arrangement for Executive Management	-	-	-	-	23	-	23	-	23
Employee share option scheme
- value of employee services	-	-	-	-	1,106	-	1,106	-	1, 106
Total contribution by and distribution to owners	-	(278)	-	82,113	3,482	(1,777)	83,540	109	83, 649
Total transactions with owners	-	(278)	-	82,113	3,482	(1,777)	83,540	109	83, 649
31 Mar 12	80	-	8,086	486,183	48,944	(166,467)	376,826	14,494	391, 320

31 Dec 12	80	-	8,086	490,749	48,810	(251,365)	296,360	10,392	306, 752
1 Jan 13	80	-	8,086	490,749	48,810	(251,365)	296,360	10,392	306, 752
Profit (loss) for the period	-	-	-	-	-	(24,865)	(24,865)	933	(23, 932)
Other comprehensive income
- Other comprehensive income	-	-	-	-	-	-	-	-	-
Total comprehensive income for the period	-	-	-	-	-	(24,865)	(24,865)	933	(23, 932)
Transactions with owners
Perpetual capital loan	-	-	-	-	2,612	(1,851)	761	-	761
Rights issue	-	49,463	-	-	-	-	49,463	-	49, 463
Incentive arrangement for Executive Management	-	-	-	-	23	-	23	-	23
Employee share option scheme
- value of employee services	-	-	-	-	61	-	61	-	61
Total contribution by and distribution to owners	-	49,463	-	-	2,696	(1,851)	50,308	-	50, 308
Total transactions with owners	-	49,463	-	-	2,696	(1,851)	50,308	-	50, 308
31 Mar 13	80	49,463	8,086	490,749	51,506	(278,081)	321,803	11,325	333, 128

CONSOLIDATED STATEMENT OF CASH FLOWS
(all amounts in EUR '000)	Unaudited three months to 31 Mar 13	Unaudited three months to 31 Mar 12
Cash flows from operating activities
Profit (loss) for the period	(23,932)	(14,909)
Adjustments for
Tax	(7,797)	(4,451)
Depreciation and amortization	13,099	12,664
Other non-cash income and expenses	(10,156)	(5,785)
Interest income	(339)	(1,717)
Fair value gains on financial assets at fair value through profit or loss	-	(5)
Interest expense	12,080	9,646
	(17,045)	(4,557)
Change in working capital
Decrease(+)/increase(-) in other receivables	8,291	14,707
Decrease (+)/increase (-) in inventories	(8,702)	(27,825)
Decrease(-)/increase(+) in trade and other payables	(4,305)	(12,558)
Change in working capital	(4,716)	(25,676)
	(21,761)	(30,233)
Interest and other finance cost paid	(310)	(841)
Interest and other finance income	213	225
Net cash generated (used) in operating activities	(21,858)	(30,849)
Cash flows from investing activities
Investments in associates	(486)	-
Purchases of property, plant and equipment	(17,085)	(14,571)
Purchases of biological assets	(52)	-
Purchases of intangible assets	(176)	(93)
Proceeds from sale of property, plant and equipment	-	18
Proceeds from sale of biological assets	92	-
Purchases of available-for-sale financial assets		(3,571)
Net cash generated (used) in investing activities	(17,707)	(18,217)
Cash flows from financing activities
Proceeds from share issue net of transactions costs	54,035	81,177
Realised stock options	-	301
Proceeds from interest-bearing liabilities	-	20,000
Proceeds from advance payments	19,480	1,787
Payment of interest-bearing liabilities	(1,317)	(8,269)
Net cash generated (used) in financing activities	72,198	94,996
Net increase (decrease) in cash and cash equivalents	32,633	45,930
Cash and cash equivalents at beginning of the period	36,058	40,019
Cash and cash equivalents at end of the period	68,691	85,949

NOTES

1. Basis of preparation

This interim report has been prepared in compliance with IAS 34.

The interim financial information set out herein has been prepared on the same basis and using the same accounting policies as were applied in drawing up the Group's statutory financial statements for the year ended 31 December 2012.

2. Property, plant and equipment
(all amounts in EUR '000)	Machinery and equipment	Construction in progress	Land and buildings	Other tangible assets	Total
Gross carrying amount at 1 Jan 13	376,741	114,378	281,209	229,479	1,001,807
Additions	82	16,995	8	-	17,085
Transfers	8,148	(12,699)	695	3,856	-
Gross carrying amount at 31 Mar 13	384,971	118,674	281,912	233,335	1,018,892
Accumulated depreciation and impairment losses at 1 Jan 13	96,677	-	44,918	50,760	192,355
Depreciation for the period	7,666	-	3,151	2,116	12,933
Accumulated depreciation and impairment losses at 31 Mar 13	104,343	-	48,069	52,876	205,288
Carrying amount at 1 Jan 13	280,064	114,378	236,291	178,719	809,452
Carrying amount at 31 Mar 13	280,628	118,674	233,843	180,459	813,604

3. Trade receivables
(all amounts in EUR '000)
	31 Mar 13	31 Dec 12
Nickel-Cobalt sulphide	16,459	25,254
Zinc sulphide	5,941	6,912
Copper sulphide	-	8
Total trade receivables	22,400	32,174

4. Inventories
(all amounts in EUR '000)
	31 Mar 13	31 Dec 12
Raw materials and consumables	22,491	21,077
Work in progress	280,148	272,775
Finished products	3,824	3,909
Total inventories	306,463	297,761

5. Borrowings
(all amounts in EUR '000)
Non-current	31 Mar 13	31 Dec 12
Capital loans	1,405	1,405
Investment and Working Capital loan	51,642	51,600
Senior Unsecured Bonds due 2017	108,745	108,683
Revolving Credit Facility	69,539	69,451
Senior Unsecured Convertible Bonds due 2015	228,157	225,875
Finance lease liabilities	28,608	30,748
Other	16,948	18,266
	505,044	506,028
Current
Investment and Working Capital loan	6,430	6,430
Senior Unsecured Convertible Bonds due 2013	76,503	75,805
Finance lease liabilities	10,777	11,558
	93,710	93,793

Total borrowings	598,754	599,821

6. Advance payments
(all amounts in EUR '000)
Non-current	31 Mar 13	31 Dec 12
Deferred zinc sales revenue	218,953	219,385
Deferred uranium sales revenue	53,928	46,462
	272,881	265,847
Current
Deferred zinc sales revenue	19,014	7,790
Other	13	67
	19,027	7,857

Total advance payments	291,908	273,704

7. Provisions
	Gypsum pond leakage	Water balance management		Environmental restoration		Mining fee	Total
31 Dec 12	12,156	9,082		6,136		154	27,528
Charged/(credited) to the income statement:
Additional provisions	-	-		88		9	97
Unwinding of discount	-	-		8		-	8
Used during the period	(3,535)	(2,324)		-		-	(5,859)
31 Mar 13	8,621	6,758		6,232		163	21,774
The non-current and current portions of provisions are as follows:
			31 Mar 13		31 Dec 12
Non-current
Gypsum pond leakage			5,000		5,000
Environmental restoration			6,232		6,136
Mining fee			163		154
			11,395		11,290
Current
Gypsum pond leakage			3,621		7,156
Water balance management			6,758		9,082
			10,379		16,238
Total			21,774		27,528

8. Changes in the number of shares issued
	Number of shares
31 Dec 12	272,309,640
Changes	-
31 Mar 13	272,309,640

9. Contingencies and commitments
(all amounts in EUR '000)
The future aggregate minimum lease payments under non cancellable
operating leases
	31 Mar 13	31 Dec 12
Not later than 1 year	1,825	1,910
Later than 1 year and not later than 5 years	882	1,036
Later than 5 years	47	47
	2,754	2,993

Capital commitments

At 31 March 2013, the Group had capital commitments amounting to EUR 13.1 million (31 December 2012: EUR 15.1 million) principally relating to the completion of the Talvivaara mine, improving the reliability and expansion of production capacity. These commitments are for the acquisition of new property, plant and equipment.

Key financial figures of the Group
		Three months to 31 Mar 13	Three months to 31 Mar 12	Twelve months to 31 Dec 12
Net sales	EUR '000	27,605	39,027	142,948
Operating profit (loss)	EUR '000	(19,988)	(11,431)	(83,588)
Operating profit (loss) percentage		-72.4 %	-29.3 %	-58.5 %
Profit (loss) before tax	EUR '000	(31,729)	(19,360)	(129,292)
Profit (loss) for the period	EUR '000	(23,932)	(14,909)	(103,911)
Return on equity		-7.5 %	-4.2 %	-33.0 %
Equity-to-assets ratio		25.5 %	31.8 %	24.3 %
Net interest-bearing debt	EUR '000	530,063	422,235	563,763
Debt-to-equity ratio		159.1 %	107.9 %	183.8 %
Return on investment		-1.3 %	-0.6 %	-6.7 %
Capital expenditure	EUR '000	17,313	14,664	97,451
Property, plant and equipment	EUR '000	813,604	765,652	809,452
Borrowings	EUR '000	598,754	508,184	599,821
Cash and cash equivalents at the end of the period	EUR '000	68,691	85,949	36,058

Share-related key figures
		Three months to 31 Mar 13	Three months to 31 Mar 12	Twelve months to 31 Dec 12
Earnings per share	EUR	(0.09)	(0.06)	(0.38)
Equity per share¹	EUR	1.00	1.51	1.11
Development of share price at London Stock Exchange
Average trading price²	EUR	0.53	3.53	2.50
	GBP	0.45	2.94	2.02
Lowest trading price²	EUR	0.21	2.82	1.03
	GBP	0.18	2.35	0.83
Highest trading price²	EUR	1.33	4.30	4.43
	GBP	1.14	3.59	3.59
Trading price at the end of the period³	EUR	0.25	2.89	1.25
	GBP	0.21	2.41	1.02
Change during the period		-79.7 %	20.4 %	-48.8 %
Price-earnings ratio		neg.	neg.	neg.
Market capitalization at the end of the period⁴	EUR '000	66,821	781,369	341,597
	GBP '000	56,504	651,584	278,777
Development in trading volume
Trading volume	1000 shares	42,435	37,271	103,218
In relation to weighted average number of shares		15.6 %	14.9 %	38.7 %
Development of share price at OMX Helsinki
Average trading price	EUR	0.63	3.51	2.31
Lowest trading price	EUR	0.22	2.64	1.08
Highest trading price	EUR	1.39	4.35	4.35
Trading price at the end of the period	EUR	0.23	2.91	1.24
Change during the period		-81.7 %	16.7 %	-50.2 %
Price-earnings ratio		neg.	neg.	neg.
Market capitalization at the end of the period	EUR '000	61,814	786,880	338,209
Development in trading volume
Trading volume	1000 shares	113,082	68,673	209,565
In relation to weighted average number of shares		41.5 %	27.5 %	78.5 %
Adjusted average number of shares		272,309,640	249,665,643	266,846,084
Fully diluted average number of shares		271,205,640	249,665,643	265,742,084
Number of shares at the end of the period		272,309,640	270,591,300	272,309,640

¹⁾ The funds entered into share issue reserve are not included in the calculation.
²⁾ Trading price is calculated on the average of EUR/GBP exchange rates published by the European Central Bank during the period.
³⁾ Trading price is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.
⁴⁾ Market capitalization is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.

Employee-related key figures
		Three months to 31 Mar 13	Three months to 31 Mar 12	Twelve months to 31 Dec 12
Wages and salaries	EUR '000	6,031	6,581	23,080
Average number of employees		586	483	547
Number of employees at the end of the period		583	498	588

Other figures
	Three months to 31 Mar 13	Three months to 31 Mar 12	Twelve months to 31 Dec 12
Share options outstanding at the end of the period	3,674,500	4,665,064	5,958,837
Number of shares to be issued against the outstanding share options	3,674,500	4,665,064	5,958,837
Rights to vote of shares to be issued against the outstanding share options	1.3 %	1.7 %	2.1 %

Talvivaara Mining Company Plc
Key financial figures of the Group

Return on equity	Profit (loss) for the period
	(Total equity at the beginning of period + Total equity at the end of period)/2

Equity-to-assets ratio	Total equity
	Total assets

Net interest-bearing debt	Interest-bearing debt - Cash and cash equivalent

Debt-to-equity ratio	Net interest-bearing debt
	Total equity

Return on investment	Profit (loss) for the period + Finance cost
	(Total equity at the beginning of period + Total equity at the end of period)/2 + (Borrowings at the beginning of period + Borrowings at the end of period)/2

Share-related key figures

Earnings per share	Profit (loss) attributable to equity holders of the Company
	Adjusted average number of shares

Equity per share	Equity attributable to equity holders of the Company
	Adjusted average number of shares

Talvivaara Mining Company Plc cancels temporary lay-offs in order to re-start mining

Wed, 17 Apr 2013 16:22:03 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
17 April 2013

Talvivaara cancels temporary lay-offs in order to re-start mining

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") terminates the temporary lay-offs it started in February 2013 in order to re-start currently suspended mining and materials handling operations during May 2013. The Company will commence mining at the Northern end of the Kuusilampi open pit, where the water level has declined such that preparations for the re-start of mining and crushing operations can commence. The open pit will continue to serve as water management safety capacity despite the commencement of preparations for re-starting mine production.

The re-start of ore production approximately 1.5 months in advance of earlier plans improves the overall water balance of the mine, as new ore absorbs a significant amount of water, approximately 10-15% of ore mass, at the stacking phase. For example, ten million tonnes of new ore ties up approximately one million cubic metres of water. Adding new ore to the leaching process earlier than anticipated also supports the achievement of the Company's production targets and the progress of ramp-up in accordance with plans.

The cancellation of the temporary lay-offs impacts 184 employees. Over half of the planned lay-offs have been carried out since February, as approximately 121 employees were temporarily laid off during February - April.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Harri Natunen, COO

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.

Talvivaara Mining Company Plc: Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Tue, 16 Apr 2013 10:56:36 +0300

Stock Exchange Release
Talvivaara Mining Company Plc.
16 April 2013

Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc. ("Talvivaara" or "Company") has today on 16 April 2013 received the attached flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act regarding the shares of Talvivaara from the CEO of the Company, Mr. Pekka Perä. The direct holding of Mr. Pekka Perä has decreased from 19.97% to 6.54% and the indirect holding from 0.42% to 0.13% and accordingly, the direct and indirect holdings in aggregate from 20.39% to 6.67% of shares and voting rights of the Company (below 10% and below 15 %). The indirect holding also includes the shares held by Talvivaara's management holding company, Talvivaara Management Oy (previously 1,104,000 shares and votes, currently 2,268,000 shares and votes), in which Pekka Perä exercises control with other insiders who have a duty to declare holdings.

Attachment:

Name of the target company

Talvivaara Mining Company Plc

Basis for the flagging obligation

Rights offering

Date of the change

16 April 2013

Holdings of the target company's voting rights and share capital

Current holding of Mr. Pekka Perä in Talvivaara is as follows:

Shares and voting rights attached to them

Number of shares		% of shares	Number of voting rights		% of voting rights
Direct	124,603,895	6.54%	124,603,895	6.54%
Indirect	2,563,932	0.13%	2,563,932	0.13%
Total	127,167,827	6.67%	127,167,827	6.67%

Enquiries

Talvivaara Mining Company Plc. Tel: +358 20 7129 800
Saila Miettinen-Lähde, Deputy CEO and Chief Financial Officer
Pekka Erkinheimo, Chief Commercial Officer

Talvivaara Mining Company Plc: Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Tue, 16 Apr 2013 10:21:37 +0300

Stock Exchange Release
Talvivaara Mining Company Plc.
16 April 2013

Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc ("Company") has today on 16 April 2013 received the attached flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act from Solidium Oy regarding the shares of Talvivaara Mining Company Plc. According to the notification the holdings of Solidium Oy have increased to 16.70% of shares and voting rights of the Company (above 10% and 15%).

Attachment:

Name of the target company

Talvivaara Mining Company Plc

Basis for the flagging obligation

Acquisition of shares

Date of the change

16 April 2013

Number of the shares and voting rights preceding the triggering transaction:

24,210,053 shares and voting rights

Number of the shares and voting rights following the triggering transaction:
318,329,000 shares and voting rights corresponding to 16.70% of the shares and voting rights of the Company

Name of shareholder and business identification code

Solidium Oy, Business ID 2245475-9

Enquiries

Talvivaara Mining Company Plc. Tel: +358 20 7129 800
Saila Miettinen-Lähde, Deputy CEO and Chief Financial Officer
Pekka Erkinheimo, Chief Commercial Officer

Talvivaara Mining Company Plc: New shares registered with the Finnish Trade Register

Tue, 16 Apr 2013 09:12:40 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
16 April 2013

Talvivaara Mining Company Plc
New shares registered with the Finnish Trade Register

All 1,633,857,840 new shares offered in Talvivaara Mining Company Plc's ("Talvivaara") rights offering (the "Offer Shares") have been registered with the Finnish Trade Register on 16 April 2013. Following the registration of the Offer Shares, the total number of shares in Talvivaara is 1,906,167,480. 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.

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.

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 Plc: Final results of the rights offering

Mon, 15 Apr 2013 15:28:41 +0300

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

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 Mining Company Plc: Talvivaara's Rights Offering - Important Dates

Fri, 12 Apr 2013 21:26:01 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
12 April 2013

Talvivaara's Rights Offering - Important Dates

Due to the supplement issued by Talvivaara Mining Company Plc (the "Company") on 9 April 2013 to its prospectus dated 12 March 2013, the following presents certain amended important dates in respect of the Company's approximately EUR 261 million rights offering:

Final result of the rights offering announced: on or about 15 April 2013
Offer shares registered with the Finnish Trade Register: on or about 16 April 2013
Trading in offer shares begins: 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

DISCLAIMER

Talvivaara Mining Company Plc: Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Fri, 12 Apr 2013 08:59:55 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
12 April 2013

Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") has on 11 April 2013 received the attached flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act regarding the shares of Talvivaara. According to the notification, Ilmarinen Mutual Pension Insurance Company ("Ilmarinen") has on 11 April 2013 sold its entire shareholding in Talvivaara. In addition, Ilmarinen does not hold Talvivaara's convertible bonds. Additionally, Ilmarinen has on 11 April 2013 cancelled its rights issue share subscriptions in the Company. According to the notification, Ilmarinen's ownership has declined to below one twentieth (below 5%).

Attachment:

Name of target company

Talvivaara Mining Company Plc

2. Basis for the flagging obligation
Share transactions and cancellation of rights issue subscription

Date of transaction

11 April 2013

Number of shares and voting rights preceding the triggering transaction

According to the notification, before the share transactions and subscription cancellation Ilmarinen owned Talvivaara's shares and voting rights as follows:
- Shares (ISIN code FI0009014716) 1824631
- Interim shares (ISIN code FI4000060967) 100 942122

5. Name of shareholder and business identification code
Ilmarinen Mutual Pension Insurance Company, business ID 0107638-1

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara's rights offering oversubscribed by the end of the subscription period

Tue, 09 Apr 2013 23:18:56 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
9 April 2013

Talvivaara's rights offering oversubscribed by the end of the subscription period

Based on subscriptions made by the end of the subscription period, Talvivaara Mining Company Plc's ("Talvivaara") approximately EUR 261 million rights offering was oversubscribed. Subscriptions were received in respect of approximately 1 579 million offered shares pursuant to subscription rights, representing 96.7 per cent of the 1 633 857 840 offered shares. Taking into account the subscriptions received without subscription rights in the secondary subscription the offering was significantly oversubscribed by the end of the subscription period.

The subscription period for the rights offering ended on 5 April 2013 and trading in interim shares (TLV1VN0113), representing the offer shares subscribed for pursuant to subscription rights, commenced on 8 April 2013.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

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

Tue, 09 Apr 2013 23:16:31 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
9 April 2013

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

DISCLAIMER

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 m³ of water has leaked from the pond by now and that the remaining water volume in the pond section is approximately 370,000 m³. The safety capacity at Talvivaara's Southern water treatment unit is currently approximately 1,000,000 m³ 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 m³/h and the discharge rate is estimated to be further increased to approximately 1,500 m³/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 m³. The total water volume of the pond section where the leakage occurred is estimated at approximately 620,000 m³. 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 m³/h and the flow rate will be further increased to a level of 1,500 m³/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.

Talvivaara Gypsum pond leakage has been stemmed

Tue, 09 Apr 2013 11:29:28 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
9 April 2013

Gypsum pond leakage has been stemmed

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 m3. The total water volume of the pond section where the leakage occurred is estimated at approximately 620,000 m3. 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 m3/h and the flow rate will be further increased to a level of 1,500 m3/h to ensure sufficient safety capacity.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc: Leakage detected at Talvivaara mine's gypsum pond

Mon, 08 Apr 2013 10:55:04 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
8 April 2013

Leakage detected at Talvivaara mine's gypsum pond
- safety capacity in dams and water treatment capacity sufficient to manage the leakage

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 m3 of water has leaked from the pond by now and that the remaining water volume in the pond section is approximately 370,000 m3. The safety capacity at Talvivaara's Southern water treatment unit is currently approximately 1,000,000 m3 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 m3/h and the discharge rate is estimated to be further increased to approximately 1,500 m3/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 maximizing safety capacity in dams through improving dam structures, increasing water neutralization 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 neutralized 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 maximized and as much as possible of treated water can also be discharged to the Northern direction.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara: Share Subscriptions by Pekka Perä, the CEO of Talvivaara

Thu, 04 Apr 2013 15:49:27 +0300

Stock Exchange Release
Talvivaara Mining Company Plc
4 April 2013

Talvivaara Mining Company Plc

Share Subscriptions by Pekka Perä, the CEO of Talvivaara

As disclosed in the shareholders' circular dated 14 February 2013 and the prospectus dated 12 March 2013 prepared in connection with the rights issue announced by Talvivaara on 8 March 2013, Pekka Perä, the CEO of Talvivaara Mining Company Plc, agreed to subscribe for 31,250,000 new shares (corresponding to a total subscription price of EUR 5 million) and such number of additional new shares at an aggregate subscription price that is equal to 76 per cent of any net proceeds received by him from the sale of (a) any subscription rights and (b) any shares prior to the end of the subscription period.

Mr. Perä has informed Talvivaara that he has today subscribed for a total of 70230 960 new shares in the rights issue at the subscription price of EUR 0.16 per share, representing the total subscription commitment of EUR 5 million plus the net proceeds raised by Mr. Perä through the sale of 1,892,225 shares and the net amount of 44,560,000 subscription rights sold by Mr. Perä during the trading period in the subscription rights. Following these subscriptions, Mr. Perä owns an aggregate of 124603 895 shares in Talvivaara.

Enquiries

Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, Chief Executive Officer
Saila Miettinen-Lähde, Deputy CEO and CFO

DISCLAIMER
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: Correction to flagging notification in accordance with Chap. 9 Sec. 5 of the Finnish Securities Market Act

Wed, 27 Mar 2013 13:52:02 +0200

Stock Exchange Release
Talvivaara Mining Company Plc.
27 March 2013

Correction to the stock exchange release concerning flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") amends the 25 March 2013 stock exchange release concerning the flagging notification in accordance with Chapter 9 of Section 5 of the Finnish Securities Market Act with information on share options and shares held indirectly by Pekka Perä.

The indirect holding has remained unchanged (1,146,276 shares, representing 0.42% of the shares and votes in the Company). The indirect holding also includes the shares held by Talvivaara's management holding company, Talvivaara Management Oy (1,104,000 shares and votes), in which Pekka Perä exercises control with other insiders who have a duty to declare holdings.

Following the share transactions, the aggregate amount of the direct and indirect holdings of Pekka Perä is 55,519,211 shares representing 20.39% of the shares and votes in the Company. The direct holdings of Pekka Perä amount to 54,372,935 shares and votes in the Company (19.97%). In addition, Pekka Perä continues to hold 24,000 option rights 2007B. The aggregate amount of the holdings, including the direct and indirect holdings and the options referred to above, is 55,543,211 shares and votes, representing 20.40% of the shares and votes of the Company.

Enquiries

Talvivaara Mining Company Plc. Tel: +358 20 7129 800
Saila Miettinen-Lähde, Deputy CEO and Chief Financial Officer
Pekka Erkinheimo, Chief Commercial Officer

Talvivaara Mining Company Plc Online Annual Report 2012 Published

Wed, 27 Mar 2013 09:44:34 +0200

Stock Exchange Release

Talvivaara Mining Company Plc.

27 March 2013

Talvivaara Mining Company Plc Online Annual Report 2012 Published

Talvivaara Mining Company Plc. ("Talvivaara") has today published its online Annual Report 2012. The Annual Report is available as PDF-file on the Talvivaara corporate website at:
www.talvivaara.com/financial-reports

Enquiries:

Talvivaara Mining Company Plc tel. +358 20 712 9800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc : Notice of AGM 2013

Mon, 25 Mar 2013 19:10:37 +0200

NOTICE TO THE ANNUAL GENERAL MEETING

Notice is given to the shareholders of Talvivaara Mining Company Plc to the Annual General Meeting to be held on 2 May 2013 at 10.00 a.m. (Finnish time) in Helsinki at Finlandia Hall, Mannerheimintie 13 e, FI-00100 Helsinki, Finland. The reception of persons who have registered for the meeting and the distribution of voting tickets will commence at 9.00 a.m. (Finnish time).

A. Matters on the agenda of the Annual General Meeting

At the Annual General Meeting, the following matters will be considered:

1. Opening of the meeting

2. Calling the meeting to order

3. Election of persons to scrutinize the minutes and to supervise the counting of votes

4. Recording the legality of the meeting

5. Recording the attendance at the meeting and adoption of the list of votes

6. Presentation of the Financial Statements, the Board of Directors' Review and the Auditor's Report for the year 2012
· Review by the CEO

7. Adoption of the Financial Statements

8. Resolution on measures to be taken owing to the result of the financial period and the payment of dividend

The Board of Directors proposes that no dividend is paid for 2012 and that the loss of the financial period is entered into the company's profit/loss account on the balance sheet.

9. Resolution on the discharge of the members of the Board of Directors and the CEO from liability

10. Resolution on the remuneration of the members of the Board of Directors

The Remuneration Committee proposes that the fee payable to the members of the Board of Directors for the term until the close of the Annual General Meeting in 2014 be as follows: Chairman of the Board of Directors: EUR 120,000/year, Deputy Chairman (Senior Independent Director): EUR 69,000/year, Chairmen of the Board Committees: EUR 69,000/year, other Non-Executive Directors: EUR 48,000/year and Executive Directors EUR 48,000/year. The remuneration of the Executive Directors is included in their base salary, and it is not paid out separately. To the extent a member of the Board has several positions, such member is entitled only to one (the highest) annual fee payable among such positions while the other fee(s) is/are forfeited.

11. Resolution on the number of members of the Board of Directors

The Nomination Committee of the Board of Directors proposes to the Annual General Meeting that the number of the members of the Board of Directors is confirmed to be nine (9).

12. Election of members of the Board of Directors

The Nomination Committee proposes to the Annual General Meeting of Shareholders that Mr. Tapani Järvinen, Mr. Pekka Perä, Mr. Graham Titcombe, Mr. Edward Haslam, Ms. Eileen Carr, Mr. Stuart Murray, Mr. Michael Rawlinson and Ms. Kirsi Sormunen be re-elected, and that Ms. Maija-Liisa Friman be elected as a new member to the Board.

13. Resolution on the remuneration of the Auditor

The Audit Committee of the Board of Directors proposes that the Auditor be reimbursed according to the auditor's approved invoice.

14. Election of Auditor

The Audit Committee of the Board of Directors proposes that authorised public accountants PricewaterhouseCoopers Oy be elected as Auditor. PricewaterhouseCoopers Oy has confirmed that in the event it is re-elected as auditor, the auditor with principal responsibility will be Ms. Ylva Eriksson.

15. Board's proposal for establishment of a Shareholders' Nomination Panel

The Board of Directors proposes to the Annual General Meeting to establish a Shareholders' Nomination Panel to prepare proposals for the election and remuneration of the members of the Board of Directors to General Meetings. In addition, the Board of Directors proposes the adoption of the Charter of the Shareholders' Nomination Panel.

According to the proposal, the Shareholders' Nomination Panel comprises of four members nominated by shareholders and the Chairman of the Board of Directors and one other member of the Board of Directors appointed by the Board. The Shareholders' Nomination Panel will elect a Chairman from amongst its members. The right to nominate the shareholder representatives lies with those four shareholders whose share of all the voting rights in the company is the largest on the last working day of September preceding the next Annual General Meeting. The largest shareholders are determined on the basis of the shareholders' register of the company held by Euroclear Finland Ltd. However, holdings by a shareholder who, under the Finnish Securities Market Act, has the obligation to disclose changes in shareholdings (flagging obligation) that are divided into several funds or registers, will be summed up when calculating the share of all the voting rights, provided that such shareholder presents a written request to that effect to the Chairman of the company's Board of Directors no later than on the penultimate working day of September preceding the Annual General Meeting. Should a shareholder not wish to use its nomination right, the right transfers to the next largest shareholder, who would otherwise not have a nomination right.

16. Board's proposal to amend article 8 of the Articles of Association

The Board of Directors proposes that, should the Annual General Meeting resolve to establish a Shareholders' Nomination Panel referred to in section 15 above, the Annual General Meeting resolves to amend article 8 of the company's Articles of Association to correspond to the changes to be made to the duties of the Board Committees and the current practices applied by the company.

Following the proposed amendment the article 8 would in its entirety read as follows:

8 § Committees

The company has at least the following committees for which the Board of Directors will establish the number of members, the detailed tasks and terms of reference.

The company shall have an audit committee consisting of at least three (3) members from amongst the members of the Board of Directors, with the task to supervise and develop the internal control of the company and to oversee the statutory audit and consider the independence, effectiveness and objectivity of the external auditors, including the nature and extent of non-audit services provided as well as advice and make recommendations to the Board of Directors and the shareholders' meeting on issues related thereto.
The company shall have a nomination and governance committee consisting of at least three (3) members from amongst the members of the Board of Directors. The task of the nomination committee is, within its powers, to supervise and develop the nomination of new members of the Board of Directors and to oversee, review and, if necessary, develop company's policies and practices concerned with corporate governance and disclosure.
The company shall have a remuneration committee consisting of at least three (3) members from amongst the members of the Board of Directors. The committee's task is to supervise, follow up and develop the remunerations paid to the management and to supervise, follow up and develop any other remuneration or reward system of the company.

17. Closing of the meeting

B. Documents of the Annual General Meeting

The proposals for the decisions on the matters on the agenda of the Annual General Meeting, this notice as well as the Financial Statements, the Board of Directors' Review and the Auditor's Report of Talvivaara Mining Company Plc are available on the company's website at www.talvivaara.com/investors/General_Meeting/agm-2013no later than 3 April 2013. The proposals for decisions and the other above-mentioned documents are also available at the meeting. Copies of these documents and of this notice will be sent to shareholders upon request. The minutes of the meeting will be available on the above-mentioned website as from 16 May 2013.

C. Instructions for the participants in the Annual General Meeting

1. Shareholders registered in the shareholders' register

Each shareholder, who is registered on 19 April 2013 in the shareholders' register of the company held by Euroclear Finland Ltd., has the right to participate in the Annual General Meeting. A shareholder, whose shares are registered on his/her personal Finnish book-entry account, is registered in the shareholders' register of the company.

A shareholder, who is registered in the shareholders' register of the company and who wants to participate in the Annual General Meeting, shall register for the meeting no later than 26 April 2013 at 4.00 p.m. (Finnish time) by giving a prior notice of participation. The notice has to be received by the company before the end of the registration period. Such notice can be given:

on the company's website www.talvivaara.com/home;
by e-mail agm(at)talvivaara.com;
by telefax +358 20 712 9801; or
by regular mail to Talvivaara Mining Company Plc, Ahventie 4 B, 5th floor, Espoo, FIN-02170 Finland.

In connection with the registration, a shareholder shall notify his/her name, personal identification number/Business ID, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal data given to Talvivaara Mining Company Plc is used only in connection with the Annual General Meeting and with the processing of related registrations. The shareholder, his/her authorized representative or proxy representative shall, where necessary, be able to prove his/her identity and/or right of representation.

2. Holders of nominee registered shares

A holder of nominee registered shares has the right to participate in the Annual General Meeting by virtue of such shares, based on which he/she on the record date of the Annual General Meeting, i.e. on 19 April 2013, would be entitled to be registered in the shareholders' register of the company held by Euroclear Finland Ltd. The right to participate in the Annual General Meeting requires, in addition, that the shareholder on the basis of such shares has been registered into the temporary shareholders' register held by Euroclear Finland Ltd. at the latest by 26 April 2013 by 10 a.m. (Finnish time). As regards nominee registered shares this constitutes due registration for the Annual General Meeting.

A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the temporary shareholder's register of the company, the issuing of proxy documents and registration for the Annual General Meeting from his/her custodian bank. The account management organization of the custodian bank has to register a holder of nominee registered shares, who wants to participate in the Annual General Meeting, into the temporary shareholders' register of the company at the latest by the time stated above.

3. Proxy representative and powers of attorney

A shareholder may participate in the Annual General Meeting and exercise his/her rights at the meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the Annual General Meeting. When a shareholder participates in the Annual General Meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the Annual General Meeting.

Possible proxy documents should be delivered in originals to Talvivaara Mining Company Plc, Ahventie 4 B, 5th floor, Espoo FIN-02170, Finland before the last date for registration.

4. Other instructions and information

Pursuant to chapter 5, section 25 of the Companies Act, a shareholder who is present at the general meeting has the right to request information with respect to the matters to be considered at the meeting.

On the date of this notice to the Annual General Meeting 25 March 2013, the total number of shares and votes in Talvivaara Mining Company Plc is 272,309,640 shares and votes.

The Annual General Meeting will be held in the Finnish language, but questions can also be presented in the English language.

Espoo 25 March 2013

TALVIVAARA MINING COMPANY PLC

The Board of Directors

Talvivaara Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Mon, 25 Mar 2013 12:00:17 +0200

Stock Exchange Release
Talvivaara Mining Company Plc.
25 March 2013

Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc. ("Talvivaara" or "Company") has today on 25 March 2013 received the attached flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act regarding the shares of Talvivaara from the CEO of the Company, Mr. Pekka Perä. Through share transactions concluded on 20 March and 22 March 2013, the personal holding of Mr. Pekka Perä has decreased from 56,265,160 shares (20.66%) to 54,372,935 shares, representing in aggregate 19.97 % of shares and voting rights of the Company (below 20 %).

Attachment:

Name of the target company

Talvivaara Mining Company Plc

Basis for the flagging obligation

Share transactions

Date of transaction

20 March and 22 March 2013

Holdings of the target company's voting rights and share capital

Current personal holding of Mr. Pekka Perä in Talvivaara is as follows:

Shares and voting rights attached to them
Number of shares	% of shares	Number of voting rights	% of voting rights
54,372,935	19.97%	54,372,935	19.97%

Enquiries

Talvivaara Mining Company Plc. Tel: +358 20 7129 800
Saila Miettinen-Lähde, Deputy CEO and Chief Financial Officer
Pekka Erkinheimo, Chief Commercial Officer

Update on Disposal of Subscription Rights and Shares by Talvivaara’s CEO Mr. Pekka Perä

Mon, 25 Mar 2013 10:06:36 +0200

Stock Exchange Release

Talvivaara Mining Company Plc

25 March 2013

Update on Disposal of Subscription Rights and Shares by Talvivaara’s CEO Mr. Pekka Perä

Talvivaara Mining Company Plc (the “Company”) today announces that Mr. Pekka Perä, the CEO of the Company, has informed the Company that he has successfully placed 47,960,000 subscription rights and 1,892,225 shares. Mr. Perä will use the proceeds of the disposal to subscribe for new shares in the Company pursuant to the terms of the rights issue announced on 8 March 2013. Following this disposal, Mr. Perä has indicated that he does not intend to sell any further subscription rights or shares.

Enquiries

Talvivaara Mining Company Plc Tel +358 20 7129 800

Pekka Perä, CEO

Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc

Disclaimer

Talvivaara Mining Company Plc : Publication of the Prospectus relating to the Rights Offering of Talvivaara

Wed, 13 Mar 2013 09:28:30 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
13 March 2013

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 WHICH, SUBJECT TO APPROVAL FROM THE FINNISH FINANCIAL SUPERVISORY AUTHORITY, IS EXPECTED TO BE PUBLISHED BY TALVIVAARA IN CONNECTION WITH THE OFFERING. COPIES OF THE PROSPECTUS WILL, FOLLOWING PUBLICATION AND DISTRIBUTION, BE AVAILABLE FROM TALVIVAARA'S REGISTERED OFFICE.

Talvivaara Mining Company Plc
Publication of the Prospectus relating to the Rights Offering of Talvivaara

Talvivaara Mining Company Plc (the "Company" or "Talvivaara") will publish the prospectus related to the rights offering of 1,633,857,840 new shares in the Company (the "Offering") today. The prospectus approved by the Finnish Financial Supervisory Authority will be available on Talvivaara's website www.talvivaara.com as of today and, on or about 14 March 2013, at the subscription places for the Offering. The English language version of the prospectus passported to the United Kingdom will be uploaded to the National Storage Mechanism and is expected to be available for inspection at www.hemscott.com/nsm later today.

The terms and conditions of the Offering were published in a separate stock exchange release on 8 March 2013.

Enquiries

Talvivaara Mining Company Plc Tel +358 20 7129 800

Pekka Perä, Chief Executive Officer

Saila Miettinen-Lähde, Deputy CEO and CFO

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 which, subject to approval from the Finnish Financial Supervisory Authority, which are expected to be published by Talvivaara in connection with the Offering. Copies of the prospectus will, following publication and distribution, be available from Talvivaara's registered office. Nothing in this announcement should be interpreted as a term or condition of the Offering.

Proposal of the Nomination Committee on the composition of Talvivaara's Board of Directors

Tue, 12 Mar 2013 09:42:51 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
12 March 2013

Proposal of the Nomination Committee on the composition of Talvivaara's Board of Directors

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") announces proposals by the Nomination Committee of the Company's Board of Directors to the Annual General Meeting for the number of members in and composition of the Board. Talvivaara's Annual General Meeting is provisionally scheduled to be held on 25 April 2013.

The Nomination Committee proposes that the number of members of the Board of Directors be nine.

The Committee proposes that present members of the Board, Mr. Tapani Järvinen, Mr. Pekka Perä, Mr. Graham Titcombe, Mr. Edward Haslam, Ms. Eileen Carr, Mr. Stuart Murray, Mr. Michael Rawlinson and Ms. Kirsi Sormunen, be re-elected, and that Ms. Maija-Liisa Friman be elected as a new member to the Board.

Ms. Maija-Liisa Friman (b. 1952), M.Sc. Chemical Engineering, was President and CEO of Aspocomp Group Oyj in 2004-2007, Managing Director of Vattenfall Oy in 2000-2004 and Managing Director of Gyproc Oy in 1993-2000. Friman is Chairman of the boards of Ekokem and Helsinki Deaconess Institute and Vice Chairman of the board of Neste Oil. In addition, she has board assignments in TeliaSonera, Finnair, LKAB and the Finnish Securities Market Association. She is also a partner of Boardman Oy.

Enquiries

Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Terms and Conditions of the Offering to raise approximately EUR 261 million

Fri, 08 Mar 2013 15:33:34 +0200


	Terms and Conditions of Offering to raise approximately MEUR 261 8.3.13

Stock Exchange Release

Talvivaara Mining Company Plc

8 March 2013

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 WHICH, SUBJECT TO APPROVAL FROM THE FINNISH FINANCIAL SUPERVISORY AUTHORITY, IS EXPECTED TO BE PUBLISHED BY TALVIVAARA IN CONNECTION WITH THE OFFERING. COPIES OF THE PROSPECTUS WILL, FOLLOWING PUBLICATION AND DISTRIBUTION, BE AVAILABLE FROM TALVIVAARA'S REGISTERED OFFICE.

Talvivaara Mining Company Plc

Terms and Conditions of the Offering to raise approximately EUR 261 million

Talvivaara Mining Company Plc (“Talvivaara” or the “Company”) today announces the terms in respect of its previously announced rights offering to raise approximately EUR 261 million (the “Offering”).

The Offering in Brief

• Rights offering to raise gross proceeds of approximately EUR 261 million

•Company to use proceeds for the continued ramp-up towards the full-scale production of 50,000tpa of nickel, improvement of its capital structure and ensuring its ability to repay or refinance its short- and medium-term indebtedness

• Six (6) new shares for each existing shares held on the record date, 13 March 2013

• Subscription price of EUR 0.16 per new share or new CDI

• Shares will trade ex-rights from 11 March 2013

• Trading in subscription rights commences on 18 March 2013 and ends on 27 March 2013

• Subscription period will commence on 18 March 2013

• Subscription period will end on 5 April 2013 for shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland Ltd

• Subscription period will end on 3 April 2013 for holders of the Company’s CDIs

• Fully underwritten through shareholder subscription commitments and bank underwriting

Overview

The board of directors of the Company (the “Board of Directors”) has decided on the offering of shares in the Company (“Shares”) pursuant to the authorisation granted by the extraordinary general meeting of shareholders in the Company on 8 March 2013. Pursuant to the decision of the Board of Directors on 8 March 2013, the Company intends to raise approximately EUR 261 million in gross proceeds by way of a rights offering to existing shareholders. A maximum of 1,633,857,840 new Shares (the “Offer Shares”) or CREST depository interests (“CDIs”) representing the Offer Shares (“New CDIs”) are offered for subscription on the terms and conditions set out below.

Shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland Ltd (“Euroclear Finland”) on 13 March 2013 (the “Record Date”) will receive one (1) subscription right (“Subscription Right”) for each existing Share (“Existing Share”) held on the Record Date. The Company’s CREST depository interest (“CDI”) holders (“CDI Shareholders”) who are registered in the Company’s CDI register maintained by CREST on the Record Date will receive one (1) Subscription Right for each CDI held on the Record Date (“Existing CDI”).

Each Subscription Right will entitle the holder to subscribe for six (6) Offer Shares or New CDIs at the subscription price of EUR 0.16 per Offer Share or New CDI (the “Subscription Price”). The Subscription Price represents, in effect:

• an 84.5 per cent discount to the closing price of an Existing Share; and

• a 43.7 per cent discount to the theoretical ex-rights price of an Existing Share,

in each case based on the closing price of EUR 1.031 on the Helsinki Stock Exchange on 7 March 2013. No fractions of the Offer Shares or New CDIs will be allotted and a Subscription Right cannot be exercised partially.

Shares will trade ex-rights from 11 March 2013. Trading of the Subscription Rights on the London Stock Exchange and on the Helsinki Stock Exchange commences on 18 March 2013 and expires on 27 March 2013. The subscription period for the Offer Shares (the “Share Subscription Period”) will commence on 18 March 2013 and expire at 8:00 p.m. (Finnish time) on 5 April 2013. The subscription period for the New CDIs (the “CDI Subscription Period”) will commence on 18 March 2013 and expire at 2:00 p.m. (London time) on 3 April 2013.

Assuming that the Offering is fully subscribed for, the Offer Shares would represent 600.0 per cent of the Existing Shares and related voting rights prior to the Offering and, following completion of the Offering, would represent 85.7 per cent of all Shares and related voting rights.

Existing shareholders of the Company and other investors can subscribe for Offer Shares without Subscription Rights (the “Secondary Subscription”). Offer Shares will be allocated to subscribers in the Secondary Subscription in the event that not all of the Offer Shares have been subscribed for pursuant to the exercise of Subscription Rights.

The Company will publish the preliminary results of the Offering in a stock exchange release on or about 10 April 2013. The final results of the Offering will be published in a stock exchange release on or about 12 April 2013.

The terms and conditions of the Offering together with instructions to shareholders are attached to this stock exchange release.

Publication of the Prospectus

In relation to the Offering, the Company has submitted a Finnish language prospectus for the approval of the Finnish Financial Supervisory Authority, and such prospectus is expected to be published on 13 March 2013. The prospectus will be published on Talvivaara’s website at www.talvivaara.com on or about 13 March 2013. In addition, the prospectus will be available at the branch offices of Nordea in Finland, on Nordea’s website at www.nordea.fi/sijoita, on Danske Bank’s website at www.danskebank.fi/sijoittajaesitteet as well as at the Helsinki Stock Exchange located at Fabianinkatu 14, FI-00100 Helsinki, Finland, on or about 13 March 2013.

Use of Proceeds

Assuming that all of the Offer Shares are subscribed for in the Offering, the gross proceeds received by the Company from the Offering will be approximately EUR 261 million.

Talvivaara will use the net proceeds of the Offering for the continued ramp-up towards the targeted full-scale production capacity of 50,000 tonnes of nickel per year in the medium to long term (including capital expenditure of approximately EUR 20 million for the water management measures and improvements in 2013), to improve its capital structure, to ensure its ability to repay or refinance its short- and medium-term indebtedness and to ensure that the Company has sufficient liquidity to repay at maturity the remaining outstanding amount of EUR 76.9 million of its convertible bonds due in May 2013, if there are no attractive refinancing options available at such time.

Subscription Commitments and Underwriting

Mr Pekka Perä, representing approximately 20.7 per cent of the Existing Shares, has irrevocably committed to subscribe for (i) approximately 31.3 million Offer Shares (corresponding a total subscription price of EUR 5 million) (the “Mr Perä Subscription Commitment”) and (ii) such number of additional Offer Shares with an aggregate subscription price that is equal to 76 per cent of any net proceeds received by him from the sale of (A) any Subscription Rights during the Share Subscription Period and (B) any Shares at any time prior to the end of the Share Subscription Period.

Solidium Oy (“Solidium”), representing approximately 8.9 per cent of the Existing Shares, has irrevocably committed to subscribe for approximately 145.3 million Offer Shares on the basis of the Subscription Rights allocated to it (the “Solidium Subscription Commitment”). In addition, Solidium has agreed to subscribe for any Offer Shares not otherwise subscribed and paid for pursuant to Subscription Rights or in the Secondary Subscription up to an aggregate subscription price of EUR 30 million (the “Solidium Subscription Guarantee”).

Varma Mutual Pension Insurance Company, representing approximately 8.7 per cent of the Existing Shares, has irrevocably committed to subscribe for approximately 142.2 million Offer Shares on the basis of the Subscription Rights allocated to it (together with the Mr Perä Subscription Commitment, the Solidium Subscription Commitment and the Solidium Subscription Guarantee, the “Shareholder Commitments”).

The Offering is being underwritten (save in respect of those Offer Shares that are subject to Shareholder Commitments) by J.P. Morgan Securities plc, Nordea Bank Finland Plc (“Nordea”, and together with J.P. Morgan Securities plc, the “Joint Global Coordinators”), BofA Merrill Lynch, BNP PARIBAS and Danske Bank A/S, Helsinki Branch (together with the Joint Global Coordinators, BofA Merrill Lynch and BNP PARIBAS, the “Joint Bookrunners”) in accordance with the terms and subject to the conditions of the underwriting agreement between the Company and the Joint Bookrunners.

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

As a consequence of the Offering, the Board of Directors decided today on an adjustment to the conversion prices of the Company’s convertible bonds due 2013 and 2015, subject to the Offering being executed in full as described in the terms and conditions of the Offering. The Board of Directors adjusted the conversion price in accordance with Condition 6(b)(iv) of the convertible bonds due 2013 from GBP 5.7931 (EUR 7.2703) to GBP 1.59 (EUR 2.00). The Board of Directors adjusted the conversion price in accordance with Condition 6(b)(iv) of the convertible bonds due 2015 from GBP 6.8937 (EUR 8.2117) to GBP 1.9000 (EUR 2.2633). The new conversion prices will become effective as of 8 April 2013, provided that the Offering is executed in full as described in the terms and conditions of the Offering. Assuming that the new conversion prices become effective, the total number of Shares that can be subscribed for on the basis of the convertible bonds due 2013 is 38,537,673 and on the basis of the convertible bonds due 2015 is 98,617,935.

Adjustment of the Terms and Conditions of the Option Schemes 2007 and 2011

As a consequence of the Offering, the Board of Directors has today adjusted the subscription price and the number of Shares that can be subscribed for through the exercise of the stock options 2007 and 2011 in accordance with the terms and conditions of the stock options 2007 and 2011. Provided that the Offering is executed in full as described in the terms and conditions of the Offering, (i) the subscription price for stock options 2007B will be adjusted to GBP 0.4924 per Share and the number of Shares that can be subscribed for through the exercise of the stock options 2007B will increase by 13,998,600 Shares; (ii) the subscription price for stock options 2007C will be 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; (iii) 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 (iv) the number of Shares that can be subscribed for through the exercise of the stock options 2011C will increase by 9,000,000 Shares. Stock options 2011A did not vest due to the determined vesting criteria not having been met. The subscription price for stock options 2011C will be determined at a later date in accordance with the terms and conditions of the programme.

The foregoing adjustment to the terms and conditions of the stock options 2007 and 2011 due to the Offering will become effective simultaneously with the registration of the Offer Shares issued in the Offering with the Finnish Trade Register on or about 15 April 2013, provided that the Offering is executed in full as described in the terms and conditions of the Offering. The stock options 2007 and 2011 do not entitle holders to participate in the Offering.

Important Dates

Board of Directors’ decision on the Offering and terms and conditions: 8 March 2013

Ex-rights date: 11 March 2013

Prospectus publication: 13 March 2013

Record Date: 13 March 2013

Share Subscription Period, CDI Subscription Period and trading in Subscription Rights begin: 18 March 2013

Trading in Subscription Rights ends: 27 March 2013

CDI Subscription Period ends: 3 April 2013

Share Subscription Period ends: 5 April 2013

Trading in interim shares representing Offer Shares (“Interim Shares”) and

CDIs representing Interim Shares begins: 8 April 2013

Preliminary result of the Offering announced: on or about 10 April 2013

Final result of the Offering announced: on or about 12 April 2013

Offer Shares registered with the Finnish Trade Register: on or about 15 April 2013

Trading in Offer Shares as Shares begins: on or about 16 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

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 which, subject to approval from the Finnish Financial Supervisory Authority, which are expected to be published by Talvivaara in connection with the Offering. Copies of the prospectus will, following publication and distribution, be available from Talvivaara's registered office. Nothing in this announcement should be interpreted as a term or condition of the Offering.

TERMS AND CONDITIONS OF THE OFFERING

Overview of the Offering

The board of directors (the “Board of Directors”) of Talvivaara Mining Company Plc (the “Company”) has decided on the offering of shares in the Company (“Shares”) pursuant to the authorisation granted by the extraordinary general meeting of shareholders in the Company on 8 March 2013. Pursuant to the decision of the Board of Directors on 8 March 2013, the Company intends to raise approximately EUR 261 million in gross proceeds by way of a right offering (the “Offering”) to existing shareholders to subscribe for 1,633,857,840 new Shares (the “Offer Shares”) on the terms and conditions set out below.

As a result of the Offering, the total number of Shares may, upon completion, increase from 272,309,640 Shares to a maximum of 1,906,167,480 Shares. Assuming that the Offering is fully subscribed for, the Offer Shares would represent 600.0 per cent of the Shares in existence (the “Existing Shares”) on 13 March 2013 (the “Record Date”) and related voting rights prior to the Offering and, following completion of the Offering, would represent 85.7 per cent of all Shares and related voting rights.

Subscription Rights

The Record Date for the Offering is 13 March 2013. The subscription rights granted in the Offering (the “Subscription Rights”) will be recorded on shareholders’ book-entry accounts on 13 March 2013.

Shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland Ltd (“Euroclear Finland”) on the Record Date will receive one (1) Subscription Right for each Existing Share held on the Record Date. One (1) Subscription Right will entitle the holder to subscribe for six (6) Offer Shares. No fractions of the Offer Shares or CREST depository interests (“CDIs”) representing Offer Shares (“New CDIs”) will be allotted and a Subscription Right cannot be exercised partially.

The Company’s CDI holders (“CDI Shareholders”) who are registered in the Company’s CDI register maintained by CREST on the Record Date will receive one (1) Subscription Right for each CDI held on the Record Date (“Existing CDI”). Six Security Services holds certain Existing Shares on behalf of CREST Depository Limited (the “CREST Depository”) and, accordingly, will receive Subscription Rights. Six Security Services will pass on the Subscription Rights in the form of representative instruments to the CREST Depository which, in turn, will issue Subscription Rights in the form of CDIs to CDI Shareholders in accordance with these terms and conditions and the terms of the deed poll.

No Subscription Rights will be allocated to the treasury Shares of the Company.

The Subscription Rights will be subject to trading on NASDAQ OMX Helsinki Ltd (the “Helsinki Stock Exchange”) and Subscription Rights, in the form of CDIs, will be admitted to trading on the main market for listed securities of London Stock Exchange plc (the “London Stock Exchange”). Trading in the Subscription Rights will commence on 18 March 2013.

Subscription Price

The subscription price (the “Subscription Price”) is EUR 0.16 per Offer Share or New CDI. The Subscription Price will be recorded in the invested unrestricted equity reserve of the Company.

Subscription Periods

The subscription period for the Offer Shares (the “Share Subscription Period”) will commence on 18 March 2013 and expire at 8:00 p.m. (Finnish time) on 5 April 2013. Shareholders should note that places of subscription, book-entry account operators and custodians may require submission of a subscription assignment on a date before the Share Subscription Period ends.

The subscription period for the New CDIs (the “CDI Subscription Period”) will commence on 18 March 2013 and expire at 2:00 p.m. (London time) on 3 April 2013.

Participation of the Principal Shareholders in the Offering and Underwriting

Mr Pekka Perä, representing approximately 20.7 per cent of the Existing Shares, has irrevocably committed to subscribe for (i) 31,250,000 Offer Shares (corresponding to a total subscription price of EUR 5 million) (the “Mr Perä Subscription Commitment”) and (ii) such number of additional Offer Shares with an aggregate subscription price that is equal to 76 per cent of any net proceeds received by him from the sale of (A) any Subscription Rights during the Share Subscription Period and (B) any Shares at any time prior to the end of the Share Subscription Period.

Solidium Oy (“Solidium”), representing approximately 8.9 per cent of the Existing Shares, has irrevocably committed to subscribe for 145,260,318 Offer Shares on the basis of the Subscription Rights allocated to it (the “Solidium Subscription Commitment”). In addition, Solidium has agreed to subscribe for any Offer Shares not otherwise subscribed and paid for pursuant to Subscription Rights or in the secondary subscription up to an aggregate subscription price of EUR 30 million (the “Solidium Subscription Guarantee”).

Varma Mutual Pension Insurance Company, representing approximately 8.7 per cent of the Existing Shares, has irrevocably committed to subscribe for 142,236,558 Offer Shares on the basis of the Subscription Rights allocated to it (together with the Mr Perä Subscription Commitment, the Solidium Subscription Commitment and the Solidium Subscription Guarantee, the “Shareholder Commitments”).

The Offering is being underwritten (save in respect of those Offer Shares that are subject to Shareholder Commitments) by J.P. Morgan Securities plc, Nordea Bank Finland Plc (“Nordea”, and together with J.P. Morgan Securities plc, the “Joint Global Coordinators”), Merrill Lynch International, BNP PARIBAS and Danske Bank A/S, Helsinki Branch (together with the Joint Global Coordinators, Merrill Lynch International and BNP PARIBAS, the “Managers”) in accordance with the terms and subject to the conditions of the underwriting agreement between the Company and the Managers (the “Underwriting Agreement”).

Exercise of Subscription Rights

The action to be taken by shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland in respect of the Offer Shares and CDI Shareholders in respect of New CDIs differs. In addition to these terms and conditions, shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland are referred to the instructions set forth in “Instructions to Euroclear Finland Registered Shareholders” and CDI Shareholders are referred to the instructions set forth in “Instructions to CDI Shareholders”.

Any exercise of the Subscription Rights is irrevocable and may not be cancelled other than as set forth under “—Cancellation of Subscriptions under Certain Circumstances” below.

A shareholder who is registered in the Company’s shareholders’ register maintained by Euroclear Finland may participate in the Offering by subscribing for the Offer Shares by using the Subscription Rights on such shareholder’s book-entry account and by paying the Subscription Price therefor. Such shareholder can apply to subscribe for Offer Shares in excess of the number of Offer Shares represented by the Subscription Rights received. The Board of Directors will allocate any such additional Offer Shares, if any, in accordance with the process set forth under “—Subscription and Allotment of Unsubscribed Shares without Subscription Rights” below.

In order to participate in the Offering, a shareholder who is registered in the Company’s shareholders’ register maintained by Euroclear Finland must give a subscription assignment in accordance with the instructions provided by such shareholder’s book-entry account operator or custodian. If the shareholder’s own book-entry account operator or custodian does not provide instructions in relation to the subscription, the shareholder should contact Nordea or Danske Bank Oyj (“Danske Bank”).

Subscription for Offer Shares can be effected at Nordea’s branch offices and Nordea Private Banking units during their normal business hours, and Nordea Customer Service by telephone with bank identifier codes from Monday to Friday from 8:00 a.m. to 8:00 p.m. (Finnish time) in Finnish at +358 0200 3000 (local network charge/mobile phone charge apply), in Swedish at +358 0200 5000 (local network charge/mobile phone charge apply) or in English from Monday to Friday from 10:00 a.m. to 4:30 p.m. (Finnish time) at +358 0200 70000 (local network charge/mobile phone charge apply).

A subscription assignment submitted through Nordea Customer Service requires that the subscriber has a valid bank identifier code agreement with Nordea. Corporations cannot give subscription assignments by telephone through Nordea Customer Service. The Nordea Customer Service calls are recorded. Subscription cannot be effected through the Nordea net bank service.

Subscription for Offer Shares can also be effected at Danske Bank’s branch offices and at Danske Bank Private Banking during their normal business hours and Danske Bank Investment Line by telephone with bank identifiers from Monday to Friday from 9:00 a.m. to 6:00 p.m. (Finnish time) at +358 (0)200 2000 (local network charge/mobile phone charge apply).

A subscription assignment submitted through Danske Bank Investment Line requires that the subscriber has a valid bank identifier code agreement with Danske Bank. The Danske Bank Investment Line calls are recorded.

Subscription assignments may also be submitted to the book-entry account operators and custodians who have entered into an authorised representative agreement with Nordea for the receipt of subscriptions. The book-entry account customers of Euroclear Finland must submit their subscription assignment at a branch office of Nordea or Danske Bank. Holders of Subscription Rights purchased from the Helsinki Stock Exchange must submit their subscription assignments in accordance with the instructions given by their own book-entry account operator or custodian.

Shareholders who are registered in the Company’s shareholders’ register maintained by Euroclear Finland participating in the Offering whose Existing Shares or Subscription Rights are held through a nominee must submit their subscription assignments in accordance with the instructions given by their nominee.

Subscription assignments must be submitted separately for each book-entry account.

The Subscription Price of the Offer Shares subscribed for in the Offering must be paid in full at the time of submission of the subscription assignment in accordance with the instructions given by the place of subscription, the book-entry account operator or the custodian.

Incomplete or erroneous subscription assignments may be rejected. A subscription assignment may be rejected if the subscription payment is not made according to these terms and conditions or if such payment is incomplete. In these situations, the subscription payment will be refunded to the subscriber. No interest will be paid on the refunded amount.

A subscription will be deemed effected only after the arrival of the subscription form at the subscription place or relevant book-entry account operator or custodian and of the payment of the Subscription Price in full.

Any unexercised Subscription Rights will expire without any compensation at the end of the Share Subscription Period at 8:00 p.m. (Finnish time) on 5 April 2013.

Subscription and Allotment of Unsubscribed Offer Shares without Subscription Rights

The Board of Directors will decide to offer the Offer Shares that have not been subscribed for pursuant to the Subscription Rights, if any, in a secondary offering to shareholders and/or to other investors who have submitted a subscription assignment to subscribe for the Offer Shares without Subscription Rights and/or, if the Offer Shares are not fully subscribed for thereafter, to Solidium in respect of the Solidium Subscription Guarantee of up to EUR 30 million and, if the Offer Shares are not fully subscribed for thereafter, to subscribers procured by the Managers, and/or, if the Offer Shares are still not fully subscribed for, to the Managers, in each case, subject to the terms and conditions of the Underwriting Agreement.

Subscription for the Offer Shares without Subscription Rights must be effected by a shareholder and/or other investor by submitting a subscription assignment and simultaneously paying the Subscription Price in accordance with the instructions provided by his/her book-entry account operator, custodian, or in case of nominee-registered holders, in accordance with instructions provided by the nominee. A subscription assignment can also be submitted at the places of subscription set forth above. If a shareholder and/or other investor does not receive instructions from his/her book-entry account operator, custodian or nominee or if a subscription assignment cannot be returned to his/her book-entry account operator, custodian or nominee, the subscription assignment can be made at any of Nordea’s or Danske Bank’s branch offices. If several subscription assignments are submitted in relation to a single book-entry account, the assignments will be combined into one assignment per book-entry account. The subscription assignment and payment must be received by the shareholder’s and/or investor’s book-entry account operator, custodian or nominee or, if the subscription assignment has been submitted to Nordea or Danske Bank, by Nordea or Danske Bank on 5 April 2013 at the latest or on an earlier date in accordance with instructions by the book-entry account operator, custodian or nominee. CDI Shareholders must make the subscription and related payment on 3 April 2013 at the latest or on an earlier date in accordance with instructions they receive.

In the event that not all of the Offer Shares have been subscribed for pursuant to the exercise of the Subscription Rights, the Board of Directors will determine the allocation of Offer Shares subscribed for without Subscription Rights as follows:

● first, to those that subscribed for Offer Shares pursuant to Subscription Rights. If the Offering is oversubscribed by such subscribers, the allocation among such subscribers will be determined per book-entry account in proportion to the number of Subscription Rights exercised by subscribers for the subscription of Offer Shares and, where this is not possible, by drawing of lots;

● second, to those that have subscribed for Offer Shares without Subscription Rights only and, if the Offering is oversubscribed by such subscribers, the allocation among such subscribers will be determined per book-entry account in proportion to the number of Offer Shares for which such subscribers have subscribed and, where this is not possible, by drawing of lots;

● third, to Solidium in respect of the Solidium Subscription Guarantee of up to EUR 30 million in such a manner that any subscriptions of the Offer Shares made by Solidium before the end of the Share Subscription Period on 5 April 2013 that exceed the amount of the Subscription Rights allocated to it reduce the maximum amount of the above-mentioned Solidium Subscription Guarantee; and

● fourth, to subscribers procured by the Managers or, failing which, to the Managers in accordance with, and subject to, the terms and conditions of the Underwriting Agreement. The subscription period with respect to Solidium (in respect of the Solidium Subscription Guarantee of up to EUR 30 million), the Managers and subscribers procured by the Managers expires on 12 April 2013.

The Company will confirm the approval or rejection of subscriptions for Offer Shares without Subscription Rights to all investors that have given such subscription assignments for the subscription for Offer Shares without Subscription Rights.

If the allocation of Offer Shares subscribed for without Subscription Rights does not correspond to the amount of Offer Shares indicated in the subscription assignment, the Subscription Price paid for non-allocated Offer Shares will be refunded to the subscriber on or about 16 April 2013. No interest will be paid on the refunded amount.

Cancellation of Subscriptions under Certain Circumstances

In the event that the prospectus to be prepared by the Company in connection with the Offering (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. A cancellation of a subscription may only be made in respect of all of the Offer Shares 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 prior to the publication of the supplement or amendment to the 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 subscribed for pursuant to the Subscription Rights, the time when trading with the interim shares representing the Offer Shares (the “Interim Shares”) begins. The procedure regarding the cancellation of the subscriptions will be announced together with any such supplement to the Prospectus in Finland through a stock exchange release and in the United Kingdom via a regulatory information service.

If a shareholder who is registered in the Company’s shareholders’ register maintained by Euroclear Finland or an investor that has subscribed for Offer Shares without Subscription Rights cancels his or her subscriptions, the institution to which subscription instructions were submitted will refund the Subscription Price paid to the bank account notified by the investor in connection with the subscription. Subsequently, the Subscription Rights will be re-entered into the investor’s book-entry account within approximately three business days after the cancellation notification has been submitted.

In the case of CDI Shareholders, the Subscription Rights will be re-credited to the CDI Shareholder’s CREST account in the form of CDIs approximately three business days after the cancellation notification has been submitted. The funds will be refunded without interest.

If a shareholder has sold or otherwise transferred its Subscription Rights, such sale or transfer cannot be cancelled.

Trading of the Subscription Rights

Holders of Subscription Rights may sell their Subscription Rights on the market at any time during the trading of the Subscription Rights. Trading of the Subscription Rights on the Helsinki Stock Exchange and the London Stock Exchange will commence on 18 March 2013 and expire on 27 March 2013. The price of the Subscription Rights on the Helsinki Stock Exchange and the London Stock Exchange will be determined in market trading. Subscription Rights can be sold or purchased on the Helsinki Stock Exchange by giving a sell or purchase assignment to one’s own book-entry account operator or to any securities broker. Subscription Rights can be sold or purchased on the London Stock Exchange through a securities broker or otherwise in accordance with standard market arrangements.

The ISIN code of the Subscription Rights is FI4000060959, the trading symbol on the Helsinki Stock Exchange is TLV1VU0113 and the trading symbol on the London Stock Exchange is TALS.

Approval of the Subscriptions

The Board of Directors will approve all subscriptions pursuant to the Subscription Rights made in accordance with these terms and conditions of the Offering and applicable laws and regulations on or about 12 April 2013 and will, in accordance with the allocation principles set out under “—Subscription for Offer Shares without Subscription Rights and Allotment” above, approve subscriptions without Subscription Rights made in accordance with these terms and conditions of the Offering and applicable laws and regulations. No confirmation letters of acceptance of subscriptions made pursuant to the Subscription Rights will be sent.

The Company will publish the final results of the Offering in a stock exchange release on or about 12 April 2013.

Registration and Trading of the Offer Shares

The 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 Offer Shares subscribed for pursuant to the exercise of the Subscription Rights will be recorded on the subscriber’s book-entry account as Interim Shares representing the Offer Shares after the subscription has been effected. Following completion of the Share Subscription Period (after 5 April 2013), CDI Shareholders who have exercised their Subscription Rights will receive CDIs representing Interim Shares to be credited to the relevant CREST account.

The ISIN code of the Interim Shares and the CDIs representing Interim Shares will be FI4000060967, the trading symbol on the Helsinki Stock Exchange will be TLV1VN0113 and the trading symbol on the London Stock Exchange will be TALI. The Interim Shares and the CDIs representing Interim Shares will be freely transferable and trading with the Interim Shares on the Helsinki Stock Exchange, as a separate class of securities, will commence on or about 8 April 2013 (the first day on which dealings in securities can take place on both the Helsinki Stock Exchange and the London Stock Exchange (a “Dealing Day”) following the expiration of the Share Subscription Period). The Interim Shares will be combined with the Existing Shares (with ISIN code FI0009014716 and trading symbol TLV1V) when the Offer Shares have been registered with the Trade Register. Such combination is expected to occur on or about 15 April 2013. The trading of the Offer Shares on the Helsinki Stock Exchange is expected to commence on or about 16 April 2013.

The Offer Shares subscribed for without Subscription Rights will be recorded as Shares on the subscriber’s book-entry account on or about 15 April 2013.

Subscribers who subscribe for Offer Shares in the form of New CDIs are expected to have the New CDIs credited to their CREST accounts on or about 16 April 2013.

The Offer Shares and the New CDIs are freely transferable.

Shareholder Rights

The Offer Shares will carry the right to receive dividends and other distributions of funds, if any, and other shareholder rights in the Company with effect from the registration of the Offer Shares with the Trade Register, which will occur on or about 15 April 2013.

The Offer Shares will rank pari passu with all Existing Shares. Each Offer Share entitles the holder to one vote at General Meetings.

Payments and Expenses

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

Information

The documents referred to in Chapter 5, Section 22 of the Finnish Companies Act (624/2006, as amended) are available for review at the Company’s website at www.talvivaara.com/investors/governance.

Applicable Law and Dispute Resolution

The Offering will be governed by the laws of Finland. Any disputes arising in connection with the Offering will be settled by the court of competent jurisdiction in Finland. By accepting rights under the Offering in accordance with the instructions set out in the Prospectus, shareholders irrevocably submit to the jurisdiction of the courts of Finland and waive any objection to proceedings in any such court on the ground of venue or on the ground that proceedings have been brought in an inconvenient forum.

Other Issues

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

INSTRUCTIONS TO EUROCLEAR FINLAND REGISTERED SHAREHOLDERS

Right to Subscribe for the Offer Shares in the Offering

The Record date of the Offering is 13 March 2013. The Company will grant Subscription Rights to all shareholders whose Existing Shares were acquired on 8 March 2013 at the latest.

If an Existing Share entitling the holder thereof to a Subscription Right is pledged or subject to any other restrictions, the Subscription Right may not necessarily be exercised without the consent of the pledgee or the holder of any other right.

Transferability of Subscription Rights

The Subscription Rights are granted in the form of electronic book-entries, they are freely transferable and are expected to be traded on the Helsinki Stock Exchange from 18 March 2013 to 27 March 2013. The price of the Subscription Rights will be determined on the basis of the prevailing market situation. A holder of Subscription Rights can sell the Subscription Rights by giving a sales assignment to its own account operator or to any securities broker. The trading symbol of the Subscription Rights is TLV1VU0113.

Time Limits Set for Investors

Holders of Subscription Rights should pay particular attention to giving the applicable time limit for giving instructions concerning the Offering to the depository or a book-entry account operator.

Certain book-entry account operators may seek to sell unexercised Subscription Rights on behalf of their customers on the Helsinki Stock Exchange pursuant to their asset management agreements. Thus, they may instruct their customers to give their subscription instructions on a date earlier than the expiration of trading of the Subscription Rights. Holders of Subscription Rights should pay particular attention to time limits when purchasing the Subscription Rights in the secondary market close to the expiration of the Share Subscription Period. In accordance with the normal clearing rules of Helsinki Stock Exchange, the Subscription Rights are entered into the holder’s book-entry account three business days after the date of purchase and the holder can only exercise the Subscription Rights to subscribe for the Offer Shares after such purchase has been entered into the book-entry account of the holder. All Subscription Rights that are not used by the expiration of the Share Subscription Period will expire without compensation.

Publication and the Results of the Offering and Confirmation of the Subscriptions

The Company will publish the final results of the Offering in a stock exchange release on or about 12 April 2013.

The Company will not send any confirmation letters or letters of acceptance confirming any subscriptions made pursuant to the Subscription Rights.

Trading of Offer Shares

Prior to issuing the Offer Shares, the Company will distribute Interim Shares to each subscriber, and such Interim Shares will be entered into each subscriber’s book-entry account and represent the Offer Shares subscribed for in the Offering. The Interim Shares will be tradable on the Helsinki Stock Exchange with the trading symbol TLV1VN0113 as of 8 April 2013, the first stock exchange trading day after the expiration of the Share Subscription Period.

On or about 15 April 2013, the Interim Shares will be combined in the book-entry system with the Existing Shares immediately after the Offer Shares have been registered with the Trade Register. The Offer Shares will become subject to trading together with the Existing Shares on or about 16 April 2013. The Offer Shares are freely transferable.

Commissions

No separate costs or commissions are payable to the Company by an investor for subscribing for Offer Shares. Account operators and brokers will, however, charge a fee for the trading of the Subscription Rights, as well as commissions for the maintenance of the book-entry account and any transactions pursuant to their price lists.

Shareholders Resident in Certain Jurisdictions

The Offering consists of a public offering in Finland and the United Kingdom only. Shareholders who are resident in, or who are citizens of, or who have a registered address in countries other than Finland or the United Kingdom may be affected by the laws of the relevant jurisdiction. Those persons should consult their professional advisers as to whether they require any governmental or other consent or need to observe any other formalities to enable them to exercise their Subscription Rights. For further information, see “Selling and Transfer Restrictions” in the Prospectus.

Additional Information

For further information on the rights relating to the Shares, see “Description of the Shares and Share Capital—Shareholder Rights” in the Prospectus.

INSTRUCTIONS TO CDI SHAREHOLDERS

Right to Subscribe for the Offer Shares in the Offering

CDI Shareholders who are registered in the Company’s CDI register maintained by CREST on the Record Date will receive one (1) Subscription Right for each Existing CDI held on the Record Date. Six Security Services holds certain Existing Shares on behalf of the CREST Depository and, accordingly, will receive Subscription Rights. Six Security Services will pass on the Subscription Rights in the form of representative instruments to the CREST Depository which will in turn issue Subscription Rights in the form of CDIs to CDI Shareholders in accordance with the terms of the deed poll.

If an Existing CDI entitling the holder thereof to a Subscription Right is pledged or subject to any other restrictions, the Subscription Right may not necessarily be exercised without the consent of the pledgee or the holder of any other right.

Procedure for Acceptance and Payment

CDI Shareholders who wish to exercise all or part of their entitlements in respect of, or otherwise to transfer all or part of, their Subscription Rights held by them in CREST should refer to the CREST Manual as published by Euroclear UK and Ireland Limited (“Euroclear UK”) from time to time (the “CREST Manual”) for further information on the CREST procedures referred to below. CDI Shareholders who are CREST sponsored members should consult their CREST sponsor if they wish to exercise their entitlement as only the CREST sponsor will be able to take the necessary action to exercise such holder’s entitlement or otherwise to deal with such holder’s Subscription Rights.

Euroclear UK will separately contact CDI Shareholders with respect to arrangements to subscribe for New CDIs in excess of the number of New CDIs represented by their Subscription Rights. Any such subscription will require a cash only USE Instruction.

The Subscription Rights constitute a separate security for the purposes of CREST and can accordingly be transferred, in whole or in part, by means of CREST in the same manner as any other security that is admitted to CREST.

If you have any questions on the procedure for acceptance and payment in respect of Subscription Rights held in the form of CDIs in CREST, you should contact Euroclear UK on 0845 9645 648 (if calling from the UK) or +44 20 7849 0199 (if calling from outside the UK) during normal office hours. Please note that the CREST Depository cannot provide financial advice on the merits of the Offering or as to whether you should exercise your Subscription Rights.

Any unexercised Subscription Rights will expire without any compensation at the end of the CDI Subscription Period at 2:00 p.m. (London time) on 3 April 2013.

USE Instructions

CDI Shareholders who wish to exercise all or part of their entitlement in respect of Subscription Rights in CREST must send (or, if they are CREST sponsored members, procure that their CREST sponsor sends) a USE Instruction (and not, for the avoidance of confusion, an MTM instruction with which they may be more familiar) to Euroclear UK which, on its settlement, will have the following effect:

● the crediting of stock to the account of the CREST Depository under the participant ID and member account ID with the number of Subscription Rights to be taken up; and

● the creation of a settlement bank payment obligation (as defined in the CREST Manual), in accordance with the RTGS payment mechanism (as defined in the CREST Manual), in favour of the RTGS settlement bank of the CREST Depository in respect of the full amount payable on the exercise of the Subscription Rights referred to above.

If for any reason it is impracticable to credit the CREST accounts of CDI Shareholders or to enable the Subscription Rights, letters of entitlement shall, unless the Company (in consultation with the Joint Global Coordinators) agrees otherwise, be sent by the CREST Depository in substitution for the Subscription Rights that have not been so credited or enabled and the expected timetable as set out in this prospectus may, with the consent of the Joint Global Coordinators, be adjusted as appropriate. References to dates and times in this prospectus should be read as subject to any such adjustment. The Company, in consultation with the Joint Global Coordinators, will make an appropriate stock exchange announcement giving details of the revised dates, but CDI Shareholders may not receive any further written communication.

Contents of USE Instructions

The USE Instruction must be properly authenticated in accordance with Euroclear UK’s specifications and must contain, in addition to the other information that is required for settlement in CREST, the following details:

● the number of Subscription Rights in the correct multiples to which the acceptance relates;

● the participant ID of the accepting CDI Shareholder;

● the member account ID of the accepting CDI Shareholder from which the Subscription Rights are to be debited;

● the participant ID of the CREST Depository, which is RECCH;

● the member account ID of the CREST Depository, which is TALCPP01;

● the amount payable by means of the CREST assured payment arrangements on settlement of the USE Instruction. This must be the full amount payable on exercise of the number of Subscription Rights to which the acceptance relates;

● the intended settlement date (which must be on or before 2:00 p.m. (London time) on 3 April 2013);

● the ISIN code of the Subscription Rights, which is FI4000060959;

● the Corporate Action Number for the Offering. This will be available by viewing the relevant corporate action details in CREST;

● a contact name and telephone number (in the free format shared note field); and

● a priority of at least 80.

Valid Acceptance

A USE Instruction complying with each of the requirements as to authentication and contents set out in this paragraph will constitute a valid acceptance where either:

(a) the USE Instruction settles by not later than 2:00 p.m. (London time) on 3 April 2013; or

(b) at the discretion of the Company (in consultation with the Managers and as exercised by the CREST Depository):

(i) the USE Instruction is received by Euroclear UK by not later than 2:00 p.m. (London time) on 3 April 2013;

(ii) the number of Subscription Rights inserted in the USE Instruction is credited to the CREST Depository account of the accepting CDI Shareholder specified in the USE Instruction at 2:00 p.m. (London time) on 3 April 2013; and

(iii) the relevant USE Instruction settles by 2:00 p.m. (London time) on 3 April 2013 (or such later date as the Company, in consultation with the Managers, has determined).

A USE Instruction will be treated as having been received by Euroclear UK for these purposes at the time at which the instruction is processed by the Network Provider’s Communications Host (as defined in the CREST Manual) at Euroclear UK of the network provider used by the CDI Shareholder (or by his CREST sponsor as the case may be). This will be conclusively determined by the input time stamp applied to the USE Instruction by the Network Provider’s Communications Host.

The CREST Depository will pass reconciled USE Instructions to the Central Securities Depository on an on-going basis on and up to 2:00 p.m. (London time) on 3 April 2013.

CREST Procedures and Timings

CDI Shareholders should note that Euroclear UK does not make available special procedures in CREST for any particular corporate action. Normal system timings and limitations will therefore apply in relation to the input of a USE Instruction and its settlement in connection with the Offering. It is the responsibility of the CDI Shareholder concerned to take (or, if the CDI Shareholder is a CREST sponsored member, to procure that his CREST sponsor takes) the action necessary to ensure that a valid acceptance is received as stated above by 2:00 p.m. (London time) on 3 April 2013.

CDI Shareholders (and where applicable CREST sponsors) are referred in particular to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

CDI Shareholder’s Undertaking to Pay

A CDI Shareholder who makes a valid acceptance in accordance with the procedures set out under “—Procedure for Acceptance and Payment” above:

(a) undertakes to pay to the CREST Depository, or procure the payment to the CREST Depository of, the amount payable in euro on acceptance in accordance with the above procedures or in such other manner as the Company may require (it being acknowledged that, where payment is made by means of the RTGS payment mechanism (as defined in the CREST Manual) the creation of an RTGS settlement bank payment obligation in euro in favour of the CREST Depository’s RTGS settlement bank (as defined in the CREST Manual), in accordance with the RTGS payment mechanism shall, to the extent of the obligation so created, discharge in full the obligation of the CREST member (or CREST sponsored member) to pay to the CREST Depository the amount payable on acceptance); and

(b) requests that the New CDIs to which they will become entitled be issued to them on the terms set out in the CREST International Service manual.

Money Laundering Regulations

If you hold your Subscription Rights in CREST and apply to exercise all or part of your entitlement as agent for one or more persons and you are not a United Kingdom- or EU-regulated person or institution (e.g., a UK financial institution), then, irrespective of the value of the application, the CREST Depository is required to take reasonable measures to establish the identity of the person or persons on whose behalf you are making the application. You must, therefore, contact the CREST Depository before sending any USE Instruction or other instruction so that appropriate measures may be taken.

Submission of a USE Instruction that constitutes, or that may on its settlement constitute, a valid acceptance as described above constitutes a warranty and undertaking by the applicant to provide promptly to the CREST Depository any information the CREST Depository may specify as being required for the purposes of the Money Laundering Regulations or UK Financial Services Markets Act 2000. Pending the provision of evidence satisfactory to the CREST Depository as to identity, the CREST Depository, having consulted with the Company and the Joint Global Coordinators, may take, or omit to take, such action as it may determine to prevent or delay settlement of the USE Instruction. If satisfactory evidence of identity has not been provided within a reasonable time, then the CREST Depository will not permit the USE Instruction concerned to proceed to settlement but without prejudice to the right of the Company and/or the Joint Global Coordinators to take proceedings to recover any loss suffered by it/them as a result of failure by the applicant to provide satisfactory evidence.

Transferability of Subscription Rights

The Subscription Rights will be granted in the form of CDIs and will be admitted to trading on the main market for listed securities of the London Stock Exchange from 18 March 2013 to 27 March 2013. The price of the Subscription Rights will be determined on the basis of the prevailing market situation. A holder of Subscription Rights in the form of CDIs may sell such Subscription Rights by 27 March 2013.

Time Limits Set for Investors

Holders of Subscription Rights should pay particular attention to giving the applicable time limit for giving instructions concerning the Offering to the depository or a book-entry account operator.

Publication and the Results of the Offering and Confirmation of the Subscriptions

The Company will publish the final results of the Offering in a stock exchange release on or about 12 April 2013.

The Company will not send any confirmation letters or letters of acceptance confirming any subscriptions made pursuant to the Subscription Rights.

Trading of Offer Shares

Following completion of the Share Subscription Period (after 5 April 2013), CDI Shareholders who have exercised their Subscription Rights will receive CDIs representing Interim Shares to be credited to the relevant CREST account. The ISIN code of the Interim Shares and the CDIs representing Interim Shares will be FI4000060967, the trading symbol on the Helsinki Stock Exchange will be TLV1VN0113 and the trading symbol on the London Stock Exchange will be TALI. The Interim Shares and the New CDIs representing Interim Shares are freely transferable and trading with the Interim Shares on the Helsinki Stock Exchange, as a separate class of securities, will commence on the first Dealing Day following the expiration of the Share Subscription Period on or about 8 April 2013.

On or about 16 April 2013, subscribers who exercise Offer Shares in the form of New CDIs are expected to have New CDIs credited to their CREST accounts, after the Offer Shares have been registered with the Finnish Trade Register. The New CDIs will become subject to trading together with the Existing CDIs on or about 16 April 2013. The New CDIs are freely transferable.

Commissions

Shareholders Resident in Certain Jurisdictions

Additional Information

For further information on the rights relating to the Shares, see “Description of the Shares and Share Capital—Shareholder Rights” in the Prospectus.

Resolutions of Extraordinary General Meeting of Talvivaara Mining Company

Fri, 08 Mar 2013 11:05:37 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
8 March 2013

Resolutions of Extraordinary General Meeting of Talvivaara Mining Company Plc

An Extraordinary General Meeting of Talvivaara Mining Company Plc (the "Company") has on 8 March 2013 resolved to approve the proposal by the Board of Directors to authorise the Board of Directors to undertake a share issue for consideration pursuant to the shareholders' pre-emptive subscription right. The Board of Directors has the right to decide upon the offering to parties determined by the Board of Directors of any shares that may remain unsubscribed for pursuant to the shareholders' pre-emptive subscription right. A maximum number of 26,000,000,000 new shares can be issued in the share issue. The Board of Directors is authorised to determine the subscription price for the new shares and the other terms and conditions of the share issue. The authorisation of the Board of Directors to issue shares is valid until 31 December 2013.

In addition, the Extraordinary General Meeting of the Company has resolved to approve the proposal of the Board of Directors to grant an authorisation to the Board of Directors to decide on the issue of up to 600,000,000 new shares through one or several share issues and/or by granting of special rights entitling to shares, as referred to in Chapter 10, Section 1, of the Finnish Companies Act in order to carry out an adjustment of the conversion price in accordance with the terms and conditions of the convertible bonds of the Company due 2013 resulting from the share issue. The authorisation is valid until 31 December 2013. The use of the authorisation is conditional upon the completion of the share issue.

ENQUIRIES
Talvivaara Mining Company Plc +358 20 712 9800
Pekka Perä CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc

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 which, subject to approval from the Finnish Financial Supervisory Authority, which are expected to be published by Talvivaara in connection with the rights issue. Copies of the prospectus will, following publication and distribution, be available from Talvivaara's registered office. Nothing in this announcement should be interpreted as a term or condition of the rights issue.

The issue, exercise or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. Talvivaara assumes no responsibility in the event there is a violation by any person of such restrictions.

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 rights issue and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the rights issue 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 rights issue, 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 rights issue and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the rights issue 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 rights issue or any other transaction, arrangement or matter referred to herein.

Neither the content of Talvivaara's website (or any other website) nor the content of any website accessible from hyperlinks on Talvivaara's website (or any other website) is incorporated into, or forms part of, this announcement.

Talvivaara Mining Company publishes technical review report prepared by SRK Consulting

Thu, 21 Feb 2013 10:07:35 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
21 February 2013

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 WHICH, SUBJECT TO APPROVAL FROM THE FINNISH FINANCIAL SUPERVISORY AUTHORITY, IS EXPECTED TO BE PUBLISHED BY TALVIVAARA IN CONNECTION WITH THE RIGHTS ISSUE. COPIES OF THE PROSPECTUS WILL, FOLLOWING PUBLICATION AND DISTRIBUTION, BE AVAILABLE FROM TALVIVAARA'S REGISTERED OFFICE.

Talvivaara publishes technical review report prepared by SRK Consulting

Ramp-up to 50,000tpa nickel production seen technically feasible by SRK
subject to successful mitigation of remaining production bottlenecks
and continued improvement in metals leaching

Talvivaara Mining Company Plc ("Talvivaara" or the "Company") announced a proposed rights issue on 14 February 2013 to raise approximately EUR 260 million in gross proceeds ("Proposed Rights Issue"). Proceeding with and completion of the Proposed Rights Issue remains subject to shareholders authorizing the Board Of Directors to decide on the Proposed Rights Issue at an Extraordinary General Meeting to be held on 8 March 2013. In connection with the Proposed Rights Issue preparations, Talvivaara commissioned a technical review report by SRK Consulting (UK) Limited ("SRK"). The report is anticipated to be included in the prospectus containing details of the Proposed Rights Issue, which is expected to be published on Talvivaara's website on or around 13 March 2013. Talvivaara has today, 21 February 2013, published the report in its current form on its website at www.talvivaara.com as a separate document. The report remains subject to change due to any change in circumstances, additional findings or other factors until the date of publication of the prospectus when the final report is anticipated to be made public as part of the prospectus.

SRK's technical review covered, among other areas, Talvivaara's geology and mineral resources, ore production, bioheapleaching and metals recovery operations, expected production ramp-up and associated capital and operating cost assumptions. In particular, SRK reviewed the conditions and requirements for production ramp-up to Talvivaara's currently planned full capacity of 50,000 tonnes of nickel per annum.

Talvivaara considers the key findings of SRK's review to be as follows:

Geology and mining

SRK has reviewed Talvivaara's Mineral Resource Estimate and reported an audited version of this, as defined by the JORC Code, of some 1.91Bt with a mean grade of 0.23% nickel and containing some 4.3Mt of nickel; this comprises a Measured Mineral Resource of 0.50Bt with a mean grade of 0.23% nickel, an Indicated Mineral Resource of 0.78Bt with a mean grade of 0.23% nickel and an Inferred Mineral Resource of 0.62Bt with a mean grade of 0.21% nickel
SRK has estimated, based on certain assumptions, that some 992Mt of the above Mineral Resource with a mean grade of 0.24% nickel could be mined over the next approximately 40 years at the currently planned mining rate
SRK has recommended that Talvivaara reviews its mine planning for instance with respect to cut-off grades, pit design and waste dump construction, which are steps the Company is undertaking
The planned mining fleet is expected by SRK to be sufficient to support Talvivaara's planned ore and waste mining tonnages

Materials handling

The primary crushing circuit should be capable of achieving tonnages required for contemplated production levels, provided sufficient utilization rates are maintained
Some new fine crushing and agglomeration capacity is required to achieve production at full capacity, and the Company has taken this into account in its capital expenditure plans
SRK considers the primary heap stacking system to be capable of delivering required tonnages for production at full capacity
SRK considers primary heap reclaiming to be an area of concern for future production ramp-up due to hardness of the leached material and poor availability of the existing reclaiming system; Talvivaara has already acquired a jaw crusher and additional capital expenditure has been included in future plans to improve reclaiming capacity

Bioheapleaching

Heap aeration has been identified by SRK as a material contributor to weak leaching performance, and Talvivaara is taking several steps to improve aeration
According to SRK, fundamental leaching results have demonstrated significant improvement since initial heap sections, and latest results indicate primary leaching has achieved 60-70% nickel recoveries
According to SRK, while current metal grades in solution are impacted by excess water in the circuit, concentrations have been gradually increasing since start-up and SRK expects metal grades to continue to improve as excess water is removed, further understanding of heap dynamics is acquired and the primary-secondary leaching cycle reaches an equilibrium
As the leaching process has not yet operated through the full leaching cycle, SRK considers additional time to be required for a full assessment of leaching results

Metals recovery

While SRK considers that an annual production rate of 30,000 tonnes of nickel is readily achievable at the metals plant, higher metal loadings are required to demonstrate ability to deliver 50,000 tonnes of nickel per annum
SRK concurs that an additional hydrogen sulphide plant will be required for the full capacity metal production, and additional capital expenditure has been included in Talvivaara's future plans

Production ramp-up and associated cost base

SRK has reviewed and adjusted Talvivaara's production ramp-up schedule, and the adjusted profile implies approximately 30,000 tonnes of nickel per annum in 2014-2015 and approximately 50,000 tonnes of nickel per annum around 2018
SRK has reviewed and adjusted Talvivaara's operating cost assumptions, and the adjusted profile implies a total annual operating cost base for all metals (i.e. by-product credits not netted off) of approximately EUR 350-400 million corresponding to production at full capacity of 50,000 tonnes of nickel per annum
A total annual operating cost base for all metals of approximately EUR 350-400 million at full capacity would imply a cash cost of approximately USD 6,000-8,000/t of refined nickel based on certain by-product metals price and EUR/USD assumptions
SRK has reviewed and adjusted Talvivaara's capital cost estimates, and total capital expenditure in 2013-2020 is estimated at EUR 300-350 million which would correspond to an average annual capital expenditure of approximately EUR 40 million

Achieving the production levels within the timeframe and at the cost levels indicated in the SRK review report are based on a number of assumptions made in reliance on the information made available to SRK by Talvivaara and SRK's judgments based on such information. The assumptions used in estimating the production levels and the timeframe and associated costs are inherently uncertain and are subject to a wide variety of significant operational, regulatory, industry and other risks and uncertainties that could cause actual outcomes to differ materially from those contained in SRK report, including, but not limited to:

delayed recommencement of ore production in 2013;
failure to obtain, and maintain, permits required for the anticipated production capacity on satisfactory terms;
failure to undertake required steps to discharge excess water from the mine site;
higher than anticipated capital expenditure;
higher than anticipated operating expenditure;
lower than expected availabilities or utilization rates of equipment and processes;
failure to acquire, build or finance additional equipment or production capacity required to support higher production levels;
failure to implement a primary heap reclaiming system capable of achieving targeted reclaiming rates;
failure to develop and optimize bioheapleaching or metals recovery plant operations such that targeted production levels and metal grades in solution can be achieved;
failure to achieve expected metal leaching rates;
production not proceeding in accordance with ramp-up plan; and
unscheduled production stoppages.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

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 which, subject to approval from the Finnish Financial Supervisory Authority, which are expected to be published by Talvivaara in connection with the proposed rights issue. Copies of the prospectus will, following publication and distribution, be available from Talvivaara's registered office. Nothing in this announcement should be interpreted as a term or condition of the proposed rights issue.

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 estimates of Talvivaara's production levels and the timeframe and associated costs. 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, as well as production levels may differ materially from (and be significantly more negative than) those made in, or suggested by, the forward-looking statements contained in this communication. 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.

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 proposed rights issue and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the proposed rights issue 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 proposed rights issue, 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 proposed rights issue and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the proposed rights issue 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 proposed rights issue or any other transaction, arrangement or matter referred to herein.

Correction: Talvivaara Mining Company annual results review for the year ended 31 December 2012

Fri, 15 Feb 2013 17:11:34 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
15 February 2013

Correction: Talvivaara Mining Company annual results review for
the year ended 31 December 2012

Correction to Talvivaara Mining Company annual results review for the year ended 31 December 2012 published on 14 February 2013 at 7:00 GMT / 9:00 EET. The annual results review incorrectly states on page 2 in the Key Figures table that all figures in the review have been audited. In the review, only figures that have been specifically identified as such, are audited.

The correction also applies to the Finnish language annual results review for the year ended 31 December 2012.

The corrected table is as follows:

Key Figures

EUR million	Q4 2012	Q4 2011	FY 2012	FY 2011
Net sales	25.7	66.5	142.9	231.2
Operating profit (loss)	(57.0)	14.9	(83.6)	30.9
% of net sales	(221.9%)	22.5%	(58.5)%	13.4%
Profit (loss) for the period	(59.4)	3.7	(103.9)	(5.2)
Earnings per share, EUR	(0.22)	0.01	(0.38)	(0.04)
Equity-to-assets ratio	24.3%	27.9%	24.3%	27.9%
Net interest bearing debt	563.8	455.7	563.8	455.7
Debt-to-equity ratio	183.8%	141.3%	183.3%	141.3%
Capital expenditure	29.6	21.6	97.5	79.1
Cash and cash equivalents at the end of the period	36.1	40.0	36.1	40.0
Number of employees at the end of the period	588	461	588	461

The corrected annual results review for the year ended 31 December 2012 can be found on the Talvivaara corporate website www.talvivaaran.com/financial-reports and attached as a PDF file to the Stock Exchange Release.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc - Publication of Circular

Thu, 14 Feb 2013 18:36:05 +0200

Stock Exchange Release

Talvivaara Mining Company Plc

14 February 2013

Talvivaara Mining Company Plc
Publication of Circular

A circular ("Circular") required to be prepared in connection with the Proposed Rights Issue by Talvivaara Mining Company Plc ("Company") under the UK Listing Rules will be available for viewing, subject to regulatory restrictions, on the Company's website at www.talvivaara.com. The Circular will also be mailed to CDI Shareholders shortly.

A copy of the Circular will also be submitted to the National Storage Mechanism and will shortly be available for inspection at: www.hemscott.com/nsm.

All definitions used in this announcement have the same meaning as in the Circular, unless otherwise defined herein.

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.

Talvivaara: Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Thu, 14 Feb 2013 17:43:02 +0200

Stock Exchange Release
Talvivaara Mining Company Plc.
14 February 2013

Flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act

Talvivaara Mining Company Plc ("Talvivaara") has on 14 February 2013 received the attached flagging notification in accordance with Chapter 9 Section 5 of the Finnish Securities Market Act from Solidium Oy regarding the shares of Talvivaara. Solidium Oy has in connection with the share issue of Talvivaara announced on 14 February 2013 committed to subscribe in full for new shares on the basis of the subscription rights allocated to it. In addition, Solidium Oy has agreed to subscribe for shares in the secondary subscription up to an aggregate subscription price of EUR 30 million. Solidium Oy's maximum holding following the share issue will be determined in accordance with the terms of the rights issue. The maximum holding of the shares is based on the estimates given by the underwriting banks.

If the above mentioned arrangements are completed, the holdings of Solidium Oy will increase to a maximum of 18.1 % of shares and voting rights (above 10 % & 15 %).

Attachment:

Name of the target company

Talvivaara Mining Company Plc

Basis for the flagging obligation

An arrangement which may result in the acquisition or disposal of shares or voting rights

Date transaction

14 February 2013

Number of the shares and voting rights preceding the triggering transaction

24,210,053 shares and voting rights

Amount of the shares and voting rightsthat may be acquired if the arrangement is completed:
Maximum 18.1 %

Name of shareholder and business identification code

Solidium Oy, Business ID 2245475-9

Enquiries

Talvivaara Mining Company Plc. Tel: +358 20 7129 800
Saila Miettinen-Lähde, Deputy CEO and Chief Financial Officer
Pekka Erkinheimo, Chief Commercial Officer

Talvivaara has published the Review by the Board, the Financial Statements and the CG Statement for the financial period 2012

Thu, 14 Feb 2013 11:15:00 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
14 February 2013

Talvivaara has published the Review by the Board of Directors, the Financial Statements and the Corporate Governance Statement for the financial period 2012

Talvivaara Mining Company Plc ("Talvivaara") has published the Review by the Board of Directors, the Financial Statements and the Corporate Governance Statement for the financial year 2012. All the above mentioned documents are available on Talvivaara's websites at www.talvivaara.com.

Enquiries:
Talvivaara Mining Company Plc tel. +358 20 712 9800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

Talvivaara Mining Company Plc: NOTICE OF EXTRAORDINARY GENERAL MEETING

Thu, 14 Feb 2013 09:12:46 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
14 February 2013

TALVIVAARA MINING COMPANY PLC

(Incorporated and registered in the Republic of Finland with business identity code 1847894-2)

NOTICE OF EXTRAORDINARY GENERAL MEETING

The shareholders of TALVIVAARA MINING COMPANY PLC (the "Company") are hereby invited to the extraordinary general meeting of the Company to be held on 8 March 2013 at 10:00 a.m. (GMT+2) at Finlandia Hall, Mannerheimintie 13 e, FI-00100 Helsinki, Finland. Registration of attendees will start at 9:00 a.m. (GMT+2).

THE MATTERS ON THE AGENDA OF THE EXTRAORDINARY GENERAL MEETING

The meeting will consider the following matters:

1. Opening of the meeting

2. Calling the extraordinary general meeting to order

3. Election of persons to scrutinise the minutes and to supervise the counting of votes

4. Recording the legality of the extraordinary general meeting

5. Recording the attendance at the extraordinary general meeting and adoption of the list of votes

6. Authorising the Board of Directors to decide on a share issue

The Board of Directors proposes that the extraordinary general meeting would authorise the Board of Directors to undertake a share issue for consideration pursuant to the shareholders' pre-emptive subscription right. The Board of Directors would have the right to decide upon the offering to parties determined by the Board of Directors of any shares that may remain unsubscribed for pursuant to the shareholders' pre-emptive subscription right. A maximum number of 26,000,000,000 new shares could be issued in the share issue. The Board of Directors would be authorised to determine the subscription price for the new shares and the other terms and conditions of the share issue. The authorisation of the Board of Directors to issue shares would be valid until 31 December 2013. The authorisation is conditional upon the granting of the authorisation referred to in Section 7.

7. Authorising the Board of Directors to decide to issue new shares and/or special rights entitling to shares in deviation from the pre-emptive subscription rights of the shareholders

The Board of Directors proposes that the extraordinary general meeting would, with the majority set forth in Article 14 of the Articles of Association, grant an authorisation to the Board of Directors to decide to issue up to 600,000,000 new shares through one or several share issues and/or by granting of special rights entitling to shares, as referred to in Chapter 10, Section 1, of the Finnish Companies Act in order to carry out an adjustment of the conversion price in accordance with the terms and conditions of the convertible bonds of the Company due 2013 resulting from the share issue referred to in Section 6. The authorisation would be valid until 31 December 2013. The use of the authorisation is conditional upon the completion of the share issue referred to in Section 6.

8. Closing of the meeting

THE MEETING MATERIALS

This notice, which includes the proposals of the Board of Directors on the agenda of the extraordinary general meeting, is available on the Company's website at www.talvivaara.com/egm-2013. The Company's annual accounts, the related reviews of the Board of Directors and the related auditor's reports for the years ended 31 December 2011 and 2012, the Interim Report for January - March 2012, the Interim Report for January - June 2012, the Interim Report for January - September 2012, the Annual Results Review 2012 and the statement by the Board of Directors on the events occurring after the Annual Results Review 2012 and having a material effect on the position of the Company are also available on the above-mentioned website. The proposals of the Board of Directors, the Company's annual accounts, the related reviews of the Board of Directors and the related auditor's reports for the years ended 31 December 2011 and 2012, the Interim Report for January - March 2012, the Interim Report for January - June 2012, the Interim Report for January - September 2012 and the Annual Results Review 2012 and the statement by the Board of Directors on the events occurring after the Annual Results Review 2012 and having a material effect on the position of the Company will also be available at the meeting. Copies of these documents and of this notice will be sent to shareholders upon request.

INSTRUCTIONS FOR THE PARTICIPANTS IN THE GENERAL MEETING

The right to participate and registration

Each shareholder who is registered on 26 February 2013 in the register of shareholders of the Company held by Euroclear Finland Ltd has the right to participate in the extraordinary general meeting. A shareholder whose shares are registered on his/her personal Finnish book-entry account is registered in the shareholders' register of the Company.

A shareholder wishing to participate in the extraordinary general meeting shall register for the meeting no later than 4:00 p.m. (GMT+2) on 5 March 2013 by giving a notice of attendance. Such notice can be given either by e-mail to the address egm@talvivaara.com, by facsimile to the number +358 20 712 9801 or by regular mail to the Company's address, Ahventie 4 B, 5th floor, FI-02170 Espoo, Finland, or via the Company's website, www.talvivaara.com. Internet registration via the Company's website is expected to commence on 14 February 2013.

In connection with the registration, a shareholder shall notify his/her name, personal identification number/business identity code, address, telephone number and the name of a possible assistant or proxy representative and the personal identification number of a proxy representative. The personal data given to the Company is used only in connection with the extraordinary general meeting and with the processing of related registrations.

Pursuant to chapter 5, section 25 of the Finnish Companies Act, a shareholder who is present at the extraordinary general meeting has the right to ask questions with respect to the matters to be considered at the meeting.

Proxy representative and powers of attorney

A shareholder may participate in the extraordinary general meeting and exercise his/her rights at the meeting by way of proxy representation. A proxy representative shall produce a dated proxy document or otherwise in a reliable manner demonstrate his/her right to represent the shareholder at the extraordinary general meeting.

When a shareholder participates in the extraordinary general meeting by means of several proxy representatives representing the shareholder with shares at different securities accounts, the shares by which each proxy representative represents the shareholder shall be identified in connection with the registration for the extraordinary general meeting.

Possible proxy documents should be delivered in originals to the Company at the Company's address given above before the last date for registration.

Holder of nominee registered shares

A holder of nominee registered shares is advised to request without delay necessary instructions regarding the registration in the register of shareholders of the Company, the issuing of proxy documents and the registration for the extraordinary general meeting from his/her custodian bank. The account operator of the custodian bank will register a holder of nominee registered shares, who wants to participate in the extraordinary general meeting, to be temporarily entered into the register of shareholders of the Company at the latest on 5 March 2013 by 10:00 a.m. (GMT+2).

Other instructions and information

On the date of this notice to the extraordinary general meeting, 14 February 2013, the total number of shares and votes in the Company is 272,309,640.

The extraordinary general meeting will be held in the Finnish language, but questions can also be presented in the English language.

Espoo, Finland, on 14 February 2013

TALVIVAARA MINING COMPANY PLC

THE BOARD OF DIRECTORS

Talvivaara Mining Company annual results review for the year ended 31 December 2012

Thu, 14 Feb 2013 09:00:00 +0200

Stock Exchange Release
Talvivaara Mining Company Plc
14 February 2013

Talvivaara Mining Company annual results review for the year ended 31 December 2012

Production and operations impacted by water balance situation

Financing arrangements to secure liquidity for continued ramp-up to full capacity

Highlights of Q4 2012

Nickel production of 2,317t and zinc production of 4,106t
Production impacted by gypsum pond leakage in November and continuing challenging water balance situation throughout the fourth quarter
Metals plant operations stabilized following leakage
Pekka Perä returned as CEO in November 2012
Further increase in total Mineral Resources announced in November 2012; updated resources contain an estimated 3.0Mt of nickel in Measured and Indicated categories confirming Talvivaara's long mine life

Highlights of 2012

Nickel production of 12,916t and zinc production of 25,867t
Heavy rainfall and rapid spring melt aggravated water balance situation and impacted production throughout the year
Ore production temporarily suspended since September 2012; anticipated cost savings have been realized
Continued improvement in equipment utilization rates and availabilities across processes
A number of measures have been taken to manage the water balance in the future, including a new water recycling system and investments in reverse osmosis technology; over the medium term, the Company continues to target a nearly closed water circulation system

Highlights after the reporting period

Kainuu ELY Centre has on 12 February 2013 decided to allow Talvivaara to pursue the treatment and release of excess waters from the mine area; mining operations expected to re-commence in July 2013
Temporary lay-offs of 184 employees between 18 February and 30 June 2013 to support Talvivaara's cost saving initiatives
Promising development in production processes:
- All-time record average flow-rate of 1,422 m³/h through the metals plant in January
- 98% process availability of the metals plant in January
- Strong evidence of leaching performance quickly improving in heap sections from which excess water has been removed
Actual year-to-date nickel production of 1,448t until 12 February

Financing arrangements

Talvivaara has sought a number of financing arrangements to de-risk the Company's balance sheet, secure liquidity for the continued ramp-up of operations towards full capacity and provide an appropriate capital structure to enable repayment or refinancing of short- and medium-term indebtedness.

The financing transactions consist of:

Underwritten rights issue to raise approximately EUR 260 million in gross proceeds
Renegotiated EUR 100 million revolving credit facility
Increase of advance payment from Cameco by USD 10 million to USD 70 million
EUR 12 million up-front payment from Nyrstar

The financing transactions are described in more detail in the corresponding Stock Exchange Release published simultaneously with this announcement and a Shareholder Circular expected to be published in the afternoon of 14 February 2013 on Talvivaara's website, www.talvivaara.com.

Guidance for 2013

Talvivaara anticipates producing approximately 18,000t of nickel and 39,000t of zinc in 2013. Metals production will continue to be impacted by the water balance issues in the first half of the year, but is expected to return to a clear ramp-up during the remainder of the year driven by the re-start of ore production in July. The operational expenditure including leasing for 2013 is estimated at approximately EUR 230 million, including EUR 10-15 million budgeted for the treatment and release of excess waters from the mine area. Capital expenditure is anticipated to amount to EUR 60 million, including approximately EUR 20 million to be spent in water management with the target of reaching a sustainable water balance situation at the mine site.

Key figures

EUR million	Q4 2012	Q4 2011	FY 2012	FY 2011
Net sales	25.7	66.5	142.9	231.2
Operating profit (loss)	(57.0)	14.9	(83.6)	30.9
% of net sales	(221.9%)	22.5%	(58.5)%	13.4%
Profit (loss) for the period	(59.4)	3.7	(103.9)	(5.2)
Earnings per share, EUR	(0.22)	0.01	(0.38)	(0.04)
Equity-to-assets ratio	24.3%	27.9%	24.3%	27.9%
Net interest bearing debt	563.8	455.7	563.8	455.7
Debt-to-equity ratio	183.8%	141.3%	183.3%	141.3%
Capital expenditure	29.6	21.6	97.5	79.1
Cash and cash equivalents at the end of the period	36.1	40.0	36.1	40.0
Number of employees at the end of the period	588	461	588	461

All reported figures in this release are audited.

CEO Pekka Perä comments: "We have today announced a holistic financing arrangement to de-risk Talvivaara's balance sheet and significantly improve our liquidity position. The challenges encountered over the past year have resulted in production shortfalls, and combined with a weak nickel price environment, resulted in the need to raise additional capital. Through the measures announced today, we are both securing Talvivaara's liquidity position as we resolve our remaining operational challenges, but also put in place a more appropriate capital structure for the longer term as we resume the ramp-up of production.

Our fundamental strengths and opportunities remain unchanged. Talvivaara's current resources contain an estimated 4.5 million tonnes of nickel, sufficient to support decades of operations. We have proven that the bioheapleaching process works as expected, provided that it is managed optimally, and a number of process and organizational changes have been implemented to ensure delivery of consistent and improved leaching results. Our clear vision remains for Talvivaara to become a Finnish mining champion of considerable international significance. Talvivaara also plays an important role for the Kainuu region in Finland, and we employed close to 600 people at the end of 2012 with significant additional benefits through contractors and follow-on effects. The announced capital raise is critical to secure resources to achieve our vision for Talvivaara, and continue to create growth in Finland and the local region in particular.

Notwithstanding our longer-term targets, near-term challenges remain that we are addressing. The water balance situation caused by a year of historically heavy rainfall and rapid snow melt had a material impact on our production in 2012, and ultimately culminated in the gypsum pond leakage in November. We expect to continue to see the water balance issues impacting our production in the coming months, and our nickel production target of 18,000 tonnes for 2013 reflects a more material production ramp-up only during the second half of the year. We are taking a number of measures to implement a sustainable longer-term water balance with the target of operating a closed circuit, but this will take some time. On 12 February we received a key decision from the monitoring authority allowing the discharge of purified excess water from the mine site, which is a central next step to moderate the water balance and lower operational risk levels. While the discharged waters are neutralized of metals and harmful substances, regrettably some sulphate remains expected to cause a temporary increase in the sulphate content of the nearest lakes.

Our disappointing financial result for the year, and in particular for the fourth quarter, mirrors the lower-than-expected production and EUR 23 million of costs and provisions for the gypsum pond leakage and water balance management measures. Further, the nickel price environment was relatively weak throughout the year, with nickel recording the weakest performance across base metals. Whilst the backdrop of a rapidly unfolding European economic crisis and the prospect of weakening demand from China depressed market sentiment in 2012, we remain confident of the long-term trajectory for nickel driven by rapid production cost escalation across the industry.

Finally, during the fourth quarter I returned as CEO to work alongside the management team and all of our employees as we overcome Talvivaara's near-term challenges. I would like to take this opportunity to thank everyone at Talvivaara for their considerable dedication and our shareholders for their on-going support."

Enquiries:

Talvivaara Mining Company Plc Tel. +358 20 712 9800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO

College Hill Tel. +44 20 7457 2020
David Simonson
Anca Spiridon

Finnish language press conference on 14 February 2013 at 10:00 GMT / 12:00 EET

A Finnish language press conference on the annual results and financing arrangements will be held on 14 February 2013 at 10:00 GMT / 12:00 EET at G.W. Sundmans (auditorium), Helsinki, Finland.

English language presentation and live webcast on 14 February 2013 at 11:30 GMT / 13:30 EET

An English language combined presentation, conference call and live webcast on the annual results and financing arrangements will be held on 14 February 2013 at 11:30 GMT / 13:30 EET at G.W. Sundmans (auditorium), Helsinki, Finland.

The webcast can be accessed through the following link:
http://qsb.webcast.fi/t/talvivaara/talvivaara_2013_0214_q4/

A conference call facility is available for participants joining via telephone and there will be a Q&A following the presentation.

Listen via teleconference:
Europe & U.K. Participants: +44 (0)20 7162 0077
US Participants: +1 334 323 6203
Finnish Participants: +358 (0)9 2313 9202

Conference ID: 928245

Further details on the event can be found on the Talvivaara website, www.talvivaara.com. The webcast will also be available for viewing on the Talvivaara website shortly after the event until the end of 2013.

Talvivaara's fourth quarter review

Metals production stabilized after the gypsum pond leakage

Talvivaara produced 2,317t of nickel (Q4 2011: 4,769t) and 4,106t of zinc (Q4 2011: 10,524t) in the fourth quarter of 2012. Metals production was impacted by the gypsum pond leakage in November and the continuing challenging water balance situation throughout the quarter.

On 4 November, Talvivaara announced that it had detected a leakage in the gypsum pond at the mine. The leakage was located on 7 November, the majority of it was stemmed during the following days and it was completely stopped on 14 November. While most of the water that leaked from the pond was contained within the mining concession area by existing dams and the newly built fourth safety dam, some of the leakage water was discharged into the environment while the fourth safety dam was being constructed. Most of the discharged water was however successfully neutralised with lime to precipitate metals from it and to increase its pH close to neutral. The metal precipitates were caught in a swamp area located close to the southern edge of the mining concession area. Following the leakage, Talvivaara purchased the affected area in December and commenced measures to remove and treat the contaminated soil.

Talvivaara's metals recovery plant was temporarily suspended between 4 and 21 November as a precautionary measure due to the leakage. Since the successful re-start on 21 November, plant performance continued satisfactory during the remainder of the year. However, some short term disturbances in the automation systems impacted production in December and these are being investigated to avoid future re-occurrence. Solution flow rates at the plant varied from around 800 m³/h to 1,400 m³/h in December outside of the short-term disturbances.

Bioheapleaching continued to suffer from the excess water in circulation which has affected the process since the spring of 2012 due to the excessive rainfall experienced. The water balance issues were further intensified in November by the gypsum pond leakage, which forced the Company to pump additional excess water into the heap circulation in order to minimize the environmental effects of the leak. As a result, nickel grades in solution pumped to metals recovery continued to decline during the fourth quarter and reached a level of around 1.3 g/l at year-end. However, the Company estimates it will take some months before substantial improvement in the grades can be expected.

As previously announced, Talvivaara's ore production has been suspended since September 2012 due to the prevailing water balance situation. The Company anticipates re-commencing mining of new ore in July 2013 once the main part of the Kuusilampi open pit has been de-watered. While ore production was suspended, some waste mining continued in the fourth quarter and the mining department produced 1.2Mt of waste rock which was used in the construction of secondary heap foundations (Q4 2011: 2.0Mt). During the quarter, the mining fleet was also used in assisting in primary heap reclaiming and safeguarding measures related to the gypsum pond leakage.

Production key figures

		Q4 2012	Q4 2011	FY 2012	FY 2011
Mining
Ore production	Mt	-	3.2	8.7	11.1
Waste production	Mt	1.2	2.0	5.3	17.0
Materials handling
Stacked ore	Mt	-	3.2	8.7	11.1
Bioheapleaching
Ore under leaching	Mt	44.3	35.6	44.3	35.6
Metals recovery
Nickel metal content	Tonnes	2,317	4,769	12,916	16,087
Zinc metal content	Tonnes	4,106	10,524	25,867	31,815

Financial performance in the fourth quarter of 2012

Net sales and financial result

Talvivaara's net sales for nickel and cobalt deliveries to Norilsk Nickel and for zinc deliveries to Nyrstar during the quarter ended 31 December 2012 amounted to EUR 25.7 million (Q4 2011: EUR 66.5 million). In addition, Talvivaara commenced production of saleable quantities of copper sulphide in October and sold its first copper products under spot arrangements. Net sales decreased by 42.6% compared to Q3 2012 primarily due to lower production as a result of the gypsum pond leakage and depressed metal grades in leach solution. Product deliveries in Q4 2012 amounted to 2,183t of nickel, 70t of cobalt and 8,178t of zinc.

Changes in inventories of finished goods and work in progress amounted to EUR (6.4) million (Q4 2011: EUR 17.5 million). Due to discontinued mining and crushing operations no new ore was stacked during Q4 2012 and work in progress increased less in Q4 2012 than during normal operations. In addition, the inventories of finished goods were reduced due to year-end reconciliation of the inventory.

The operating loss for Q4 2012 was EUR (57.0) million (Q4 2011: profit of EUR 14.9 million), corresponding to an operating margin of (221.9%) (Q4 2011: 22.5%). During the period, materials and services amounted to EUR (20.0) million (Q4 2011: EUR (37.7) million) and other operating expenses to EUR (33.4) million (Q4 2011: EUR (13.1) million). Materials and services and other operating expenses increased by 23.7% compared to the third quarter of 2012. The increase was primarily due to the costs incurred as a result of the gypsum pond leakage and water balance management. During Q4 2012, the costs incurred as a result of the gypsum pond leakage amounted to EUR 1.7 million. Talvivaara has also recognised EUR 12.2 million in provisions for costs related to the leakage, in particular those anticipated to be incurred in the clean-up of the land contaminated with metal precipitates, and the treatment and subsequent discharge of waters stored in the safety dams. A further EUR 9.1 million provision has been recognised for the necessary water storage and pumping arrangements and waste water neutralization measures to secure a sustainable water balance at the mine site.

Loss for the period amounted to EUR (59.4) million (Q4 2011: profit of EUR 3.7 million).

Balance sheet and financing

Capital expenditure during the last quarter of 2012 totaled EUR 29.6 million (Q4 2011: EUR 21.6 million). The expenditure related primarily to the uranium extraction circuit, secondary leaching and pond and dam structures built to contain the gypsum pond leakage and minimise any environmental effects. Talvivaara received advance payments of EUR 9.7 million from Cameco to cover the construction costs of the uranium extraction circuit during the period.

Base metals prices recovered slightly towards the end of 2012

Base metals prices reached their lowest levels during 2012 in the autumn, and recovered slightly towards the end of the year as macroeconomic concerns started to abate. Nickel closed the year at approximately USD 17,000/t, and recorded an average of approximately USD 17,400/t for December.

London Metal Exchange ("LME") nickel stocks increased throughout 2012. The reported December stock level of approximately 138,000 tonnes was the highest since early 2011.

Talvivaara's annual results review 2012

Nickel market impacted by macroeconomic concerns

In 2012, the nickel market along with other base metals was impacted by concerns over global macroeconomic growth. Having started the year at around USD 20,000/t, the nickel price declined to its lowest monthly average since mid-2009 of approximately USD 15,700/t in August, as the Eurozone crisis intensified and markets reacted to concerns over lower commodities demand growth in China in particular. While the nickel price recovered to USD 17,000-18,000/t by the end of the year, nickel had the weakest price performance among the base metals complex in 2012.

Global primary nickel consumption grew by 4% to 1.66 million tonnes during the year, and Chinese consumption totaled 0.77 million tonnes representing approximately 45% of the global market. Chinese demand growth slowed down to approximately 10% in 2012, as compared to 20% in 2011. (Source: CRU)

On the supply side, global primary nickel supply amounted to 1.71 million tonnes in 2012, leaving the market at a surplus of some 46,000 tonnes. China continued to be a significant importer of nickel, with Chinese consumption exceeding supply by an estimated 0.31 million tonnes. Delays in the commissioning of several large greenfield nickel projects has continued to be a pertinent feature of the market. (Source: CRU)

The EUR/USD exchange rate was largely driven by unfolding of the Eurozone crisis during the year. The Euro traded at 1.30-1.35 U.S. dollars until the spring, and declined to its 2012 low of approximately 1.20 U.S. dollars in August before returning to the 1.30-1.35 range by the end of the year.

Production and operations significantly impacted by water balance situation

Talvivaara closed the year having produced 12,916t of nickel (2011: 16,087t) and 25,867t of zinc (2011: 31,815t). Over the course of 2012, Talvivaara faced increasing challenges with the water balance at the mine site, as rapid snow melt in the spring and historically heavy rainfall in the spring and summer materially increased the amount of excess water that had been accumulating at the mine site. The challenging water balance forced Talvivaara to temporarily cease the production of new ore as of September 2012, diluted metal grades in leach solution leading to reduced metals production and culminated in the gypsum pond leakage in November 2012.

Talvivaara took steps throughout the year to manage the excess water on site, starting with the installation in early 2012 of a new water recycling system reducing the need for raw water intake. In April, the Company announced that it will invest in reverse osmosis technology for purification of sulphate containing waters. The first two reverse osmosis units were subsequently commissioned in November, enabling further increase in process water recycling and substantial reduction in raw water intake. A third reverse osmosis line will be installed during the spring of 2013. Despite these measures, the water balance situation at the mine became increasingly more challenging as the year progressed, in particular due to rapid snow melt in the spring and historically heavy rainfall through the summer and early autumn. The excess water on site and in solution circulation diluted metals grades in leach solution, thereby impacting metals production. Talvivaara also decided to alter its near-term production scheme as of September 2012 by temporarily suspending the production of new ore, as excess water had to be stored in the open pit and Talvivaara already had a substantial nickel inventory under leaching.

In November, the water balance challenges culminated in the gypsum pond leakage, where a portion of the excess water on site had been stored. The leakage, which was discovered on 4 November, was located on 7 November, the majority of it was stemmed during the following days and it was completely stopped on 14 November. While most of the water that leaked from the pond was contained within the mining concession area by existing dams and the newly built fourth safety dam, some of the leakage water was discharged into the environment while the fourth safety dam was being constructed. Most of the discharged water was however successfully neutralised with lime to precipitate metals from it and to increase its pH close to neutral. The metal precipitates were caught in a swamp area located close to the southern edge of the mining concession area. Following the leakage, Talvivaara purchased the affected area in December and commenced measures to remove and treat the contaminated soil.

In mid-March 2012, Talvivaara experienced a fatal incident at its metals recovery plant area, caused by a localised, temporary discharge of excess hydrogen sulphide gas from the metals recovery process. Following the incident, Talvivaara immediately lowered solution flow into the metals recovery plant and subsequently also started a maintenance stoppage, which was prolonged by an unscheduled stoppage with focus on preventive occupational safety-related modifications and improvements. The metals recovery plant was re-started by mid-April 2012; however, production was restricted for most of April due to the stoppage and subsequent changes to certain operating procedures, the implementation of which slowed down early ramp-up after the re-start.

Due to the extended stoppage following the fatality and the water management issues during the spring and summer, Talvivaara reduced its nickel production guidance for 2012 from 25,000-30,000t to approximately 17,000t in August. After the gypsum pond leakage and related production suspension in November, the Company was again forced to re-assess its full-year production target, and reduced it to approximately 13,000t of nickel.

At the departmental level, mining and materials handling produced and processed 8.7Mt of ore (2011: 11.1Mt) and 5.3Mt of waste (2011: 17.0Mt) in 2012. The challenging water balance situation started to impact ore production in the summer, as excess water had to be stored in the open pit and the production of new ore was temporarily suspended as of September 2012. Despite this, a record level of 1.5 million tonnes of ore was mined and subsequently crushed in July 2012 and equipment availabilities in materials handling approached the levels required for full-scale production. During the suspension of ore production, the mining fleet has been partly mobilized to assist in primary heap reclaiming, while some waste mining has also continued.

In bioheapleaching, the excess water in circulation and reduced evaporation diluted the metal grades in leach solution, and the high water content in the heaps also negatively affected leaching performance by reducing the efficiency of aeration. As a result, the average nickel grade in the solution pumped to the metals recovery plant decreased throughout 2012, recording slightly below 2 g/l in early 2012, 1.8 g/l in the second quarter, between 1.5 and 1.6 g/l in the third quarter and 1.3 g/l in the fourth quarter. Measures to improve the leaching performance are being taken based on the findings from extensive operational bioheapleaching studies carried out during the autumn of 2012. Multiple changes are being implemented to ensure constant and balanced distribution of air within the primary heaps, and additional aeration into the secondary heaps is being introduced. Attention is also being paid to agglomeration and the quality and proper distribution of irrigation solutions. Furthermore, reclaiming and re-stacking of the existing primary heaps continues in order to enable efficient recovery of the existing nickel inventory under leaching.

In metals recovery, progress continued to be made throughout 2012 in increasing utilization rates and maintaining stability. The average flow rate at the plant reached around 1,500 m³/h for several periods and Talvivaara expects ramp-up to 1,600 m³/h in the near future. The stability of hydrogen sulphide production also improved following thorough maintenance of both hydrogen sulphide plants during the year and focus on the quality of the sulphur feed. Further, the overall improved process control helped in minimising the odour discharges such that noticeable odour discharges are now only associated with process disturbances, or start-up or shut-down phases relating to production stoppages.

Construction of the uranium recovery plant progressed according to plan during the year, with completion rate at close to 100% at year-end. Talvivaara also commenced production of saleable quantities of copper sulphide in October 2012. For the time being, the product is being sold under spot arrangements.

Financial review

Net sales and financial result

Talvivaara's net sales for nickel and cobalt deliveries to Norilsk Nickel and for zinc deliveries to Nyrstar during 2012 amounted to EUR 142.9 million (2011: EUR 231.2 million). Net sales decreased by 38.2% compared to 2011 mainly due to lower deliveries and the lower nickel price. Production was impacted by the challenging water situation at the mine throughout the year, the fatality at the metals recovery plant area in March and the gypsum pond leakage in November. Product deliveries amounted to 12,641t of nickel, 29,256t of zinc and 355t of cobalt (2011: 15,795t of nickel, 35,935t of zinc, 400t of cobalt).

The Group's other operating income amounted to EUR 4.1 million (2011: EUR 2.3 million) and mainly consisted of indemnities on losses and fair value gains on biological assets.

Materials and services were EUR (117.8) million in 2012 (2011: EUR (135.0) million) and other operating expenses were EUR (81.2) million (2011: EUR (55.2) million). The largest cost items were production chemicals, external services, electricity and maintenance. The costs of the gypsum pond leakage and water balance management measures amounted to EUR 23.0 million, including provisions.

Employee benefit expenses were EUR (28.1) million (2011: EUR (25.5) million). The increase was attributable to the increased number of personnel.

The operating loss for 2012 was EUR (83.6) million (2011: profit of EUR 30.9 million). The operating margin for 2012 was (58.5%) and was in particular affected by the water balance challenges and gypsum pond leakage in November (2011: 13.4%).

Finance income for 2012 was EUR 0.8 million (2011: EUR 1.2 million) and consisted mainly of exchange rate gains. Finance costs of EUR (46.5) million (2011: EUR (39.1) million) mainly resulted from interest and related financing expenses on borrowings.

The loss for the 2012 amounted to EUR (103.9) million (2011: EUR (5.2) million) reflecting the challenging nickel price, elevated costs due to the water balance challenges and gypsum pond leakage and lower than anticipated level of product deliveries. Earnings per share was EUR (0.38) (2011: EUR (0.04).

The total comprehensive income for 2012 was EUR (103.9) million (2011: EUR (14.6) million). In 2011, it included a reduction in hedge reserves resulting from the occurrence of the hedged sales.

Balance sheet

Capital expenditure in 2012 totaled EUR 97.5 million (2011: EUR 79.1 million). The expenditure related primarily to the uranium extraction circuit, earthworks in secondary leaching and secondary heap foundations and the dam and pond structures constructed due to the gypsum pond leakage. In addition, major investments were made in environmental technology toimprove the quality of effluent waters and limit dust emissions. On the consolidated statement of financial position as at 31 December 2012, property, plant and equipment totaled EUR 809.5 million (31 December 2011: EUR 762.0 million).

In the Group's assets, inventories amounted to EUR 297.8 million on 31 December 2012 (31 December 2011: EUR 240.4 million). The increase in inventories reflects the ramp-up of production and the consequent increase in the amount of ore stacked on heaps, valued at cost. The temporary alteration to the near-term production scheme also affected the amount of inventories in the second half of 2012. The inventories of finished goods were reduced due to year-end reconciliation of the inventory.

Trade receivables amounted to EUR 32.2 million on 31 December 2012 (31 December 2011: EUR 64.0 million). The trade receivables decreased due to the suspension of metals production in connection with the gypsum pond leakage, which led to reduced product deliveries to customers during the last quarter of 2012.

On 31 December 2012, cash and cash equivalents totaled EUR 36.1 million (31 December 2011: EUR 40.0 million).

In equity and liabilities, total equity amounted to EUR 306.8 million on 31 December 2012 (31 December 2011: EUR 322.6 million). Talvivaara raised EUR 81.5 million, net of transaction costs, from an issue of 24,589,050 new shares in Q1 2012. In addition, interest cost of EUR 2.8 million of a perpetual capital loan was capitalized in equity. A total of 1,830,087 new shares were subscribed and paid for in 2012 under the company's stock option rights 2007A and the entire subscription price amounting to EUR 4.9 million was recognized in equity.

Borrowings increased from EUR 495.7 million on 31 December 2011 to EUR 599.8 million at the end of December 2012. The changes in borrowings during 2012 mainly resulted from the issue of a senior unsecured bond of EUR 110 million, a draw-down of EUR 20 million from the revolving credit facility, a repayment of commercial paper notes amounting to EUR 8.5 million and a buy-back of senior unsecured convertible bonds due 2013 with a nominal value of EUR 8 million.

Total advance payments as at 31 December 2012 amounted to EUR 273.7 million, representing an increase of EUR 26.5 million from EUR 247.3 million on 31 December 2011. During 2012, Talvivaara received a total of EUR 32.1 million in advance payments from Cameco based on the uranium off-take agreement between the companies, whilst the advance payment from Nyrstar was amortised by EUR 5.6 million as a result of zinc deliveries.

Total equity and liabilities as at 31 December 2012 amounted to EUR 1,260.8 million (31 December 2011: EUR 1,156.7 million).

Financing

In June, Talvivaara's EUR 130 million revolving credit facility was amended. In December, Talvivaara requested and was granted a covenant holiday from the banks. In addition, the total commitments of the revolving credit facility were reduced to EUR 100 million. As at 31 December 2012, EUR 70 million of the facility was drawn.

In April and May, Talvivaara conducted a buy-back for a portion amounting to a nominal value of EUR 8 million of the Company's senior unsecured convertible bonds due 2013. The remaining convertible bonds have a nominal value of EUR 76.9 million and are due in May 2013.

In March, Talvivaara issued a EUR 110 million senior unsecured bond. The 5-year bond has an issue price of 100%, pays a coupon of 9.75% and is callable after 3 years. The bond issue was sold to both Finnish and international institutional and private investors. The bond was settled and the notes were listed on NASDAQ OMX Helsinki in April.

In February, Talvivaara completed an issue of 24,589,050 new shares representing approximately 10 per cent of the number of the existing shares of the Company. The proceeds of the share issue amounted to EUR 82.6 million before commissions and expenses and to EUR 81.5 million net of costs. An Extraordinary General Meeting of Talvivaara Mining Company Plc resolved to approve the share issue in March, and the new shares were subsequently registered in the Finnish Trade Register.

Going concern

The Group's financial statements for the financial year 2012 have been prepared on a going concern basis taking account of the Group's on-going financing transactions, production forecasts and financial projections, and reasonably possible changes in production, metal prices and foreign exchange rates.

The Group has experienced a number of operational challenges in 2012, the prevailing water balance issues are continuing to impact production, and the recent nickel price environment has been weak. The Group is taking a number of measures to overcome its near-term operational challenges, but the full effect of these actions will only materialise over several months. Therefore, the Board believes that the Group must secure additional funds in order to be able to finance its operations and to repay its debts over the coming 12 months.

In order to address its liquidity situation, the Group has taken measures to reduce its costs and improve its overall efficiency, including temporarily suspending ore production since September 2012 and undertaking temporary layoffs due to the suspension of ore production. Further, the Company has renegotiated its EUR 100 million revolving credit facility and entered into an amended facility agreement on 14 February 2013, which, among other things, amended the financial and production covenants in the previous facility agreement to be more appropriate for the Group's current operations and, therefore, reduces the Company's risk in relation to compliance with its covenants. The amended facility remains subject to certain conditions subsequent, including the completion of the proposed rights issue discussed below and the Company receiving net proceeds therefrom of at least EUR 240 million by 30 April 2013.

To improve its liquidity and capital structure, the Company is also undertaking a rights issue. In connection with the proposed rights issue, the Company has on 14 February entered into a standby underwriting letter with banks, pursuant to which the banks have undertaken to underwrite, subject to certain conditions, such portion of the proposed rights issue that is not subject to shareholder commitments. The Company's three key shareholders have given their irrevocable commitments to subscribe in total 31.06 per cent of the proposed rights issue, which the Board is confident will be able to raise approximately EUR 260 million in gross proceeds. Proceeding with and completion of the rights issue remains subject to shareholder approval at an Extraordinary General Meeting to be held on 8 March 2013.

In order to ensure that the Group has sufficient liquidity until the Company receives the proceeds from the proposed rights issue, Talvivaara Sotkamo has on 12 February 2013 entered into an amendment agreement with Cameco concerning the uranium take-in-kind agreement pursuant to which the amount of the up-front investment that Cameco is to pay to Talvivaara Sotkamo for the construction of the uranium extraction facility was increased by USD 10 million to USD 70 million, and the duration of the agreement extended to 31 December 2017 and commercial terms revised accordingly. In addition, Talvivaara Sotkamo has on 14 February 2013 entered into an amendment agreement with Nyrstar regarding the zinc in concentrate streaming agreement pursuant to which Nyrstar is to make an up-front payment of EUR 12 million to Talvivaara Sotkamo in return for Talvivaara Sotkamo agreeing not to charge Nyrstar the EUR 350 per tonne extraction and processing fee on the next 38,000 tonnes of zinc in concentrate delivered to Nyrstar as was agreed in the original zinc in concentrate streaming agreement.

The Board believes that taking into account receipt of the proceeds of the proposed rights issue and subject to the conditions subsequent under the amended facility agreement having been satisfied, the Group has sufficient working capital for its present purposes, that is for at least 12 months from the date of these financial statements.

Business development and commercial arrangements

Planned uranium extraction and uranium off-take agreement with Cameco

Talvivaara is preparing for the recovery of uranium as a by-product of the Company's existing operations. Uranium occurs naturally in small concentrations in the Talvivaara area and leaches into the process solution along with Talvivaara's main products. Annual uranium production is estimated at 350tU (ca. 770,000 pounds), corresponding to approximately 410t (900,000 pounds) of yellow cake (UO₄). Talvivaara's entire uranium production will be sold under a long-term agreement to Cameco.

Following receipt of the construction permit in August 2011, Talvivaara commenced construction of the uranium recovery facility, which was close to completion at the end of 2012. The permitting process for uranium production is on-going and the start of uranium production is further subject to, among others, environmental permit approval and chemical authorisation. The decision on the environmental permit is expected in the first half of 2013 in connection with the general update of the mine's environmental permit.

Production expansion - Operation Overlord

Conceptual studies relating to production expansion beyond 50,000tpa of nickel continued during the year, with a particular emphasis on permitting and the on-going Environmental Impact Assessment. The scoping studies are based on the target of doubling the presently planned production to approximately 100,000tpa of nickel. Whilst studies relating to various processing options continue, it appears relatively likely that a substantial part of the expanded production would be LME-quality nickel metal, i.e. Talvivaara would integrate its production one step further downstream.

No investment decisions relating to the production expansion have yet been taken and are unlikely to be taken in the near term.

Energy strategy

Talvivaara's energy strategy is focused on building an environmentally sound portfolio of low-cost capacity allowing the Company to be energy self-sufficient in the longer term. Talvivaara's electricity need is currently approximately 45MW, and is expected to increase significantly if the Company proceeds with the planned capacity expansion and further refining of nickel into LME-quality metal.

Talvivaara increased its capacity share in the Fennovoima nuclear project in Finland from approximately 10MW to approximately 60MW in 2012. The Company is also studying, amongst others, on-site windpower production, bioenergy and utilization of energy generated in the production process.

Geology

Talvivaara updated its total Mineral Resources estimation in November 2012. The total Mineral Resources, as defined by the JORC code, increased by 32% to 2,053Mt from the total of 1,550Mt announced in October 2010. The increased resources contain 4.5Mt of nickel and 10.3Mt of zinc, up from 3.4Mt and 7.6Mt in 2010, respectively. Contained nickel and zinc in the Measured and Indicated categories amount to 3.0Mt and 6.6Mt, respectively. Talvivaara's current total Mineral Resources are presented in the table below.

Category	Year	Mt	Nickel %	Cobalt %	Copper %	Zinc %	Uranium %
Measured	2012	504.0	0.23	0.02	0.13	0.50	0.0017
	2010	432.2	0.23	0.02	0.13	0.50	0.0017
Indicated	2012	800.5	0.23	0.02	0.13	0.51	0.0017
	2010	689.2	0.23	0.02	0.13	0.50	0.0018
Subtotal	2012	1,304.5	0.23	0.02	0.13	0.50	0.0017
	2010	1,121.4	0.23	0.02	0.13	0.50	0.0018
Inferred	2012	748.3	0.21	0.02	0.12	0.49	0.0018
	2010	428.8	0.20	0.02	0.12	0.47	0.0017
Total	2012	2,052.8	0.22	0.02	0.13	0.50	0.0017
	2010	1,550.2	0.22	0.02	0.13	0.49	0.0017

The resource increase further confirms the long mine life of the Talvivaara deposits. Further excellent exploration potential remains around the currently known ore body, and 2013 exploration targets focus on infill drilling at the Southern and Northern parts of the Kolmisoppi deposit and the area between the Kuusilampi and Kolmisoppi deposits.

Talvivaara has undertaken a project to also update its ore reserves estimates and anticipates announcing the new reserves during the second half of 2013.

Research and development

Talvivaara's research and development activities in 2012 focused on water management, enhancing bioheapleaching performance and further optimization of the metals plant operations.

During the year, Talvivaara carried out an extensive study to further identify the factors impacting leaching performance, and as a result identified a number of additional measures to improve leaching results. As part of the study, production heap sections were opened to determine leaching properties within the heap. Whilst some areas in the opened sections had been well oxidized and leaching results were optimal, several other areas were found where aeration had been inefficient and where the ore remained clearly unreacted. Multiple changes are being implemented to ensure constant and balanced distribution of air within heaps, including the elimination of aeration pipe blockages, alterations in the physical design of future primary heaps and aeration pipes, and an improved drainage system.

Development work is also on-going to improve agglomeration quality, as the moisture content and stability of agglomerates is a key factor affecting leaching times and recovery rates. Copper heap leaching operations have reported up to 30-50% improvements in leaching times depending on the quality of agglomerates. Leaching results may also be impacted in part by the accumulation of certain elements in the solution circulation, the impact of which is being managed by controlling their concentration in irrigation solution.

Talvivaara also continued to conduct pilot heap tests throughout the year to determine the impact of various process conditions on leaching performance and test new measurement technologies. Localized tests were also carried out with production leaching pads.

At the metals recovery plant, research and development activities focused on pilot-testing of the reverse osmosis -based water treatment plant, which was commissioned for operational use in November 2012. Talvivaara also continued to study and test catalytic burners for metals recovery plant ventilation gases containing hydrogen sulphide and carbon dioxide.

Talvivaara participates in various co-operation and networking projects with universities, research centres and other companies. The research and development function was re-organized in July 2012 and the plant laboratory was included in research and development.

Sustainable development, safety and permitting

Sustainable development and environment

Whilst Talvivaara continued to make underlying progress in the area of sustainable development during 2012, significant challenges were faced in the area of water management. Due to a persistently challenging water balance situation throughout the year, the Company had to store excess water in solution circulation, process ponds, the open pit and the gypsum ponds. The gypsum pond leakage that occurred in November resulted in elevated nickel concentrations in the nearby waters, but the effects were only seen in the vicinity of the mining concession area. Talvivaara and the authorities continue to monitor the situation and expect to be able to determine the eventual impact of the leak during the summer of 2013.

Despite the water management challenges faced during the year, Talvivaara continued to develop its operations in line with its sustainable development policy which focuses on continuous improvement and operational excellence. In 2012, the Company paid special attention to improved control of water discharges, dust emissions, odour emissions, active stakeholder communication and continued implementation of management systems supportive of sustainable development.

Talvivaara continued to make significant progress in reducing its sulphate and sodium discharges into nearby lakes as a result of process improvements and increased water recycling. Furthermore, the new reverse osmosis -based water treatment plant was commissioned in November, reducing the need for raw water intake from the environment. In the medium term, Talvivaara's goal is to implement a closed water circulation system, which is expected to reduce the risk of weather conditions impacting Talvivaara's operations or environmental safety. Key elements of the targeted closed water circulation system include additional purification of process waters and more efficient separation of process waters and captured rain and natural run-off water.

During the year, dust emissions were further reduced through a new dust removal system at the materials handling screening hall, implemented in the summer. Talvivaara also continues to study new technologies for further reducing odour emissions, including catalytic burning of hydrogen sulphide gases.Odour complaints from nearby residents decreased from 131 in 2011 to 77 in 2012, and only isolated complaints have been received in recent months.

Talvivaara again took part in the CDP carbon footprint reporting initiative. This data gathering and reporting exercise will help the Company to optimize its greenhouse gas emissions in the future. Talvivaara also continued to develop its Global Reporting Initiative (GRI) reporting and related data verification.

Talvivaara prepared for ISO 9001 standard compliant quality management system and OHSAS 18001 standard compliant occupational health and safety management system during the year. Certification for both management systems is currently expected to be sought later in 2013. Talvivaara was awarded ISO 14001 certification for its environmental management system in 2010. The Company has also commenced implementation of a risk management system in accordance with the ISO 31000 standard.

The environmental security placed for future restoration of the area and monitoring obligations amounted to EUR 31.9 million at the year-end (2011: EUR 31.2 million).

During the year, Talvivaara continued to focus on its community programme. Meetings with the local residents continued, and a new, locally focused internet site (www.paikanpaalla.fi) was launched in early 2012 to provide up-to-date environmental information and a discussion and feedback channel for the local residents. Talvivaara also commenced regular sessions in nearby cities and towns to review recent events and the Company's performance with a particular focus on local communities.

Safety

With respect to safety issues Talvivaara's goal is a safe and healthy working environment, and the Company continued to develop its safety culture based on zero accident philosophy.

In March 2012, one of Talvivaara's employees regrettably lost his life in the vicinity of the metals recovery plant. Increased hydrogen sulphide concentrations had been detected in the area, and work had been suspended in accordance with occupational safety guidelines. The fatality has been distressing for everyone at Talvivaara, and crisis counselling was made available for personnel. The Company held an unscheduled stoppage in late March and early April with focus on preventative occupational safety-related improvements.

In order to further improve occupational safety and minimise the risk of incidents at the mine site, a number of measures were implemented in 2012. Operationally, safety instructions were further refined and developed, access practices in the vicinity of the metals recovery were altered and additional fixed gas detectors were installed. Occupational safety-related modifications in the metals recovery process include, among others, increased scrubbing of hydrogen sulphide gases and improved control of hydrogen sulphide feed into the process.

The injury frequency in 2012 was 16.6 lost time injuries/million working hours (2011: 16.1 lost time injuries/million working hours).

Permitting

In January 2012, Talvivaara received a positive opinion on its uranium recovery process from the European Commission under the Euratom Treaty. In its opinion, the European Commission considered that uranium recovery at the Talvivaara mine complies with the goals set by the Euratom Treaty and may improve the supply security of nuclear fuel in the European Union. In March, Talvivaara also received a licence from the Finnish Government to extract uranium as a by-product from its existing operations pursuant to the Nuclear Energy Act. The permit is valid throughout the life of the mine, however, no longer than until the end of 2054.

In April 2012, Talvivaara was informed by the Northern Finland Regional State Administrative Agency that the Company's environmental permit for uranium extraction and the general update of Talvivaara mine's environmental permit are to be processed together. Decisions on the permits are expected during the first half of 2013. Talvivaara continues to operate under the Company's existing environmental permit until the renewal process is completed. Talvivaara aims to start uranium recovery as soon as all the necessary permits have been obtained.

Following completion of the Environmental Impact Assessment ("EIA") programme, the EIA process for the potential expansion of the Talvivaara mine was initiated during the first quarter of 2012. The EIA covers options to expand production capacity up to 100,000t of nickel per annum, and also the option to refine nickel sulphide into LME-quality nickel metal. Talvivaara expects to submit the environmental permit application for production expansion in 2013 following completion of the EIA process.

Risk management and key risks

In the short term, Talvivaara's key operational risks continue to relate to the on-going ramp-up of operations. While the Company has demonstrated that all of its production processes work and can be operated on industrial scale, the rate of ramp-up is still subject to risk factors including the reliability and sustainable capacity of production equipment, and eventual speed of leaching and rates of metals recovery in bioheapleaching. In addition, there may be production and ramp-up related risks that are currently unknown or beyond the Company's control.

Personnel

The growth in Talvivaara's personnel continued in 2012, with the total number of employees increasing from 461 to 588. The personnel is mostly recruited locally from the Kainuu region, where Talvivaara is the largest provider of new job opportunities. The Company also employed approximately 90 summer trainees.

The average age of Talvivaara's personnel was 38 years. In its recruitment process, Talvivaara seeks to maintain a representative staff age structure.

During the year, Talvivaara held its first organization-wide employee satisfaction review to identify organizational strengths and key areas for improvement. Human resources processes were also defined and developed and leadership training was increased. Personnel development is based on annual training and development plans, and all employees attend performance appraisal discussions with their managers. All Talvivaara personnel participate in induction training with work safety as a key component. The Company's target is also that all of its employees will have first aid competence.

Corporate governance statement

Talvivaara issues its Corporate Governance Statement of 2012 and publishes it on the Company's website at www.talvivaara.com on the date of this announcement. The Corporate Governance Statement does not form part of the Board of Directors' Report.

Resolutions of the Annual General Meeting

Talvivaara's Annual General Meeting was held on 26 April 2012 in Sotkamo, Finland. The resolutions of the AGM included:

that no dividend be paid for the financial year 2011;
that the annual fee payable to the members of the Board for the term until the close of the Annual General Meeting in 2013 be as follows: Executive Chairman of the Board EUR 280,000, Deputy Chairman (Senior Independent Director) EUR 69,000, Chairmen of the Board Committees EUR 69,000 and other Non-executive Directors EUR 48,000;
that the number of Board members be eight and that Mr. Edward Haslam, Ms. Eileen Carr, Mr. D. Graham Titcombe, Mr. Tapani Järvinen and Mr. Pekka Perä be re-elected as Board members and Mr. Stuart Murray, Mr. Michael Rawlinson and Ms. Kirsi Sormunen be appointed as new members of the Board;
that the auditor be reimbursed according to the auditor's approved invoice and authorised public accountants PricewaterhouseCoopers Oy be elected as the Company's auditor for the financial year 2012;
that the Board be authorised to decide on the repurchase, in one or several transactions, of a maximum of 10,000,000 of the Company's own shares. The authorisation is valid until 25 October 2013 and replaces the authorisation to repurchase 10,000,000 shares granted by the Annual General Meeting of 28 April 2011; and
that the Board be authorised to decide on the conveyance, in one or several transactions, of a maximum of 10,000,000 of the Company's own shares.The shares may be conveyed to the Company's shareholders in proportion to their present holding or by waiving the pre-emptive subscription rights of the shareholders and the authorisation is valid until 25 April 2014.

Shares and shareholders

The number of shares issued and outstanding and registered on the Euroclear Shareholder Register as of 31 December 2012 was 272,309,640. Including the effect of the EUR 85 million convertible bond of 14 May 2008, the EUR 225 million convertible bond of 16 December 2010, the Option Schemes of 2007 and 2011 and share subscriptions registered during 2012, the authorised full number of shares of the Company amounted to 321,285,376.

The share subscription period for stock options 2007A was between 1 April 2010 and 31 March 2012. By the end of the subscription period a total of 2,279,373 Talvivaara Mining Company's new shares were subscribed for under the stock option rights 2007A. A total of 53,727 stock option rights 2007A remained unexercised following the end of the subscription period and expired.

The share subscription period for stock options 2007B is between 1 April 2011 and 31 March 2013. No new shares of Talvivaara were subscribed for under the stock option rights 2007B in 2012 and a total of 2,284,337 stock option rights 2007B remain unexercised. A total of 2,327,000 option rights 2007C have been issued to 250 key employees and the subscription period for stock options 2007C is between 1 April 2012 and 31 March 2014. A total of 2,327,000 stock options 2007C remain unexercised.

In February 2012, Talvivaara completed an issue of 24,589,050 new shares. An Extraordinary General Meeting of Talvivaara Mining Company Plc. resolved on 12 March 2012 to approve the proposal by the Board of Directors on the share issue in deviation from the shareholders' pre-emptive subscription rights. The new shares were registered with the Finnish Trade Register on 13 March 2012.

In addition, the Board of Directors has resolved, on the basis of the authorisation granted by the Extraordinary General Meeting held on 12 March 2012, to issue special rights entitling to subscribe up to 184,428 new shares, in order to carry out an adjustment to the conversion price, as a result of the equity placing, in accordance with the terms and conditions of the convertible bonds due 2013. Accordingly the maximum number of ordinary shares that may be issued upon conversion is 11,677,591 shares. Due to an adjustment to the conversion price of the convertible bonds due 2015, as a result of the placing, the maximum number of ordinary shares that may be issued upon conversion is 27,180,708 shares.

As at 31 December 2012, the shareholders who held more than 5% of the shares and votes of Talvivaara were Pekka Perä (20.7%), Solidium Oy (8.9%), Varma Mutual Pension Insurance Company (8.7%) and Ilmarinen Mutual Pension Insurance Company (8.7%).

Share based incentive plans

The Annual General Meeting held on 3 May 2007 approved the Board of Directors' proposal to issue share options to the Group's key personnel. The number of share options is 6,999,300, each entitling to subscribe one new share. A total of 2,333,100 of the share options are designated 2007A, 2,333,100 are designated as 2007B and 2,333,100 are designated as 2007C.

The Annual General Meeting held on 28 April 2011 approved the Board of Directors' proposal to issue share options to the Group's key personnel. The number of share options is 5,500,000, each entitling to subscribe one new share. A total of 2,500,000 of the share options are designated 2011A, 1,500,000 are designated as 2011B and 1,500,000 are designated as 2011C. The share subscription periods for stock options 2011A, 2011B and 2011C are between 1 April 2014 and 31 March 2016, 1 April 2015 and 31 March 2017 and 1 April 2016 and 31 March 2018.

In December 2010, The Board of Directors of the Company decided on a new shareholding plan directed to members of executive management and certain other key employees. The plan enabled the participants to acquire a considerable long-term shareholding in the Company. Through this plan, the participants personally invested a significant amount of their own funds in the Company shares. Part of the investment is financed by a loan provided by the Company.

The EUR 5.7 million loan granted by the Company to Talvivaara Management Oy for the purpose of acquiring Company shares carries an interest of 3.0% and shall be repaid in full by 2014. The 1,104,000 shares held by Talvivaara Management Oy have been pledged to the Company as security for the loan.
During 2011, the Board of Directors, based on the recommendation of the Remuneration Committee, allocated 952,000 2007C options, giving an entitlement to subscribe for a total of 952,000 new shares in the Company, to the personnel of Talvivaara and its subsidiaries. Of the options allocated since 2007, 78,000 2007C options entitling to subscribe for 78,000 shares were returned back to the Company during 2011. In 2011, a total of 274,908 new shares were subscribed for under the stock option rights 2007A and 48,763 with 2007B. At the end of 2011, 100 2007C options were available for allocation under the 2007 Option Scheme. The voting rights of the shares to be issued against the outstanding share options amount to 2.6% of the total share capital.

During 2012, the Board of Directors, based on the recommendation of the Remuneration Committee, allocated 42,000 2007C options, giving an entitlement to subscribe for a total of 42,000 new shares in the Company, and 1,347,500 2011B options, giving an entitlement to subscribe for a total of 1,347,500 new shares in the Company, to the personnel of Talvivaara and its subsidiaries. Of the options allocated since 2007, 48,000 2007C options entitling to subscribe for 48,000 shares were returned back to the Company during 2012. In 2012, a total of 1,938,787 new shares were subscribed for under the stock option rights 2007A. At the end of 2012, 2,500,000 2011A options, 152,500 2011B options and 1,500,000 2011C options were available for allocation under the 2011 Option Scheme. The voting rights of the shares to be issued against the outstanding share options amount to 2.1% of the total share capital.

Events after the review period

Notification under the Environmental Protection Act §62 to treat and release excess waters from the mine area
Talvivaara submitted on 22 January 2013 a notification to the Kainuu Centre for Economic Development, Transport and the Environment ("Kainuu ELY Centre") under the Environmental Protection Act §62 to treat and release excess waters from the mine area. Under the notification, Talvivaara intends to treat and release to nature by 30 June 2013 approximately 3.8 million m3 of water currently stored in emergency dams and the open pit. The water will be treated with neutralization agents, primarily lime compounds, to remove metals from it and to increase its pH close to neutral. The Group considers treatment and release of the water necessary in order to mitigate the risk of flooding or uncontrolled leakages during the spring melt. De-watering of the open pit is also necessary for the Group to be able to re-start its ore production, which has been suspended since September 2012 due to the prevailing water balance situation.

Kainuu ELY Centre has on 12 February 2013 permitted Talvivaara to discharge 1.8 million m3 of neutralised waste water into the Vuoksi and Oulujoki waterways, such that 0.9 million m3 is discharged into each direction by 30 June 2013. Additionally Talvivaara can direct 0.5 million m3 of waters currently in the open pit into the Kuusilampi pond in the vicinity of the pit, and continue to discharge within the 1.3 million m3 discharge quota in its existing environmental permit.

Talvivaara's original notification under Section 62 of the Environmental Protection Act proposed a discharge requirement of 3.8 million m3 in total. However, Talvivaara considers these arrangements and the 1.3 million m3 quota in the existing environmental permit to enable the commencement of planned water management arrangements and their implementation in the short term. Talvivaara will commence the neutralisation and discharge of waters from the mine site without delay in accordance with the Kainuu ELY Centre decision.

Temporary lay-offs
Talvivaara announced on 16 January 2013 that to support the Group's cost savings initiatives and overall efficiency, and to adjust the level of personnel to the temporarily suspended ore production, Talvivaara is considering temporary lay-offs. Co-operation consultations with employee representatives were held between 17 and 31 January 2013 concerning all personnel groups in all three corporate entities, Talvivaara Mining Company Plc, Talvivaara Sotkamo Ltd and Talvivaara Exploration Ltd.

Following the consultations, Talvivaara will temporarily lay off 184 employees between 18 February and 30 June 2013. The maximum duration of the lay-off period is 90 days per individual employee. Talvivaara currently employs approximately 580 people in total.

Recent operational highlights
Promising development in production processes:

All-time record average flow-rate of 1,422 m³/h through the metals plant in January
98% process availability of the metals plant in January
Strong evidence of leaching performance quickly improving in heap sections from which excess water has been removed

Actual year-to-date nickel production of 1,448t until 12 February.

Management re-organisation
The Company has re-organised its management during January and February as follows:

Mr Pertti Pekkala, formerly General Manager, Research and Development, was appointed Chief Production Officer (Metals Recovery);
Mr Kari Vyhtinen, formerly Chief Investment Officer, was appointed Chief Mining Officer;
Mr Mikko Korteniemi, formerly Chief Production Officer (Metals Recovery), was appointed Chief Maintenance Officer with responsibility for maintenance, procurement and warehousing; and
Ms Maija Vidqvist was appointed General Manager, Water Management (position previously held by Mr Jari Voutilainen).

Ms Maija Vidqvist, M. Sc. (Chem. Eng.), appointed General Manager of Water Management, is Managing Director of Teollisuuden Vesi Oy since 2003. Ms Vidqvist has extensive experience in environmental and water treatment technologies and processes across various industries and countries, including e.g. membrane technology and reverse osmosis -based water treatment.

With the reorganisation and formation of a central maintenance unit comprising procurement, warehousing and all maintenance activities, Iniesta aims to optimise its maintenance operations and increasingly focus on preventive maintenance for increased operational and cost efficiency.

Financing arrangements

Proposed rights issue
To improve its liquidity and capital structure, the Company is undertaking an underwritten Rights Issue. In connection with the proposed Rights Issue, the Company has on 14 February 2013 entered into a Standby Underwriting Letter with a group of banks, pursuant to which the banks have undertaken to underwrite such portion of the proposed Rights Issue that is not subject to shareholder commitments. The Company's three key shareholders have given their irrevocable commitments to subscribe in total 31.06 per cent of the proposed Rights Issue, which the Board is confident will be able to raise approximately EUR 260 million in gross proceeds. Proceeding with and completion of the Rights Issue remains subject to shareholder approval at an Extraordinary General Meeting to be held on 8 March 2013.

Revolving credit facility
The Company has renegotiated its EUR 100 million Revolving Credit Facility and entered into an amended Facility Agreement on 14 February 2013, which, among other things, amended the financial and production covenants in the previous Facility Agreement to be more appropriate for the Group's current operations and, therefore, reduces the Company's risk in relation to compliance with its covenants. Successful completion of the Company's proposed Rights Issue is a Condition Subsequent to the amended Facility.

Amendment Agreement with Cameco
In order to ensure that the Group has sufficient liquidity until the Company receives the proceeds from the proposed Rights Issue, Talvivaara Sotkamo has on 12 February 2013 entered into an amendment agreement with Cameco concerning the uranium take-in-kind agreement pursuant to which the amount of the up-front investment that Cameco is to pay to Talvivaara Sotkamo for the construction of the uranium extraction facility was increased by USD 10 million to USD 70 million, and the duration of the agreement extended to 31 December 2017 and commercial terms revised accordingly.

Amendment Agreement with Nyrstar
Talvivaara Sotkamo has on14 February 2013 entered into an amendment agreement with Nyrstar regarding the zinc in concentrate streaming agreement pursuant to which Nyrstar is to make an up-front payment of EUR 12 million to Talvivaara Sotkamo in return for Talvivaara Sotkamo agreeing not to charge Nyrstar the EUR 350 per tonne extraction and processing fee on the next 38,000 tonnes of zinc in concentrate delivered to Nyrstar as was agreed in the original zinc in concentrate streaming agreement.

Short-term outlook

Market outlook

The LME nickel price has somewhat recovered in recent months, having reached its lowest monthly average since mid-2009 of approximately USD 15,700/t in August. In late January and early February 2013, nickel has traded at around USD 18,000/t. Talvivaara expects volatility to remain high in the near term, and nickel price development to be driven by global growth prospects and forecast Chinese commodity demand in particular.

Talvivaara foresees the nickel industry fundamentals to support favourable nickel price development in the longer term, driven by increasing marginal cost of production across the nickel industry and lack of new committed nickel projects to replace depleting supply after the next few years. Talvivaara continues to see the longer term nickel price support level at around USD 20,000/t.

Operational outlook

Board of Directors proposal for profit distribution

The Board of Directors is proposing to the Annual General Meeting to be held on 25 April 2013 that no dividend is declared in respect of the year 2012.

Talvivaara Mining Company Plc
Board of Directors

CONSOLIDATED INCOME STATEMENT
(all amounts in EUR '000)	Unaudited three months to 31 Dec 12	Unaudited three months to 31 Dec 11	Audited twelve months to 31 Dec 12	Audited twelve months to 31 Dec 11
Net sales	25,694	66,492	142,948	231,226
Other operating income	65	268	4,061	2,304
Changes in inventories of finished goods and work in progress	(6,425)	17,491	50,264	59,727
Materials and services	(20,057)	(37,687)	(117,848)	(135,022)
Personnel expenses	(7,470)	(6,353)	(28,132)	(25,482)
Depreciation, amortization, depletion and impairment charges	(15,424)	(12,158)	(53,698)	(46,642)
Other operating expenses	(33,390)	(13,121)	(81,183)	(55,211)
Operating profit (loss)	(57,007)	14,932	(83,588)	30,900
Finance income	31	236	811	1,196
Finance cost	(13,794)	(11,279)	(46,515)	(39,060)
Finance income (cost) (net)	(13,763)	(11,043)	(45,704)	(37,864)
Profit (loss) before income tax	(70,770)	3,889	(129,292)	(6,964)
Income tax expense	11,380	(161)	25,381	1,748
Profit (loss) for the period	(59,390)	3,728	(103,911)	(5,216)
Attributable to:
Owners of the parent	(57,644)	1,915	(98,460)	(8,263)
Non-controlling interest	(1,746)	1,813	(5,451)	3,047
	(59,390)	3,728	(103,911)	(5,216)
Earnings per share for profit (loss) attributable to the owners of the parent (expressed in EUR per share)
Basic and diluted	(0,22)	0,01	(0,38)	(0,04)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(all amounts in EUR '000)	Unaudited three months to 31 Dec 12	Unaudited three months to 31 Dec 11	Audited twelve months to 31 Dec 12	Audited twelve months to 31 Dec 11
Profit (loss) for the period	(59,390)	3,728	(103,911)	(5,216)
Other comprehensive income, items net of tax
Cash flow hedges	-	(1,983)	-	(9,368)
Other comprehensive income, net of tax	-	(1,983)	-	(9,368)
Total comprehensive income	(59,390)	1,745	(103,911)	(14,584)
Attributable to:
Owners of the parent	(57,644)	249	(98,460)	(16,132)
Non-controlling interest	(1,746)	1,496	(5,451)	1,548
	(59,390)	1,745	(103,911)	(14,584)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(all amounts in EUR '000)	Audited as at 31 Dec 12	Audited as at 31 Dec11
ASSETS
Non-current assets
Property, plant and equipment	809,452	761,985
Biological assets	9,125	7,688
Intangible assets	7,014	7,371
Investments in associates	5,694	-
Deferred tax assets	52,588	26,398
Other receivables	2,940	2,902
Available-for-sale financial assets	2	630
	886,815	806,974
Current assets
Inventories	297,761	240,436
Trade receivables	32,174	64,027
Other receivables	7,980	5,249
Derivative financial instruments	-	10
Cash and cash equivalent	36,058	40,019
	373,973	349,741
Total assets	1,260,788	1,156,715
EQUITY AND LIABILITIES
Equity attributable to owners of the parent
Share capital	80	80
Share issue	-	278
Share premium	8,086	8,086
Other reserves	539,559	449,532
Retained earnings	(251,365)	(151,129)
	296,360	306,847
Non-controlling interest in equity	10,392	15,733
Total equity	306,752	322,580
Non-current liabilities
Borrowings	506,028	467,161
Advance payments	265,847	235,568
Other payables	228	-
Provisions	11,290	6,036
	783,393	708,765
Current liabilities
Borrowings	93,793	28,515
Advance payments	7,857	11,684
Trade payables	25,577	33,678
Other payables	27,178	51,478
Provisions	16,238	-
Derivative financial instruments	-	15
	170,643	125,370
Total liabilities	954,036	834,135
Total equity and liabilities	1,260,788	1,156,715

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
A. Share capital
B. Share issue
C. Share premium
D. Hedge reserve
E. Invested unrestricted equity
F. Other reserves
G. Retained earnings
H. Total
I. Non-controlling interest
J. Total equity

(all amounts in EUR '000)
	A	B	C	D	E	F	G	H	I	J
1 Jan 11	80	91	8,086	7,494	401,612	31,400	(80,068)	368, 695	16, 894	385, 589
Profit (loss) for the period	-	-	-	-	-	-	(8,263)	(8, 263)	3, 047	(5, 216)
Other comprehensive income
- Cash flow hedges	-	-	-	(7,869)	-	-	-	(7, 869)	(1, 499)	(9, 368)
Total comprehensive income for the period	-	-	-	(7,869)	-	-	(8,263)	(16, 132)	1, 548	(14, 584)
Transactions with owners
Stock options	-	187	-	-	657	-	-	844	-	844
Senior unsecured convertible bonds due 2015	-	-	-	-	1,800	-	-	1, 800	-	1, 800
Acquisition of subsidiary	-	-	-	375	-	997	(60,907)	(59, 535)	(2, 349)	(61, 884)
Perpetual capital loan	-	-	-	-	-	-	(1,891)	(1, 891)	(360)	(2, 251)
Incentive arrangement for Executive Management	-	-	-	-	-	94	-	94	-	94
Senior unsecured convertible bonds due 2015, equity component	-	-	-	-	-	9,018	-	9, 018	-	9, 018
Employee share option scheme
- value of employee services	-	-	-	-	-	3,954	-	3, 954	-	3, 954
Total contribution by and distribution to owners	-	187	-	375	2,457	14,063	(62,798)	(45, 716)	(2, 709)	(48, 425)
Total transactions with owners	-	187	-	375	2,457	14,063	(62,798)	(45, 716)	(2, 709)	(48, 425)
31 Dec 11	80	278	8,086	-	404,069	45,463	(151,129)	306, 847	15, 733	322, 580
1 Jan 12	80	278	8,086	-	404,069	45,463	(151,129)	306, 847	15, 733	322, 580
Profit (loss) for the period	-	-	-	-	-	-	(98,460)	(98, 460)	(5, 451)	(103, 911)
Other comprehensive income
- Cash flow hedges	-	-	-	-	-	-	-	-	-	-
Total comprehensive income for the period	-	-	-	-	-	-	(98,460)	(98, 460)	(5, 451)	(103, 911)
Transactions with owners
Stock options	-	(278)	-	-	5,198	-	-	4, 920	-	4, 920
Senior unsecured convertible bonds due 2013	-	-	-	-	-	(252)	-	(252)	-	(252)
Perpetual capital loan	-	-	-	-	-	2,354	(1,776)	578	110	688
Share issue	-	-	-	-	81,482	-	-	81, 482	-	81, 482
Incentive arrangement for Executive Management	-	-	-	-	-	94	-	94	-	94
Employee share option scheme
- value of employee services	-	-	-	-	-	1,151	-	1, 151	-	1, 151
Total contribution by and distribution to owners	-	(278)	-	-	86,680	3,347	(1,776)	87, 973	110	88, 083
Total transactions with owners	-	(278)	-	-	86,680	3,347	(1,776)	87, 973	110	88, 083
31 Dec 12	80	-	8,086	-	490,749	48,810	(251,365)	296, 360	10, 392	306, 752

CONSOLIDATED STATEMENT OF CASH FLOWS
(all amounts in EUR '000)	Unaudited three months to 31 Dec 12	Unaudited three months to 31 Dec 11	Audited twelve months to 31 Dec 12	Audited twelve months to 31 Dec 11
Cash flows from operating activities
Profit (loss) for the period	(59,390)	3,728	(103,911)	(5,216)
Adjustments for
Tax	(11,380)	161	(25,381)	(1,748)
Depreciation and amortization	15,424	12,158	53,698	46,642
Other non-cash income and expenses	16,526	(8,171)	(2,813)	(34,987)
Interest income	(31)	(235)	(811)	(1,196)
Fair value gains on financial assets at fair value through profit or loss	11	(195)	(5)	(522)
Interest expense	13,794	11,279	46,515	39,060
	(25,046)	18,725	(32,708)	42,033
Change in working capital
Decrease(+)/increase(-) in other receivables	19,043	(16,762)	29,336	(2,379)
Decrease (+)/increase (-) in inventories	4,166	(15,398)	(57,325)	(65,075)
Decrease(-)/increase(+) in trade and other payables	(12,440)	(8,430)	(37,843)	(404)
Change in working capital	10,769	(40,590)	(65,832)	(67,858)
	(14,277)	(21,865)	(98,540)	(25,825)
Interest and other finance cost paid	(15,279)	(10,579)	(28,654)	(24,666)
Interest and other finance income	78	274	554	1,329
Income taxes paid	-	(15)	-	(15)
Net cash generated (used) in operating activities	(29,478)	(32,185)	(126,640)	(49,177)
Cash flows from investing activities
Acquisition of subsidiary, net of cash acquired	-	(398)	-	(61,885)
Investments in associates	(93)	-	(5,066)	-
Purchases of property, plant and equipment	(29,531)	(21,511)	(97,171)	(78,833)
Purchases of biological assets	(55)	(18)	(55)	(82)
Purchases of intangible assets	(12)	(54)	(225)	(229)
Proceeds from sale of property, plant and equipment	-	-	18	19,995
Proceeds from sale of biological assets	207	-	308	257
Proceeds from sale of intangible assets	-	-	-	5
Purchases of financial assets at fair value through profit or loss	-	-	-	(12,010)
Purchases of available-for-sale financial assets	-	-	-	(167)
Proceeds from sale of
financial assets at fair value through profit or loss	-	-	-	12,022
Net cash generated (used) in investing activities	(29,484)	(21,981)	(102,191)	(120,927)
Cash flows from financing activities
Proceeds from share issue net of transactions costs	-	-	81,108	-
Realised stock options	-	278	4,920	845
Proceeds from interest-bearing liabilities	-	59,226	130,000	70,242
Perpetual capital loan	-	-	-	(3,042)
Proceeds from advance payments	9,731	7,381	32,080	14,381
Buy-back of convertible bonds	-	-	(8,168)	-
Payment of interest-bearing liabilities	(2,017)	(11,255)	(15,070)	(37,858)
Net cash generated (used) in financing activities	7,714	55,630	224,870	44,568
Net increase (decrease) in cash and cash equivalents	(51,248)	1,464	(3,961)	(125,536)
Cash and cash equivalents at beginning of the period	87,306	38,555	40,019	165,555
Cash and cash equivalents at end of the period	36,058	40,019	36,058	40,019

NOTES

1. Basis of preparation

This year-end report has been prepared in compliance with IAS 34.

2. Property, plant and equipment
(all amounts in EUR '000)	Machinery and equipment	Construction in progress	Land and buildings	Other tangible assets	Total
Gross carrying amount at 1 Jan 12	361,245	41,344	273,921	224,796	901,306
Additions	2,464	98,108	28	-	100,600
Disposals	(35)	-	-	-	(35)
Transfers	13,067	(25,074)	7,260	4,683	(64)
Gross carrying amount at 31 Dec 12	376,741	114,378	281,209	229,479	1,001,807
Accumulated depreciation and impairment losses at 1 Jan 12	66,791	-	32,644	39,886	139,321
Disposals	(17)	-	-	-	(17)
Depreciation for the period	29,903	-	12,274	8,321	50,498
Accelerated depreciation charges	-	-	-	2,553	2,553
Accumulated depreciation and impairment losses at 31 Dec 12	96,677	-	44,918	50,760	192,355
Carrying amount at 1 Jan 12	294,454	41,344	241,277	184,910	761,985
Carrying amount at 31 Dec 12	280,064	114,378	236,291	178,719	809,452

3. Trade receivables
(all amounts in EUR '000)
	31 Dec 12	31 Dec 11
Nickel-Cobalt sulphide	25,254	55,258
Zinc sulphide	6,912	8,769
Copper sulphide	8	-
Total trade receivables	32,174	64,027

4. Inventories
(all amounts in EUR '000)
	31 Dec 12	31 Dec 11
Raw materials and consumables	21,077	14,016
Work in progress	272,775	213,629
Finished products	3,909	12,791
Total inventories	297,761	240,436

5. Borrowings
(all amounts in EUR '000)
Non-current	31 Dec 12	31 Dec 11
Capital loans	1,405	1,405
Investment and Working Capital loan	51,600	57,863
Senior Unsecured Bonds due 2017	108,683	-
Revolving Credit Facility	69,451	49,110
Senior Unsecured Convertible Bonds due 2015	225,875	217,138
Senior Unsecured Convertible Bonds due 2013	-	80,796
Finance lease liabilities	30,748	37,444
Other	18,266	23,405
	506,028	467,161
Current
Investment and Working Capital loan	6,430	1,430
Senior Unsecured Convertible Bonds due 2013	75,805	-
Commercial papers	-	8,481
Finance lease liabilities	11,558	18,604
	93,793	28,515

Total borrowings	599,821	495,676
Non-current	31 Dec 12	31 Dec 11
Deferred zinc sales revenue	219,385	221,187
Deferred uranium sales revenue	46,462	14,381
	265,847	235,568
Current
Deferred zinc sales revenue	7,790	11,684
Other	67	-
	7,857	11,684

Total advance payments	273,704	247,252

6. Advance payments
(all amounts in EUR '000)
Non-current	31 Dec 12	31 Dec 11
Deferred zinc sales revenue	219,385	221,187
Deferred uranium sales revenue	46,462	14,381
	265,847	235,568
Current
Deferred zinc sales revenue	7,790	11,684
Other	67	-
	7,857	11,684

Total advance payments	273,704	247,252

7. Provisions
	Gypsum pond leakage	Water balance management	Environmental restoration	Mining fee	Total
31 Dec 10	-	-	3,784	151	3,935
Charged/(credited) to the income statement:
Additional provisions	-	-	2,098	-	2,098
Unused amounts reversed	-	-	-	(40)	(40)
Unwinding of discount	-	-	43	-	43
31 Dec 11	-	-	5,925	111	6,036
Charged/(credited) to the income statement:
Additional provisions	12,156	9,082	216	43	21,497
Unwinding of discount	-	-	(5)	-	(5)
31 Dec 12	12,156	9,082	6,136	154	27,528

The non-current and current portions of provisions are as follows:
	2012	2011
Non-current
Gypsum pond leakage	5,000	-
Environmental restoration	6,136	5,925
Mining fee	154	111
	11,290	6,036
Current
Gypsum pond leakage	7,156	-
Water balance management	9,082	-
	16,238	-
Total	27,528	6,036

8. Changes in the number of shares issued
	Number of shares
31 Dec 11	245,781,803
Stock options 2007A	1,938,787
Share issue	24,589,050
31 Dec 12	272,309,640

9. Contingencies and commitments
(all amounts in EUR '000)
The future aggregate minimum lease payments under
non-cancellable operating leases
	31 Dec 12	31 Dec 11
Not later than 1 year	1,910	1,919
Later than 1 year and not later than 5 years	1,036	929
Later than 5 years	47	37
	2,993	2,885

Capital commitments

At 31 December 2012, the Group had capital commitments amounting to EUR 15.1 million (31 December 2011: EUR 14.5 million) principally relating to the completion of the Talvivaara mine, improving the reliability and expansion of production capacity. These commitments are for the acquisition of new property, plant and equipment.

Talvivaara Mining Company Plc
Key financial figures of the Group
		Three months to 31 Dec 12	Three monthsto 31 Dec 11	Twelve months to 31 Dec12	Twelve months to 31 Dec 11
Net sales	EUR '000	25,694	66,492	142,948	231,226
Operating profit (loss)	EUR '000	(57,007)	14,932	(83,588)	30,900
Operating profit (loss) percentage		-221,9 %	22,5 %	-58,5 %	13,4 %
Profit (loss) before tax	EUR '000	(70,770)	3,889	(129,292)	(6,964)
Profit (loss) for the period	EUR '000	(59,390)	3,728	(103,911)	(5,216)
Return on equity		-17,7 %	1,2 %	-33,0 %	-1,5 %
Equity-to-assets ratio		24,3 %	27,9 %	24,3 %	27,9 %
Net interest-bearing debt	EUR '000	563,763	455,657	563,763	455,657
Debt-to-equity ratio		183,8 %	141,3 %	183,8 %	141,3 %
Return on investment		-4,9 %	1,9 %	-6,7 %	4,0 %
Capital expenditure	EUR '000	29,598	21,583	97,451	79,144
Property, plant and equipment	EUR '000	809,452	761,985	809,452	761,985
Derivative financial instruments	EUR '000	-	(5)	-	(5)
Borrowings	EUR '000	599,821	495,676	599,821	495,676
Cash and cash equivalents at the end of the period	EUR '000	36,058	40,019	36,058	40,019

Share-related key figures
		Three months to 31 Dec 12	Three months to 31 Dec 11	Twelve months to 31 Dec 12	Twelve months to 31 Dec 11
Earnings per share	EUR	(0,22)	0,01	(0,38)	(0,04)
Equity per share	EUR	1,11	1,25	1,11	1,25
Development of share price at London Stock Exchange
Average trading price¹	EUR	1,35	2,57	2,50	4,22
	GBP	1,09	2,20	2,02	3,66
Lowest trading price¹	EUR	1,03	2,28	1,03	2,25
	GBP	0,83	1,95	0,83	1,95
Highest trading price¹	EUR	1,99	2,98	4,43	7,17
	GBP	1,61	2,55	3,59	6,22
Trading price at the end of the period²	EUR	1,25	2,39	1,25	2,39
	GBP	1,02	2,00	1,02	2,00
Change during the period		-32,8 %	-20,6 %	-48,8 %	-66,4 %
Price-earnings ratio		neg.	463,2	neg.	neg.
Market capitalization at the end of the period³	EUR '000	341,597	588,487	341,597	588,487
	GBP '000	278,777	491,564	278,777	491,564
Development in trading volume
Trading volume	1000 shares	23,737	25,743	103,218	67,799
In relation to weighted average number of shares		8,9 %	10,5 %	38,7 %	27,6 %
Development of share price at OMX Helsinki
Average trading price	EUR	1,31	2,55	2,31	4,33
Lowest trading price	EUR	1,08	2,27	1,08	2,27
Highest trading price	EUR	2,00	2,98	4,35	7,34
Trading price at the end of the period	EUR	1,24	2,49	1,24	2,49
Change during the period		-34,5 %	-16,2 %	-50,2 %	-64,8 %
Price-earnings ratio		neg.	459,3	neg.	neg.
Market capitalization at the end of the period	EUR '000	338,209	612,488	338,209	612,488
Development in trading volume
Trading volume	1000 shares	62,472	73,918	209,565	190,901
In relation to weighted average number of shares		23,4 %	30,1 %	78,5 %	77,7 %
Adjusted average number of shares		266,846,084	245,601,204	266,846,084	245,601,204
Fully diluted average number of shares		265,742,084	244,497,204	265,742,084	244,497,204
Number of shares at the end of the period		272,309,640	245,781,803	272,309,640	245,781,803

¹⁾ Trading price is calculated on the average of EUR/GBP exchange rates published by the European Central Bank during the period.
²⁾ Trading price is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.
³⁾ Market capitalization is calculated on the EUR/GBP exchange rate published by the European Central Bank at the end of the period.

Employee-related key figures
		Three months to 31 Dec 12	Three months to 31 Dec 11	Twelve months to 31 Dec 12	Twelve months to 31 Dec 11
Wages and salaries	EUR '000	5,982	5,385	23,080	21,574
Average number of employees		584	451	547	445
Number of employees at the end of the period		588	461	588	461

Other figures
	Three months to 31 Dec 12	Three months to 31 Dec 11	Twelve months to 31 Dec 12	Twelve months to 31 Dec 11
Share options outstanding at the end of the period	5,958,837	6,501,151	5,958,837	6,501,151
Number of shares to be issued against the outstanding share options	5,958,837	6,501,151	5,958,837	6,501,151
Rights to vote of shares to be issued against the outstanding share options	2,1 %	2,6 %	2,1 %	2,6 %

Key financial figures of the Group
Return on equity	Profit (loss) for the period
	(Total equity at the beginning of period + Total equity at the end of period)/2

Equity-to-assets ratio	Total equity
	Total assets

Net interest-bearing debt	Interest-bearing debt - Cash and cash equivalent

Debt-to-equity ratio	Net interest-bearing debt
	Total equity

Return on investment	Profit (loss) for the period + Finance cost
	(Total equity at the beginning of period + Total equity at the end of period)/2 + (Borrowings at the beginning of period + Borrowings at the end of period)/2

Share-related key figures

Earnings per share	Profit (loss) attributable to equity holders of the Company
	Adjusted average number of shares

Equity per share	Equity attributable to equity holders of the Company
	Adjusted average number of shares

Price-earnings ratio	Trading price at the end of the period
	Earnings per share

Market capitalization at the end of the period	Number of shares at the end of the period * trading price at the end of the period