Outotec's Executive Board share ownership plan completed via share exchange

OUTOTEC OYJ  STOCK EXCHANGE RELEASE   MAY 8, 2013  at 9.30 AM

Outotec's Executive Board share ownership plan completed via share exchange

Outotec Board of Directors decided in May 2010 to establish a share ownership plan to commit its Executive Board to long-term shareholding in Outotec Oyj. The share ownership plan with its key terms and conditions was announced on May 21, 2010. Outotec's Board of Directors decided on October 24, 2012 that the share ownership plan of Outotec Executive Board members shall be dissolved through a share exchange, which decision was announced on October 25, 2012.

The Board of Directors of Outotec has decided on May 8, 2013 to execute a share exchange where Outotec allocates 442,115 existing Outotec Oyj shares to the shareholders of Outotec Management Oy against the shares of Outotec Management Oy. The number of shares allocated to the Executive Board members is based on the individual's ownership share of Outotec Management Oy.

The number of shares given in the share exchange was determined on the basis of Outotec Management Oy's net assets on May 7, 2013 and divided with trade volume-weighted average quotation of Outotec share on the NASDAQ OMX Helsinki on May 7, 2013. Outotec Management Oy's net assets consist mainly of Outotec Oyj shares valued based on the trade volume-weighted average quotation of Outotec share on the NASDAQ OMX Helsinki on May 7, 2013 minus liabilities, mainly the interest-bearing loan from Outotec Oyj.

After the share exchange, Outotec Oyj holds 100% of the shares in Outotec Management Oy and Outotec Executive Board members' previously indirect share ownership has become a direct ownership in Outotec Oyj. This share exchange completes Outotec's incentive program according to the original plan. Through the share exchange, Outotec Oyj also receives 813,736 own Outotec Oyj shares held by Outotec Management Oy.

The Board of Directors of Outotec Oyj recommends that all Executive Board members will own Outotec shares equal to at least a person's annual net salary.

After the share exchange, Outotec holds directly a total of 2,257,308 company's own shares and indirectly through Outotec Management Oy a total of 813,736 company's own shares.

OUTOTEC OYJ

Board of Directors

For further information please contact:

Nina Kiviranta, General Counsel
Tel. +358 20 529 2017

Emails: firstname.lastname@outotec.com

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