Stock exchange release May 31, 2013 10:15 AM EEST

Metso Corporation launches consent solicitation from holders of certain notes issued under its EMTN Programme

Metso Corporation's stock exchange release on May 31, 2013 at 10:15 a.m. local time

Metso Corporation announces the launch of a consent solicitation process to
solicit consents and waivers from the holders of the outstanding notes of
certain series of notes issued pursuant to its EMTN Programme to pass an
extraordinary resolution at a separate meeting of noteholders of each such
series to sanction (a) the waiver and authorisation of any breach or any alleged
breach of certain of the terms and conditions of the notes and (b) waivers in
respect of certain statutory rights that such noteholders may have under Finnish
law, in each case, as may be caused by, or arise in respect of, the proposed
demerger of Metso's Pulp, Paper and Power businesses into an independent
company.

The details of the consent solicitation are more fully described in the attached
Luxembourg Stock Exchange "Launch Notice" and the Consent Solicitation
Memorandum referred to therein.

Disclaimer

This announcement must be read in conjunction with the Consent Solicitation
Memorandum. If you are in any doubt as to the action you should take, you are
recommended to seek your own financial advice immediately from your stockbroker,
bank manager, accountant or other independent financial adviser.

Neither this announcement nor the Consent Solicitation Memorandum constitutes an
invitation to participate in the consent solicitation in any jurisdiction in
which, or to any person to or from whom, it is unlawful to make such invitation
or for there to be such participation under applicable securities laws. The
distribution or publication of this announcement or of the Consent Solicitation
Memorandum in certain jurisdictions may be restricted by law. Persons into whose
possession this announcement or the Consent Solicitation Memorandum comes are
required by Metso Corporation to inform themselves about, and to observe, any
such restrictions.


Metso is a global supplier of technology and services to customers in the
process industries, including mining, construction, pulp and paper, power, and
oil and gas. Our 30,000 professionals based in over 50 countries contribute to
sustainability and deliver profitability to customers worldwide. Metso's shares
are listed on the NASDAQ OMX Helsinki Ltd.

www.metso.com, www.twitter.com/metsogroup




Further information, please contact:

Minna Helppi, SVP, Group Treasurer, Metso Corporation, tel +358 20 484 3195



Metso Corporation



Harri Nikunen

CFO



Juha Rouhiainen

VP, Investor Relations



Distribution:

NASDAQ OMX Helsinki Ltd

Media

www.metso.com

Attachment:
Luxembourg Stock Exchange "Launch Notice"
























NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED
OR  RESIDENT  IN  ANY  JURISDICTION  WHERE  IT  IS  UNLAWFUL  TO DISTRIBUTE THIS
ANNOUNCEMENT.

This  announcement contains important information which should be read carefully
before  any decision is made with respect to the Proposal (as defined below) and
must be read in conjunction with the Consent Solicitation Memorandum (as defined
below).  Any individual or company whose Notes  (as defined below) are held by a
broker,  dealer, bank,  custodian, trust  company or  other nominee must contact
such entity and instruct such entity, as the holder of such Notes, to consent in
accordance with the customary procedures of Euroclear or Clearstream (as defined
in  the  Consent  Solicitation  Memorandum),  as  applicable. Any Noteholder (as
defined  below) who  is in  doubt as  to what  action to  take should contact an
independent  professional  adviser  for  advice  on  the  merits of the Proposal
including, without limitation, the tax consequences thereof.

Neither this announcement nor the Consent Solicitation Memorandum constitutes an
invitation  to participate in the  Proposal in any jurisdiction  in which, or to
any  person to or from whom, it is unlawful to make such invitation or for there
to  be such participation under applicable  securities laws. The distribution of
this   announcement  or  of  the  Consent  Solicitation  Memorandum  in  certain
jurisdictions  may  be  restricted  by  law.  Persons into whose possession this
announcement  or the Consent  Solicitation Memorandum comes  are required by the
Issuer, the Solicitation Agents, the Tabulation Agent and the Fiscal Agent (each
as  defined  below)  to  inform  themselves  about,  and  to  observe,  any such
restrictions.



                  Announcement of solicitation of consents by

                               METSO CORPORATION

        (incorporated with limited liability in the Republic of Finland)
                                 (the "Issuer")

                         in respect of the outstanding

    Series 13 USD 150,000,000 Index-Linked Notes due 8 February 2018 (ISIN:
                     XS0346152332; Common Code: 034615233)

      Series 16 USD 75,000,000 Index-Linked Notes due 10 April 2018 (ISIN:
                     XS0357341394; Common Code: 035734139)

                          (together, the "USD Notes")

 Series 20 EUR 40,000,000 Fixed Rate Notes due 13 May 2018 (ISIN: XS0626477524;
                            Common Code: 062647752)

    Series 20 EUR 300,000,000 7.250 per cent. Notes due 10 June 2014 (ISIN:
                     XS0432617891; Common Code: 043261789)

Series 22 EUR 100,000,000 Fixed Rate Notes due 27 June 2022 (ISIN: XS0795500437;
                            Common Code: 079550043)

   Series 23 EUR 400,000,000 2.750 per cent. Notes due 4 October 2019 (ISIN:
                     XS0838968849; Common Code: 083896884)

                          (together, the "Euro Notes")

Series 21 SEK 300,000,000 Floating Rate Notes due July 2018 (ISIN: XS0643372468;
                            Common Code: 064337246)

                               (the "SEK Notes")

        issued under its €1,500,000,000 Euro Medium Term Note Programme

   (each a "Series" and the USD Notes, the Euro Notes and the SEK Notes, and
                             together, the "Notes")



Helsinki, 31 May 2013

Metso  Corporation hereby  announces the  launch of  a consent solicitation (the
"Consent  Solicitation") to solicit consents from  the beneficial holders of the
outstanding Notes of each Series (the "Noteholders") to consider and, if thought
fit,  pass an extraordinary  resolution at a  separate meeting of Noteholders of
each  Series (each a "Meeting" and together, the "Meetings") to sanction (a) the
waiver  and authorisation of any breach or  any alleged breach of certain of the
terms  and conditions of the Notes and (b) certain waivers in respect of certain
statutory  rights that such Noteholders may have under Finnish law, in each case
as  may be caused by, or arise in  respect of, the proposed Demerger (as defined
below),  all as more fully described  in the Consent Solicitation Memorandum (as
defined below) (the "Proposal").

The  Consent  Solicitation  is  being  made  on  the  terms  and  subject to the
conditions  set out in the Consent Solicitation  Memorandum dated as of the date
hereof  (the "Consent Solicitation Memorandum").  Capitalised terms used in this
announcement  but not  defined have  the meanings  given to  them in the Consent
Solicitation Memorandum.

The board of directors of the Issuer proposes that the Issuer shall demerge in a
partial  demerger  (the  "Demerger")  to  the  effect that all assets, debts and
liabilities  of the Issuer which relate to  its pulp, paper and power businesses
shall  transfer, without  liquidation, to  a company  to be  incorporated in the
demerger  ("Valmet Corporation"), in  the manner set  forth in the demerger plan
dated  31 May 2013 (the "Demerger Plan"). A copy of the Demerger Plan, including
appendices, is set out in Appendix 1 to the Consent Solicitation Memorandum.

The  Demerger shall be carried out in  compliance with the provisions of Chapter
17 of  the Finnish Companies Act (624/2006,  as amended) (the "Finnish Companies
Act"),  and Section 52 c  of the Finnish  Business Income Tax  Act (360/1968, as
amended).

Terms of the Proposal

Among other things, the Issuer is requesting that the Noteholders of each Series
of Notes sanction:

1. (a)     the  irrevocable  and  unconditional  waiver and authorisation of any
breach  or any alleged breach  whether caused by the  threat of, in anticipation
of,  in  connection  with,  or  as  a  result  of, the proposed Demerger, of the
following Conditions of each such Series:

(i)        Condition 13(c)(ii) (Cross-default of Issuer or Material Subsidiary);
and

(ii)         Condition  13(f)(iv) (Insolvency  etc)  (insofar  as  the  Demerger
contemplates the cessation of a substantial part of the Issuer's business);

(b)         the irrevocable  and unconditional  waiver and  authorisation of any
breach  or any  alleged breach  whatsoever of  any other  obligation under or in
respect  of the Notes which may be breached  or may be capable of being breached
by the threat of, in anticipation of, in connection with, or as a result, of the
proposed Demerger;

(c)         all other consequential  changes to the  Conditions as are necessary
for  or expedient to the waivers set out  above in paragraphs (a) and (b) above;
and

2. (a)     the irrevocable and unconditional waiver  of their statutory right to
object  to  the  Demerger  pursuant  to  Chapter  17, Section  6 of  the Finnish
Companies Act;

(b)        the irrevocable and unconditional waiver of any and all of the rights
that they may have to make claims against Valmet Corporation after the Effective
Date  on the basis  of any actual  or alleged Secondary  Demerger Liability with
respect to the Notes;

(c)        an acknowledgement and agreement that, with effect from the Effective
Date,  Valmet Corporation shall not have any obligations or liability whatsoever
towards the Noteholders under or in relation to such Series of Notes.

The  Meetings of Noteholders of each  Series (starting with the Series 13 Notes)
will start at 11 a.m. (London time) on 24 June 2013, with subsequent Meetings in
respect of each other Series (in order of ascending series number) being held at
five  (5)  minutes  intervals  thereafter  or  after the completion of preceding
Meeting (whichever is later), in each case at the office of White & Case LLP, 5
Old Broad Street, London EC2N 1DW, United Kingdom.

Instruction Fees:

In  relation  to  each  Series  of  Notes,  Noteholders  who  submit  or deliver
Electronic  Voting Instructions voting in  favour of an Extraordinary Resolution
(i) prior to the Early Instruction Deadline (as set out below) shall be eligible
to  receive an  amount equal  to 0.45 per  cent. of  the principal amount of the
Notes  which are  the subject  of the  Electronic Voting Instruction (the "Early
Instruction Fee") and (ii) after the Early Instruction Deadline but prior to the
Late  Instruction Deadline (as  set out below)  shall be eligible  to receive an
amount  equal to 0.10 per cent.  of the principal amount  of the Notes which are
the  subject of the Electronic Voting Instruction (the "Basic Instruction Fee"),
subject  in  each  case  to  the  relevant  Extraordinary  Resolution being duly
passed.   Noteholders who submit or deliver Electronic Voting Instructions after
the  Early  Instruction  Deadline  will  not  be  eligible  to receive the Early
Instruction  Fee  and  Noteholders  who  submit  or  deliver  Electronic  Voting
Instructions after the Late Instruction Deadline will not be eligible to receive
the Basic Instruction Fee.

Noteholders  who deliver  voting instructions  other than  by way  of Electronic
Voting Instructions or who deliver Electronic Voting Instructions voting against
the Extraordinary Resolution and/or deliver Electronic Voting Instructions after
the  relevant  Fee  Instruction  Deadline  will  not  be eligible to receive the
relevant Instruction Fee.  Noteholders who attend the Meeting(s) in person or by
proxy will not be eligible to receive the relevant Instruction Fee.




Indicative Timeline

Event                                     Date and Time

Announcement  of the Proposal and Notices 31 May 2013
of Meetings to be given to Noteholders of
each    Series    of    Notes.    Consent
Solicitation Memorandum made available at
the   offices   of  the  Issuer  and  the
Tabulation Agent.

Early  Instruction Deadline - latest time 4 p.m. (London time) on 14 June 2013
and  date for  receipt by  the Tabulation
Agent  of Electronic  Voting Instructions
in  order for Noteholders  to be eligible
to receive the Early Instruction Fee

Late  Instruction Deadline  - latest time 4 p.m. (London time) on 20 June 2013
and  date for  receipt by  the Tabulation
Agent  of Electronic  Voting Instructions
in  order for Noteholders  to be eligible
to receive the Basic Instruction Fee

Time and date of the Meetings             The  first Meeting (for the Series 13
                                          Notes)  will start  at 11 a.m. (London
                                          time) on 24 June 2013, with subsequent
                                          Meetings  in  respect  of  each  other
                                          Series  (in order  of ascending series
                                          number) being held at five (5) minutes
                                          intervals   thereafter  or  after  the
                                          completion    of   preceding   Meeting
                                          (whichever is later)

Notice  of  the  results  of the Meetings As   soon  as  reasonably  practicable
intended  to be given  to Noteholders for following the relevant Meeting
Series  of Notes  for which  the Meetings
were quorate

If  an Extraordinary Resolution is passed
at any Meeting:

Settlement  Date (in respect of a Meeting 27 June 2013
that  was not  adjourned) for  payment of
Instruction  Fees to Noteholders who have
submitted  or delivered Electronic Voting
Instructions    by   the   relevant   Fee
Instruction Deadline and have not (except
in the limited circumstances as permitted
herein)  subsequently revoked  or amended
such instructions

If  any Meeting  is adjourned,  the times
and  dates set out  above will be amended
in  the  manner  set  out  in the Consent
Solicitation Memorandum

Voting and Quorum

To  be passed at a  Meeting, an Extraordinary Resolution  requires a majority of
not  less  than  75 per  cent.  of  the  votes cast. If passed, an Extraordinary
Resolution  shall be binding on  all the Noteholders, whether  or not present at
the Meeting, and each of them shall be bound to give effect to it accordingly.

The  quorum required at a Meeting  of each Series of Notes  shall be two or more
persons  present in person holding Notes or voting certificates or being proxies
and  holding  or  representing  in  the  aggregate a clear majority in principal
amount  of the Notes of  the Series in respect  of which the Meeting is convened
for the time being outstanding.

If  within  15 minutes  after  the  time  fixed  for the Meeting a quorum is not
present, the Meeting shall stand adjourned to such date, being not less than 14
days  nor  more  than  42 days  later,  and  to  such  place as the chairman may
decide.    At least 10 days' notice  of an adjourned Meeting  shall be given, in
the  same manner as  for the original  Meeting. Notice of  the adjourned meeting
shall state the quorum required at the adjourned meeting.

At  any adjourned Meeting,  the quorum shall  be two or  more persons present in
person  holding  Notes  or  voting  certificates  or being proxies (whatever the
principal  amount of the Notes  so held or represented)  shall form a quorum and
may  pass any resolution and  decide upon all matters  which could properly have
been  dealt  with  at  the  original  Meeting  had a quorum been present at such
meeting.

If  the Meeting  is adjourned  for lack  of quorum,  it is  the intention of the
Issuer  to arrange for  a notice convening  the adjourned Meeting  to be held as
soon  as reasonably practicable  (in accordance with  the Meeting Provisions (as
defined herein)) following such adjournment.

Electronic  Voting  Instructions  given  and  voting  certificates  obtained  by
Noteholders  in respect  of the  Meeting shall  remain valid  for such adjourned
Meeting  unless,  in  the  case  of  Electronic  Voting Instructions, revoked or
amended  in the limited circumstances permitted herein or, in the case of voting
certificates,  surrendered not less than 48 hours  before the time appointed for
any adjourned meeting.

Further Details of the Consent Solicitation

Danske  Bank A/S, Merrill Lynch  International and Skandinaviska Enskilda Banken
AB (publ) are acting as Solicitation Agents and Lucid Issuer Services Limited is
acting as Tabulation Agent.

Noteholders  may,  at  any  time  during  normal  business  hours on any weekday
(Saturdays,  Sundays  and  bank  and  other  public  holidays  in  the  relevant
jurisdiction  excepted) prior  to the  Meetings, inspect  copies of  the Consent
Solicitation  Memorandum  at  the  specified  offices  of  the  Issuer  and  the
Tabulation Agent set out below.

Any  questions regarding the  terms of the  Proposal or the Consent Solicitation
may  be directed to the Issuer, the Tabulation Agent and the Solicitation Agents
at the addresses and telephone numbers specified below:

The Issuer is:

                          METSO CORPORATION
                          Fabianinkatu 9 A
                          FI-00101 Helsinki
                               Finland
                     Telephone: +358 20 484 100
      Email: minna.helppi@metso.com / henry.lindqvist@metso.com
                     Facsimile: +358 20 484 3141
              Attention: Minna Helppi / Henry Lindqvist

The Solicitation Agents are:

                           Danske Bank A/S

                         2-12 Holmens Kanal

                       DK - 1092 Copenhagen K

                               Denmark

                     Telephone: +45 45 14 39 64
                    Email: r3775dcm@danskebank.dk
                     Facsimile: +45 45 14 91 97
                Attention: 3775 Debt Capital Markets



                     MERRIL LYNCH INTERNATIONAL
                        2 King Edward Street

                           London EC1A 1HQ

                           United Kingdom

        For information by telephone: +44 207 995 3715 / 2324
   Email: john.m.cavanagh@baml.com / tommaso.gros-pietro@baml.com
Attention: Liability Management - John Cavanagh / Tommaso Gros-Pietro



               Skandinaviska Enskilda Banken AB (publ)
                        Kungsträdgårdsgatan 8

                           10640 Stockholm

                               Sweden

                     Telephone: +46 8 506 232 18
                  Email: liabilitymanagement@seb.se
                     Facsimile: +46 8 763 83 80
                        Attention: EMTN Desk



The Tabulation Agent is:

                    LUCID ISSUER SERVICES LIMITED
                           436 Essex Road
                            London N1 3QP
                           United Kingdom
                   Telephone: +44 (0) 20 7704 0880
                      Email: metso@lucid-is.com
            Attention: Thomas Choquet / Victor Parzyjagla



The Fiscal Agent and the Paying Agent is:

                           CITIBANK, N.A.
                   Citigroup Centre, Canada Square
                            Canary Wharf
                           London E14 5LB
                           United Kingdom
                     Telephone: +353 1 622 0866
                     Email: ppapayments@citi.com
                     Facsimile: +353 1 622 2210
                       Attention: PPA Payments

DISCLAIMER:

The  Solicitation Agents and the Tabulation Agent do not take any responsibility
for  the contents of this announcement  or the Consent Solicitation Memorandum.
None  of  the  Solicitation  Agents  or  the  Tabulation Agent, nor any of their
respective  affiliates, makes any recommendation to Noteholders as to whether or
not  to  agree  to  the  Proposal  or  to  vote  in  favour of the Extraordinary
Resolution.