Talvivaara's draft restructuring programmes submitted to the District Court of Espoo

Stock Exchange Release
Talvivaara Mining Company Plc
30 September 2014

 Talvivaara's draft restructuring programmes submitted to the District Court of
                                     Espoo

The  Administrator of the corporate  reorganisation of Talvivaara Mining Company
Plc  ("Talvivaara" or "Company") and its operating subsidiary Talvivaara Sotkamo
Ltd ("Talvivaara Sotkamo") has today filed the draft restructuring programmes of
both companies to the District Court of Espoo.

According  to the Administrator, the business  operations of both Talvivaara and
Talvivaara  Sotkamo have proven to be viable during the corporate reorganisation
proceedings,  and  it  is  possible  to  make  the  mining operations in Sotkamo
profitable.  However, the continuation  of the business  operations will require
that new financing be obtained.

The essential content of the draft restructuring programmes is as follows:

  * The starting point for the Administrator's draft restructuring programme is
    the sale of all of Talvivaara Sotkamo's business operations through a so
    called realisation restructuring process to a new company established by
    Talvivaara ("NewCo"). In the same connection, the existing product streaming
    and product sale and purchase agreements in Talvivaara Sotkamo's name would
    be transferred on terms to be separately negotiated NewCo. The purchase
    price received by Talvivaara Sotkamo would be used in full to pay Talvivaara
    Sotkamo's restructuring debts.

  * The Administrator's current understanding is that the realisation
    restructuring process described herein may, if implemented, also lead to
    some degree of dilution of the holdings of Talvivaara's current
    shareholders. As a share issuance can be used in addition to a bond
    issuance, the dilution of existing shareholdings will to a material extent
    depend on the amount with which the existing shareholders are willing to
    participate in such arrangement.

  * Under the draft restructuring programme of Talvivaara Sotkamo, a one-off
    payment would be made to the creditors with the possibility to make
    supplementary payments, while a customary eight-year restructuring programme
    can in the view of the administrator be drafted for Talvivaara, provided
    that financing for the duration of the implementation of the restructuring
    programme can be secured. No payments will be made to creditors of
    Talvivaara during the first two years. Thus, the payments to creditors will
    take place during 2017-2022 so that the creditors will be paid 10% of the
    capital cut in accordance with the programme during each of the first two
    years (2017-2018) and 20% thereafter (2019-2022). The secured debts and
    leasing debts of Talvivaara would be paid off according to the same schedule
    as the unsecured debts.

  * Talvivaara's cash flow during the programme will consist of fees for
    providing administrative, financing and other group services, rental income,
    repayment of the amount borrowed to Talvivaara Sotkamo during the
    reorganisation proceedings and the repayments on Talvivaara Sotkamo's long-
    term loans through the realisation restructuring process.

  * The draft restructuring programmes filed to the District Court do not
    provide for more specific details on the structure of, parties to and the
    other terms and conditions of the potential asset deal and the realization
    restructuring process. The Administrator proposes that Talvivaara Sotkamo
    shall sign the agreement implementing or facilitating the realisation
    restructuring process by 1 December 2014, absent which the Administrator can
    petition the District Court to interrupt the restructuring proceedings,
    unless the Administrator has special grounds to grant an extension to this
    deadline and provided that the District Court has granted a corresponding
    extension for submission of the creditors' statements.

  * The draft restructuring programmes will be supplemented once the method,
    terms and conditions of the transfer of business operations are known. The
    supplemented restructuring programmes will be filed to the Espoo District
    Court in such a way that the creditors have sufficient time to review it and
    give their statement on the draft.

  * The Administrator estimates that the part of all the secured restructuring
    debt of Talvivaara Sotkamo (in aggregate EUR 130 million) that constitutes
    financing debt is EUR 53 million after the deduction of liquidation costs.
    The Administrator proposes that EUR 21.9 million of these secured debts will
    be payable upon execution of the realisation restructuring process. The
    secured creditors and the parties to the sale and purchase of Talvivaara
    Sotkamo's business must agree separately on how the remaining balance of the
    secured financing debt (EUR 31.1 million) is to be paid. This arrangement
    will require the consent of all of the secured creditors.

  * The Administrator estimates that the amount of debt secured by a floating
    charge of Talvivaara is EUR 7.5 million and the amount of debt secured by
    other securities is EUR 3 million after the deduction of liquidation costs.

  * The Administrator proposes that the capital of unsecured debts of Talvivaara
    Sotkamo (in aggregate not less than EUR 956 million) and Talvivaara (in
    aggregate EUR 478 million) be cut by 99% for Talvivaara Sotkamo and by 97%
    for Talvivaara. No payments will be made on debts with lowest priority of
    either of the companies.The convertible bonds and bonds issued by the
    Company shall be treated as unsecured debt.

  * Talvivaara would be entitled to a payment of its EUR 527.8 million unsecured
    receivable (after set-offs) from Talvivaara Sotkamo in accordance with
    Talvivaara Sotkamo's restructuring programme. Talvivaara has pledged EUR
    300 million of this receivable as security for its own and its subsidiary's
    debts. Payments of the receivable exceeding the pledge will remain for the
    benefit of Talvivaara and strengthen the Company's cash reserves.

  * The holders of unsecured debt of Talvivaara Sotkamo will be entitled to
    receive supplementary payments upon NewCo having to pay additional purchase
    price to Talvivaara Sotkamo or upon Talvivaara Sotkamo being entitled to
    supplementary payments on the basis of any other undertaking. Under such
    circumstances Talvivaara's creditors may be entitled to supplementary
    payments. The duty to make supplementary payments will remain valid for
    eight years.


The summaries of the draft restructuring programmes are annexed to this release,
and   links   to   the  complete  texts  of  the  programmes  can  be  found  at
www.talvivaara.com.

Enquiries
Talvivaara Mining Company Plc Tel +358 20 7129 800
Pekka Perä, CEO
Saila Miettinen-Lähde, Deputy CEO and CFO
Pekka Jaatinen, Attorney-at-Law Tel +358 20 7765 765
Castrén & Snellman Attorneys Ltd

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  NASDAQ OMX
Helsinki. Further information can be found at www.talvivaara.com.

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