F-Secure Corporation’s financial statement
2007
The Board of Directors signed the financial statements for the
year 2007 on February 13, 2008. The auditors have submitted their
report. The financial statements bulletin was published on January
30, 2008 (F-Secure’s Q4 and full year 2007 report).
The proposals of the Board to the Annual General
Meeting
1) Dividend proposal
The distributable shareholder's equity in the Parent is EUR 64
m. The Board proposes to the Annual General Meeting that a dividend
of EUR 0.07 per share would be paid, which is totally approximately
EUR 10.9m based upon the number of shares.
2) The authorization of Board of Directors to decide on a
directed share issue
The Board proposes to the General Annual meeting to authorize
the Board to decide on one or more directed share issues and their
terms. The maximum cumulative number of issued new shares is
40,000,000. The authorization is valid for one (1) year.
3) Recording of the subscription price for shares issued
based on stock options in company’s distributable
equity
The Board proposes that the Annual General Meeting resolve that
the total amount of the subscription prices paid for new shares
issued after the date of the Annual General Meeting, based on stock
options under the F-Secure Stock Option Plans 2002 and 2005, be
recorded in company’s distributable equity.
4) Proposal to Authorize the Board of Directors to Purchase
the
Company's Own Shares
The Board of Directors proposes that the Board of Directors may
pass a resolution to purchase a maximum of 15.513.111 shares of the
Company The proposed amount represents approximately 10% of all the
shares issued by the Company. The authorization would be valid one
year. The authorization covers the purchase of shares through
public trading on the OMX Nordic Exchange (Helsinki) in accordance
with its rules or through a public tender offer made to the
shareholders of the Company. The consideration payable for the
shares shall be based on the market price. In purchasing of the
Company's own shares derivative, share lending and other contracts
customary to the capital markets may be concluded pursuant to law
and applicable legal provisions.
The authorization entitles the Board of Directors to pass a
resolution to purchase the shares by deviating from the
shareholders’pre-emptive rights (directed purchase) subject to the
provisions of the applicable law. The own shares will be purchased
to be used for making acquisitions or implementing other
arrangements related to the Company's business, to improve the
Company's financial structure, to be used as part of the incentive
compensation plan or for the purpose of otherwise assigning or
cancelling the shares. The Board of Directors shall have the right
to decide on other matters related to the purchase of the Company’s
own shares.
5) Authorization to the Board of Directors to decide on a
transfer of own shares of the Company.
The Board of Directors proposes that the Annual General Meeting
authorizes the Board of Directors to decide on a transfer of a
maximum of 15.513.111 own shares of the Company either against
consideration or without payment. The authorization would be valid
one year. The Board of Directors is authorized to transfer the
shares in deviation from the shareholders’pre-emptive rights
(directed transfer) subject to the provisions of the applicable
law.
The shares may be transferred as a consideration to finance
acquisitions or in other arrangements and used as part of the
equity-based incentive plans of the Company as decided by the Board
of Directors. The Board of Directors shall also have the right to
sell the shares through public trading on the OMX Nordic Exchange
(Helsinki).The Board of Directors shall have the right to decide on
other matters related to a transfer of own shares.
Financial Reporting
The annual report will be published on March 17. The annual
general meeting will be held on March 26, 2008. Quarterly reports
for 2008 will be published on April 23 (Q1), July 29(Q2) and
October 21 (Q3).
F-Secure Corporation
Board of Directors
Additional information:
F-Secure Corporation
Kimmo Alkio, President and
CEO tel.358 9 2520 5550
Taneli Virtanen,
CFO
tel.358 9 2520 5655
Jukka Kotovirta, Investor Relations tel.358 405
883 933
