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    Talvivaara Mining Company Plc  460  0 Kommentare Notice of Extraordinary General Meeting


    Stock Exchange Release

    Talvivaara Mining Company Plc

    17 February 2012

    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 12
    March 2012 at 10:00 a.m. (GMT+2) at Scandic Marina Congress Center,
    Katajanokanlaituri 6, FI-00160 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 scrutinize 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. A proposal by the Board of Directors regarding a resolution on the issue of
    new shares for consideration in deviation from the pre-emptive subscription
    rights of the shareholders

    The Board of Directors proposes that the extraordinary general meeting would,
    with the qualified majority of three-fourths set forth in Article 14 of the
    Articles of Association, approve the issue of up to 24,589,050 new ordinary
    shares for consideration, in deviation from the shareholders´ pre-emptive
    subscription rights, to investors procured by Merrill Lynch International,
    Liberum Capital Limited and Pohjola Corporate Finance Ltd (the "Directed
    Issue").

    In the Directed Issue, up to 24,589,050 new ordinary shares (the "Placing
    Shares") are to be offered for subscription for a subscription price of £2.80
    (EUR3.38) per share. The proposed number of the Placing Shares represents
    approximately 10 per cent. of all the ordinary shares in the Company. The
    subscription for the Placing Shares must be made by 12 March 2012 and in any
    event by 21 March 2012 at the latest.

    The subscription price is based upon a placing agreement executed on 16 February
    2012 between the Company, Merrill Lynch International, Liberum Capital Limited
    and Pohjola Corporate Finance Ltd (the "Placing Agreement"), and the
    subscription price has been determined on the basis of a book-building targeted
    at institutional investors. The subscription price must be paid in cash at the
    time of subscription. The subscription price paid for the Placing Shares

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    Talvivaara Mining Company Plc Notice of Extraordinary General Meeting Stock Exchange ReleaseTalvivaara Mining Company Plc17 February 2012 Talvivaara Mining Company Plc (Incorporated and registered in the Republic of Finland with business identity code 1847894-2) Notice of Extraordinary General MeetingThe shareholders …