OUKPF / Metso Oyj - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Deutsche Bank Trust Company Americas American Depositary Receipt American Depositary Shares Representing Ordinary Shares of Metso OYJ (Incorporated under the laws of Finland

Exhibit (a) Number Each American Depositary Share represents one-half (1/2) of one (1) ordinary share of Metso OYJ Deutsche Bank Trust Company Americas American Depositary Receipt Evidencing American Depositary Shares Representing Ordinary Shares of Metso OYJ (Incorporated under the laws of Finland Deutsche Bank Trust Company Americas, as Depositary (hereinafter referred to as the Depositary), her

The Chrysler Building

Exhibit (d) The Chrysler Building 405 Lexington Avenue, NY, NY 10174-1299 Tel: 212.

Certification under Rule 466

Exhibit (e) Certification under Rule 466 The depositary, Deutsche Bank Trust Company Americas, represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Hochtief AG, 333-228091), which the U.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts METSO OYJ (f/k/a METSO OUTOTEC CORPORATION) (Exact name of i

Registration No. 333- As filed with the Securities and Exchange Commission October 25, 2023 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts METSO OYJ (f/k/a METSO OUTOTEC CORPORATION) (Exact name of issuer of deposited securities as specified in its ch

THE BANK OF NEW YORK MELLON FORM OF AMERICAN DEPOSITARY RECEIPT STATEMENT OF TERMS AND CONDITIONS WITH RESPECT TO AMERICAN DEPOSITARY SHARES REPRESENTING COMMON STOCK OF METSO OYJ (THE “COMPANY”) (INCORPORATED UNDER THE LAWS OF FINLAND)

Rule 424(b)(3) File No. 333-154374 Note: Metso Outotec Corporation has changed its name to Metso OYJ effective May 15, 2023. AMERICAN DEPOSITARY SHARES (One (1) American Depositary Share represents One-half (1/2) of one Shares) THE BANK OF NEW YORK MELLON FORM OF AMERICAN DEPOSITARY RECEIPT AND STATEMENT OF TERMS AND CONDITIONS WITH RESPECT TO AMERICAN DEPOSITARY SHARES REPRESENTING COMMON STOCK O

JPMorgan Chase Bank, N.A. American Depositary Receipt American Depositary Shares Representing Shares of Common Stock of Metso OYJ (the "Issuer") (Incorporated under the laws of Finland)

Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No.

Rule 466 Certification

Exhibit (e) Rule 466 Certification The depositary, Citibank, N.A., represents and certifies the following: 1. That it previously had filed a registration statement on Form F-6 (Registration No. 333-227277), which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Form F-6 Registration Statement except for the shares repre

AMERICAN DEPOSITARY RECEIPT

Exhibit (a) NUMBER AMERICAN DEPOSITARY SHARES CUSIP # Each American Depositary Share represents one-half (1/2) of one share of common stock of Metso OYJ AMERICAN DEPOSITARY RECEIPT EVIDENCING AMERICAN DEPOSITARY SHARES REPRESENTING SHARES OF COMMON STOCK OF METSO OYJ (Incorporated under the laws of Finland [hereinafter the “Company”]) CITIBANK, N.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6/A POST-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS METSO OYJ (f/k/a “METSO OUTOTEC C

As filed with the Securities and Exchange Commission on May 11, 2023 Registration No.

JPMorgan Chase Bank, N.A. American Depositary Receipt American Depositary Shares Representing Ordinary Shares of Metso Outotec Corporation (the "Issuer") (Incorporated under the laws of Finland)

Number Each American Depositary Share represents One-Half of One Share JPMorgan Chase Bank, N.

-

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Metso Outotec Corporation (Exact name of Issuer of deposited securities as specified in its charter) Finland (Jurisdiction of Incorporation or organization of Issuer) JPMorgan Chase Bank, N.A. (Exact name

Certification under Rule 466

Certification under Rule 466 The depositary, JPMorgan Chase Bank, N.A., represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6Pos (William Hill Plc 333-235433) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement. (2) That its ability to designate the date and time of ef

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 December 28, 2020

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, Suite 2405 New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 December 28, 2020 JPMorgan Chase Bank, N.

-

As filed with the Securities and Exchange Commission on July 13, 2020. Registration No. 333-157255 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6/A POST-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS Metso Outotec Corporation (f/k/a Outotec OYJ) (Exact name of issuer of deposit

- FORM F-6 POS

F-6 POS 1 outotecf6pos.htm FORM F-6 POS As filed with the Securities and Exchange Commission on July 10, 2020 Registration No. 333-154374 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 2 TO THE FORM F-6 REGISTRATION STATEMENT under THE SECURITIES ACT OF 1933 For Depositary Shares Metso Outotec Corporation (/f/k/a Outotec OYJ) (Exact name of issuer of deposit

Rule 466 Certification

Exhibit (e) Rule 466 Certification The depositary, Citibank, N.A., represents and certifies the following: 1. That it previously had filed a registration statement on Form F-6 (Registration No. 333-218708), which the U.S. Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Post-Effective Amendment No. 1 to Form F-6 Registration Sta

THE BANK OF NEW YORK MELLON FORM OF AMERICAN DEPOSITARY RECEIPT STATEMENT OF TERMS AND CONDITIONS WITH RESPECT TO AMERICAN DEPOSITARY SHARES REPRESENTING COMMON STOCK OF METSO OUTOTEC CORPORATION (THE “COMPANY”) (INCORPORATED UNDER THE LAWS OF FINLAN

AMERICAN DEPOSITARY SHARES (One (1) American Depositary Share represents One-half (1/2) of one Share) THE BANK OF NEW YORK MELLON FORM OF AMERICAN DEPOSITARY RECEIPT AND STATEMENT OF TERMS AND CONDITIONS WITH RESPECT TO AMERICAN DEPOSITARY SHARES REPRESENTING COMMON STOCK OF METSO OUTOTEC CORPORATION (THE “COMPANY”) (INCORPORATED UNDER THE LAWS OF FINLAND) The Depositary (as defined below) hereby certifies that, is the Owner of American Depositary Shares (as defined below), subject to the Terms and Conditions set forth below.

AMERICAN DEPOSITARY RECEIPT

Exhibit (a) NUMBER AMERICAN DEPOSITARY SHARES CUSIP # Each American Depositary Share represents One- half (1/2) of One Share of Common Stock of the Company AMERICAN DEPOSITARY RECEIPT EVIDENCING AMERICAN DEPOSITARY SHARES REPRESENTING SHARES OF COMMON STOCK OF METSO OUTOTEC CORPORATION (Incorporated under the laws of Finland; hereinafter the “Company”) CITIBANK, N.

- FORM CB/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form CB/A TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM (AMENDMENT NO. 3) Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form: Securities Act Rule 801 (Rights Offering) ☐ Securities Act Rule 802 (Exchange Offer) ☒ Exchange Act Rule 13e-4(h)(8) (Issuer Tender Offer) ☐ E

OUKPF / Outotec OYJ CB/A - - FORM CB/A

CB/A 1 dp114959cba2.htm FORM CB/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form CB/A TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM (AMENDMENT NO. 2) Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form: Securities Act Rule 801 (Rights Offering) ☐ Securities Act Rule 802 (Exchange Offer) ☒ Exchange Act Rule 13e

*** METSO ANNOUNCES RESULTS OF MEETINGS ***

Exhibit 99.8 *** METSO ANNOUNCES RESULTS OF MEETINGS *** 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 is not an offer to purchase, a solicitation of an offer to purchase, an offer to sell or a solicitation of an offer to sell, securities of Metso Corporation o

NOTICE OF RESULTS OF MEETINGS METSO CORPORATION (incorporated with limited liability in the Republic of Finland) (the "Issuer") in respect of the outstanding Series 22 EUR 100,000,000 Fixed Rate Notes due 27 June 2022 (ISIN: XS0795500437; Common Code

Exhibit 99.7 THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF REGULATION (EU) 596/2014 (THE MARKET ABUSE REGULATION). THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE OR ARE UNSURE OF THE IMPACT OF THE IMPLEMENTATION OF A

OUKPF / Outotec OYJ CB/A - - FORM CB/A

CB/A 1 dp114717cba.htm FORM CB/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form CB/A TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM (AMENDMENT NO. 1) Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form: Securities Act Rule 801 (Rights Offering) ☐ Securities Act Rule 802 (Exchange Offer) ☒ Exchange Act Rule 13e-

OUKPF / Outotec OYJ F-X - - F-X

F-X UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM F-X APPOINTMENT OF AGENT FOR SERVICE OF PROCESS AND UNDERTAKING A.

NOTICE OF MEETING METSO CORPORATION (incorporated with limited liability in the Republic of Finland) (the “Issuer”) in respect of the outstanding Series 22 EUR 100,000,000 Fixed Rate Notes due 27 June 2022 (ISIN: XS0795500437; Common Code: 079550043)

EX-99.2 Exhibit 99.2 THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF REGULATION (EU) 596/2014 (THE MARKET ABUSE REGULATION). THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE OR ARE UNSURE OF THE IMPACT OF THE IMPLEMENTAT

Confidential

EX-99.5 Exhibit 99.5 *** METSO ANNOUNCES CONSENT SOLICITATION VIA CITI / NORDEA *** 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. Metso Corporation (the “Issuer”) hereby announces the launch of a consent solicitation (the “Consent Solicitation”) to solicit consents from the bene

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 22 EUR 100,000,000 Fixed Rate Notes due 27 June 2022 (ISIN: XS079550043

EX-99.4 5 d811638dex994.htm EX-99.4 Exhibit 99.4 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. 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 who

OUKPF / Outotec OYJ CB - - CB

CB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form CB TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form: Securities Act Rule 801 (Rights Offering) ☐ Securities Act Rule 802 (Exchange Offer) ☒ Exchange Act Rule 13e-4(h)(8) (Issuer Tender Offer) ☐ Exchange Act Rule

Business Infrastructure Joint Disclaimer / Safe Harbour Statement Important information Important information This presentation has been prepared by, and the information contained herein (unless otherwise indicated) has been provided by Metso Corpora

EX-99.6 Combination of Metso Minerals and Outotec Consent solicitation for Metso 2022 and 2024 notes October 2019 Exhibit 99.6 Business Infrastructure Joint Disclaimer / Safe Harbour Statement Important information Important information This presentation has been prepared by, and the information contained herein (unless otherwise indicated) has been provided by Metso Corporation (“Metso”) and Outo

NOTICE OF MEETING METSO CORPORATION (incorporated with limited liability in the Republic of Finland) (the “Issuer”) in respect of the outstanding Series 24 EUR 300,000,000 1.125 per cent. Senior Notes due 13 June 2024 (ISIN: XS1626574708; Common Code

EX-99.3 Exhibit 99.3 THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF REGULATION (EU) 596/2014 (THE MARKET ABUSE REGULATION). THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE OR ARE UNSURE OF THE IMPACT OF THE IMPLEMENTAT

IMPORTANT NOTICE

EX-99.1 Exhibit 99.1 IMPORTANT NOTICE IMPORTANT: You must read the following disclaimer before continuing. The notice on this page applies to the Consent Solicitation Memorandum (the “Memorandum”) following this page, whether received by email or otherwise received as a result of electronic communication and you are therefore advised to read this notice carefully before reading, accessing or makin

THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR COMMON STOCK,NO PAR VALUE, OF OUTOTEC OYJ (INCORPORATED UNDER THE LAWS OF FINLAND)

AMERICAN DEPOSITARY SHARES (One (1) American Depositary Share represents One-Fifthhalf of One (1/52) Share) THE BANK OF NEW YORK MELLON AMERICAN DEPOSITARY RECEIPT FOR COMMON STOCK,NO PAR VALUE, OF OUTOTEC OYJ (INCORPORATED UNDER THE LAWS OF FINLAND) The Bank of New York Mellon, as depositary (hereinafter called the “Depositary”), hereby certifies (i) that there have been deposited with the Deposi

- POST EFFECTIVE AMENDMENT NO. 1 TO THE FORM F-6

F-6 POS 1 outotecf6pos.htm POST EFFECTIVE AMENDMENT NO. 1 TO THE FORM F-6 As filed with the Securities and Exchange Commission on April 11, 2013 Registration No. 333-154374 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO THE FORM F-6 REGISTRATION STATEMENT under THE SECURITIES ACT OF 1933 For Depositary Shares Evidenced by American Depositary Receipts of

Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. 333-157255 NUMBER AMERICAN DEPOSITARY SHARES CUSIP # Each American Depositary Share represents one- half (1/ 2 ) of one share of common stock of the Company

424B3 1 e610811424b3-outotec.htm Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. 333-157255 NUMBER AMERICAN DEPOSITARY SHARES CUSIP # Each American Depositary Share represents one- half (1/ 2 ) of one share of common stock of the Company AMERICAN DEPOSITARY RECEIPT EVIDENCING AMERICAN DEPOSITARY SHARES REPRESENTING SHARES OF COMMON STOCK OF OUTOTEC OYJ (Incorpo

Rule 424(b)(3) 333-155126 Number Each American Depositary Share represents One- Half of One Share

424B3 1 e610810424b3-outotec.htm Rule 424(b)(3) 333-155126 Number Each American Depositary Share represents One- Half of One Share Deutsche Bank Trust Company Americas American Depositary Receipt Evidencing American Depositary Shares For Ordinary Shares of Outotec Oyj (Incorporated under the laws of Finland) Deutsche Bank Trust Company Americas, as Depositary (hereinafter referred to as the Deposi

Rule 424(b)(3) 333-186642 Number Each American Depositary Share represents One- Half of One Share

424B3 1 e610809424b3-outotec.htm Rule 424(b)(3) 333-186642 Number Each American Depositary Share represents One- Half of One Share JPMorgan Chase Bank, N.A. American Depositary Receipt Evidencing American Depositary Shares For Ordinary Shares of Outotec Oyj (Incorporated under the laws of Finland) JPMorgan Chase Bank, N.A., as Depositary (hereinafter referred to as the Depositary), hereby certifie

Rule 424(b)(3) 333-186642 Number Each American Depositary Share represents One- Half of One Share

424B3 1 e610809424b3-outotec.htm Rule 424(b)(3) 333-186642 Number Each American Depositary Share represents One- Half of One Share JPMorgan Chase Bank, N.A. American Depositary Receipt Evidencing American Depositary Shares For Ordinary Shares of Outotec Oyj (Incorporated under the laws of Finland) JPMorgan Chase Bank, N.A., as Depositary (hereinafter referred to as the Depositary), hereby certifie

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605

Ziegler, Ziegler & Associates LLP Counselors at Law 570 Lexington Avenue, 44th Floor New York, New York 10022 (212) 319-7600 Telecopier (212) 319-7605 February 13, 2013 JPMorgan Chase Bank, N.

Certification under Rule 466

Certification under Rule 466 The depositary, JPMorgan Chase Bank, N.A., represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Premier Foods PLC, 333-153944) that the Commission declared effective, with terms of deposit identical to the terms of deposit of this registration statement. (2) That its ability to designate the date and time of eff

JPMorgan Chase Bank, N.A. American Depositary Receipt American Depositary Shares For Ordinary Shares of Outotec Oyj (Incorporated under the laws of Finland)

Number Each American Depositary Share represents One-Fifth of One Share JPMorgan Chase Bank, N.

-

F-6EF 1 e610537f6ef-outotec.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 For American Depositary Shares Evidenced by American Depositary Receipts Outotec Oyj (Exact name of Issuer of deposited securities as specified in its charter) Finland (Jurisdiction of Incorporation or organization of Issuer) JPMorgan Chase Bank