Neste Oyj — Capital/Financing Update 2017

May 18, 2017

Neste Corporation Considers Issuance of New Notes and Announces Tender Offers of its Outstanding Notes Maturing in September 2019 and March 2022

Neste Corporation Considers Issuance of New Notes and Announces Tender Offers of its Outstanding Notes Maturing in September 2019 and March 2022

Neste Corporation
Stock Exchange Release
18 May 2017 at 1.30 pm (EET)

Neste Corporation Considers Issuance of New Notes and Announces Tender Offers of
its Outstanding Notes Maturing in September 2019 and March 2022

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG, JAPAN,
NEW ZEALAND, SOUTH AFRICA OR SUCH OTHER COUNTRIES OR OTHERWISE IN SUCH
CIRCUMSTANCES IN WHICH THE OFFERING OF THE NEW NOTES , THE TENDER OFFERS  OR THE
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

Neste Corporation (the "Company") announces its intention to issue new euro-
denominated fixed rate notes (the "New Notes").  The Company also announces
today that it invites the holders of the EUR 400,000,000 4.00 per cent. notes
due 18 September 2019 (ISIN: FI4000047360) (the "2019 Notes") and EUR
500,000,000 2.125 per cent. notes due 17 March 2022 (ISIN: FI4000148671) (the
"2022 Notes", and together with the 2019 Notes, the "Notes"), issued by the
Company, to tender their Notes for cash on the terms and conditions set out in
the tender offer memorandum dated 18 May 2017 (the "Tender Offer Memorandum")
(the "Tender Offers").

The Company proposes to accept for purchase in the Tender Offers (i) any and all
of the 2019 Notes validly tendered and (ii) the 2022 Notes up to an aggregate
nominal amount of EUR 400,000,000 less the nominal principal amount of the 2019
Notes validly tendered and accepted for purchase pursuant to the 2019 Tender
Offer, although the Company reserves the right, in its sole discretion, to
decide on the acceptance of the Notes, including not to accept any Notes.
Acceptance of the 2019 Notes will not be subject to any pro rata scaling. If the
Company decides to accept for purchase valid tenders of the 2022 Notes pursuant
to the 2022 Tender Offer and the aggregate principal amount of the 2022 Notes
validly tendered pursuant to the 2022 Tender Offer is greater than the amount
subject to the 2022 Tender Offer (the "2022 Final Acceptance Amount"), the
Company intends to accept such 2022 Notes for purchase on a pro rata basis.

Whether the Company will accept for purchase any Notes validly tendered in the
Tender Offers is subject (unless such condition is waived by the Company on its
sole and absolute discretion), without limitation, to the completion of the
issue the New Notes.

The purchase price of the 2019 Notes is EUR 1,091.29 per EUR 1,000.00 in nominal
amount of the 2019 Notes. The purchase price of the 2022 Notes will be based on
the 2022 interpolated mid swap rate + 70 bps. The 2022 purchase price will be
determined at the pricing time on the pricing date in accordance with market
convention and as outlined in the Tender Offer Memorandum. Accrued and unpaid
interest will be paid in respect of all Notes validly tendered and delivered and
accepted for purchase.

The offer period begins on 18 May 2017 and expires at 4:00 p.m. (Finnish time)
on 30 May 2017. The indicative tender offer results will be announced on 31 May
2017. The pricing date and pricing time of the 2022 Tender Offer will be on 31
May 2017 at or around 12:00 p.m. (Finnish time), and the final tender offer
results and completion date will be announced as soon as feasible after the
pricing time on or about 31 May 2017. The settlement date is expected to be 7
June 2017 and will in no case be later than 16 June 2017, subject to the
completion of the issue of the New Notes.

A noteholder that wishes to subscribe for New Notes in addition to tendering
Notes for cash pursuant to the Tender Offers may receive priority in the
allocation of the New Notes (the "New Issue Allocation"). The New Issue
Allocation may be given for an aggregate nominal amount of New Notes up to the
aggregate nominal amount of Notes subject to a noteholder's valid tender
instruction, where an allocation of New Notes is also requested. Such tender
instruction must relate to a minimum of EUR 100,000 in aggregate nominal amount
of Notes in order to comply with the minimum subscription amount of the New
Notes. Noteholders should contact the Dealer Manager to obtain its unique
reference number in respect of the New Issue Allocation.

If any noteholder wishes to subscribe for New Notes it must make an application
to subscribe for such New Notes to any of the Joint Lead Managers of the New
Notes. Nordea Bank AB (publ), BNP Paribas and ING Bank N.V act as Joint Lead
Managers for the issue of the New Notes.

Nordea Bank AB (publ) acts as Dealer Manager and Nordea Bank AB (publ), Finnish
Branch acts as Tender Agent for the Tender Offers. Information in respect of the
Tender Offers may be obtained from the Dealer Manager: email:
NordeaLiabilityManagement@nordea.com / tel: +45 61612996.

For more information, please contact:

Mika Rydman, Vice President and Group Treasurer, Neste, tel. +358 10 458 4710
Olli Kivi, Manager, Corporate Finance, Group Treasury, Neste, tel.
+358 10 458 4683

Neste in brief

Neste (NESTE, Nasdaq Helsinki) creates sustainable choices for the needs of
transport, businesses and consumers. Our global range of products and services
allows customers to lower their carbon footprint by combining high-quality
renewable products and oil products to tailor-made service solutions. We are the
world's largest producer of renewable diesel refined from waste and residues,
and we are also bringing renewable solutions to the aviation and plastics
industries. We want to be a reliable partner, whose expertise, R&D and
sustainable practices are widely respected. In 2016, Neste's net sales stood at
EUR 11.7 billion, and we were on the Global 100 list of the 100 most sustainable
companies in the world. Read more: neste.com/en

Important Information

The information contained herein is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or into the United
States, Australia, Canada, Hong Kong, Japan, New Zealand, South Africa or such
other countries or otherwise in such circumstances in which the release,
publication or distribution would be unlawful. The information contained herein
does not constitute an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of, the New Notes in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration, exemption
from registration or qualification under the securities laws of any such
jurisdiction.

This communication does not constitute an offer of securities for sale in the
United States. The New Notes have not been and will not be registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act") or under the
applicable securities laws of any state of the United States and may not be
offered or sold, directly or indirectly, within the United States or to, or for
the account or benefit of, U.S. persons except pursuant to an applicable
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act.

This communication does not constitute an offer of New Notes to the public in
the United Kingdom. No prospectus has been or will be approved in the United
Kingdom in respect of the New Notes. Consequently, this communication is
directed only at (i) persons who are outside the United Kingdom, (ii) persons
who have professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order"), (iii) high net worth entities falling
within Article 49(2) of the Order and (iv) other persons to whom it may lawfully
be communicated (all such persons together being referred to as "relevant
persons"). In addition, this communication is, in any event only directed at
persons who are "qualified investors" pursuant to the Prospectus Directive
(2003/71/EC, as amended). Any investment activity to which this communication
relates will only be available to, and will only be engaged with, relevant
persons. Any person who is not a relevant person should not act or rely on this
document or any of its contents.

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