Demerger 2013

On December 31, 2013, Metso demerged into two separate companies: Valmet and the new Metso.

The Extraordinary General Meeting approved the demerger on October 1, 2013. After the demerger, Metso's Pulp, Paper and Power businesses form a new company called Valmet corporation, and Mining and Construction and Automation business form the continuing operations of Metso Corporation. The demerger has been registered on December 31, 2013, and trading of Valmet shares on the Nasdaq OMX Helsinki began on January 2, 2014.

Determining the purchase price of Metso and Valmet shares upon Metso's partial demerger in Finnish taxation

Metso Corporation’s Pulp, Paper and Power businesses were transferred to Valmet Corporation through a partial demerger as of December 31, 2013, and Metso shareholders received one Valmet share for each of their Metso shares as a demerger consideration. As a result of the demerger, the original acquisition cost of Metso shares will be split between Metso and Valmet shares under the Finnish income tax system. Acquisition costs vary, depending on the time when the shares were originally acquired. Determining this cost is necessary for tax purposes to calculate the capital gain or loss from the sale of the shares in question.

According to the Finnish Tax Administration, the weighted average share prices of the first trading day on January 2, 2014 are to be used in determining the acquisition cost of Metso Corporation’s and Valmet Corporation’s shares for Finnish income tax purposes. As a result, the acquisition costs are to be allocated between the two companies’ shares as follows: 78.80% (Metso Corporation) and 21.20% (Valmet Corporation).

Example: If a shareholder acquired a Metso share prior to the partial demerger at a cost of EUR 25.00, the acquisition cost of the Metso share following the partial demerger will be considered as EUR 19.70 (78.80%) and that of the Valmet share as EUR 5.30 (21.20%).

The method for splitting the acquisition cost of shares described above does not apply to shareholders residing outside Finland. We recommend that shareholders liable for tax and living outside Finland consult their tax advisers on how the acquisition cost of their shares will be treated locally.