TIDMNOKIA 
 
   Nokia Corporation 
 
   Stock Exchange Release 
 
   February 6, 2020 at 8:30 (CET +1) 
 
   Nokia Board of Directors resolved to issue shares to the company and 
resolved on a directed share issuance for the settlement of shares under 
previous Nokia Equity Programs 
 
   The Board of Directors has resolved to issue 13 350 000 new shares in a 
directed share issuance without consideration to Nokia Corporation to be 
later used to fulfil the company's obligations primarily under its 
equity plans to be settled in 2020. 
 
   Nokia expects that the shares are registered with the Finnish Trade 
Register on or about February 7, 2020 and the shares will carry the 
shareholder rights attached to them as of the registration date. The 
total number of Nokia shares following the registration will equal 5 653 
886 159 and following the issuance the number of shares held by Nokia 
Corporation will equal 36 846 208. The new shares are expected to 
commence trading on Nasdaq Helsinki as of February 10, 2020, and on 
Euronext Paris as of February 11, 2020, together with other Nokia shares 
(NOKIA). Euronext Paris will publish a separate notice announcing the 
admission of the new shares to trading on Euronext Paris. 
 
   Additionally, the Board of Directors has resolved on a directed issuance 
of a maximum number of 13 350 000 Nokia shares (NOKIA) held by the 
company, as a result of the above issuance of new shares, to settle its 
commitments under the 2016, 2017, 2018 and 2019 Restricted Share plans, 
the 2017 Performance Share plan and the 2019 Employee Share Purchase 
Plan in respect of shares to be delivered to plan participants in 2020. 
The shares are issued without consideration. 
 
   Both resolutions to issue shares are based on the authorization granted 
to the Board of Directors by the Annual General Meeting on May 21, 2019. 
 
   About Nokia 
 
   We create the technology to connect the world. Only Nokia offers a 
comprehensive portfolio of network equipment, software, services and 
licensing opportunities across the globe. With our commitment to 
innovation, driven by the award-winning Nokia Bell Labs, we are a leader 
in the development and deployment of 5G networks. 
 
   Our communications service provider customers support more than 6.1 
billion subscriptions with our radio networks, and our enterprise 
customers have deployed over 1,000 industrial networks worldwide. 
Adhering to the highest ethical standards, we transform how people live, 
work and communicate. For our latest updates, please visit us online 
www.nokia.com and follow us on Twitter @nokia. 
 
   Media Enquiries: 
 
   Nokia 
 
   Communications 
 
   Tel. +358 (0) 10 448 4900 
 
   Email: press.services@nokia.com 
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   Katja Antila, Head of Media Relations 
 
   Investor Enquiries: 
 
   Nokia Investor Relations 
 
   Tel. +358 4080 3 4080 
 
   Email: investor.relations@nokia.com 
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   FORWARD-LOOKING STATEMENTS 
 
   It should be noted that Nokia and its businesses are exposed to various 
risks and uncertainties and certain statements herein that are not 
historical facts are forward-looking statements. These forward-looking 
statements reflect Nokia's current expectations and views of future 
developments and include statements regarding: A) expectations, plans or 
benefits related to our strategies, growth management and operational 
key performance indicators; B) expectations, plans or benefits related 
to future performance of our businesses and any expected future 
dividends including timing and qualitative and quantitative thresholds 
associated therewith; C) expectations and targets regarding financial 
performance, cash generation, results, the timing of receivables, 
operating expenses, taxes, currency exchange rates, hedging, cost 
savings, product cost reductions and competitiveness, as well as results 
of operations including targeted synergies, better commercial management 
and those results related to market share, prices, net sales, income and 
margins; D) expectations, plans or benefits related to changes in 
organizational and operational structure; E) expectations regarding 
competition within our market, market developments, general economic 
conditions and structural and legal change globally and in national and 
regional markets, such as China; F) our ability to integrate acquired 
businesses into our operations and achieve the targeted business plans 
and benefits, including targeted benefits, synergies, cost savings and 
efficiencies; G) expectations, plans or benefits related to any future 
collaboration or to business collaboration agreements or patent license 
agreements or arbitration awards, including income to be received under 
any collaboration or partnership, agreement or award; H) timing of the 
deliveries of our products and services, including our short term and 
longer term expectations around the rollout of 5G, investment 
requirements with such rollout, and our ability to capitalize on such 
rollout; as well as the overall readiness of the 5G ecosystem; I) 
expectations and targets regarding collaboration and partnering 
arrangements, joint ventures or the creation of joint ventures, and the 
related administrative, legal, regulatory and other conditions, as well 
as our expected customer reach; J) outcome of pending and threatened 
litigation, arbitration, disputes, regulatory proceedings or 
investigations by authorities; K) expectations regarding restructurings, 
investments, capital structure optimization efforts, uses of proceeds 
from transactions, acquisitions and divestments and our ability to 
achieve the financial and operational targets set in connection with any 
such restructurings, investments, capital structure optimization efforts, 
divestments and acquisitions, including our current cost savings 
program; L) expectations, plans or benefits related to future capital 
expenditures, reduction of support function costs, temporary incremental 
expenditures or other R&D expenditures to develop or rollout software 
and other new products, including 5G and increased digitalization; M) 
expectation regarding our customers' future capital expenditure 
constraints and our ability to satisfy customer concerns; and N) 
statements preceded by or including "believe", "expect", "expectations", 
"consistent", "deliver", "maintain", "strengthen", "target", "estimate", 
"plan", "intend", "assumption", "focus", "continue", "should", "will" or 
similar expressions. These forward-looking statements are subject to a 
number of risks and uncertainties, many of which are beyond our control, 
which could cause actual results to differ materially from such 
statements. These statements are based on management's best assumptions 
and beliefs in light of the information currently available to it. These 
forward-looking statements are only predictions based upon our current 
expectations and views of future events and developments and are subject 
to risks and uncertainties that are difficult to predict because they 
relate to events and depend on circumstances that will occur in the 
future. Factors, including risks and uncertainties that could cause 
these differences include, but are not limited to: 1) our strategy is 
subject to various risks and uncertainties and we may be unable to 
successfully implement our strategic plans, sustain or improve the 
operational and financial performance of our business groups, correctly 
identify or successfully pursue business opportunities or otherwise grow 
our business; 2) general economic and market conditions, general public 
health conditions (including its impact on our supply chains) and other 
developments in the economies where we operate, including the timeline 
for the deployment of 5G and our ability to successfully capitalize on 
that deployment ; 3) competition and our ability to effectively and 
profitably invest in existing and new high-quality products, services, 
upgrades and technologies and bring them to market in a timely manner; 
4) our dependence on the development of the industries in which we 
operate, including the cyclicality and variability of the information 
technology and telecommunications industries and our own R&D 
capabilities and investments; 5) our dependence on a limited number of 
customers and large multi-year agreements, as well as external events 
impacting our customers including mergers and acquisitions; 6) our 
ability to maintain our existing sources of intellectual 
property-related revenue through our intellectual property, including 
through licensing, establishing new sources of revenue and protecting 
our intellectual property from infringement; 7) our ability to manage 
and improve our financial and operating performance, cost savings, 
competitiveness and synergies generally, expectations and timing around 
our ability to recognize any net sales and our ability to implement 
changes to our organizational and operational structure efficiently; 8) 
our global business and exposure to regulatory, political or other 
developments in various countries or regions, including emerging markets 
and the associated risks in relation to tax matters and exchange 
controls, among others; 9) our ability to achieve the anticipated 
benefits, synergies, cost savings and efficiencies of acquisitions; 10) 
exchange rate fluctuations, as well as hedging activities; 11) our 
ability to successfully realize the expectations, plans or benefits 
related to any future collaboration or business collaboration agreements 
and patent license agreements or arbitration awards, including income to 
be received under any collaboration, partnership, agreement or 
arbitration award; 12) Nokia Technologies' ability to protect its IPR 
and to maintain and establish new sources of patent, brand and 
technology licensing income and IPR-related revenues, particularly in 
the smartphone market, which may not materialize as planned, 13) our 
dependence on IPR technologies, including those that we have developed 
and those that are licensed to us, and the risk of associated 
IPR-related legal claims, licensing costs and restrictions on use; 14) 
our exposure to direct and indirect regulation, including economic or 
trade policies, and the reliability of our governance, internal controls 
and compliance processes to prevent regulatory penalties in our business 
or in our joint ventures; 15) our reliance on third-party solutions for 
data storage and service distribution, which expose us to risks relating 
to security, regulation and cybersecurity breaches; 16) inefficiencies, 
breaches, malfunctions or disruptions of information technology systems, 
or our customers' security concerns; 17) our exposure to various legal 
frameworks regulating corruption, fraud, trade policies, and other risk 
areas, and the possibility of proceedings or investigations that result 
in fines, penalties or sanctions; 18) adverse developments with respect 
to customer financing or extended payment terms we provide to customers; 
19) the potential complex tax issues, tax disputes and tax obligations 
we may face in various jurisdictions, including the risk of obligations 
to pay additional taxes; 20) our actual or anticipated performance, 
among other factors, which could reduce our ability to utilize deferred 
tax assets; 21) our ability to retain, motivate, develop and recruit 
appropriately skilled employees; 22) disruptions to our manufacturing, 
service creation, delivery, logistics and supply chain processes, and 
the risks related to our geographically-concentrated production sites; 
23) the impact of litigation, arbitration, agreement-related disputes or 
product liability allegations associated with our business; 24) our 
ability to re-establish investment grade rating or maintain our credit 
ratings; 25) our ability to achieve targeted benefits from, or 
successfully implement planned transactions, as well as the liabilities 
related thereto; 26) our involvement in joint ventures and 
jointly-managed companies; 27) the carrying amount of our goodwill may 
not be recoverable; 28) uncertainty related to the amount of dividends 
and equity return we are able to distribute to shareholders for each 
financial period; 29) pension costs, employee fund-related costs, and 
healthcare costs; 30) our ability to successfully complete and 
capitalize on our order backlogs and continue converting our sales 
pipeline into net sales; and 31) risks related to undersea 
infrastructure, as well as the risk factors specified on pages 60 to 75 
of our 2018 annual report on Form 20-F published on March 21, 2019 under 
"Operating and financial review and prospects-Risk factors" and in our 
other filings or documents furnished with the U.S. Securities and 
Exchange Commission. Other unknown or unpredictable factors or 
underlying assumptions subsequently proven to be incorrect could cause 
actual results to differ materially from those in the forward-looking 
statements. We do not undertake any obligation to publicly update or 
revise forward-looking statements, whether as a result of new 
information, future events or otherwise, except to the extent legally 
required. 
 
 
 
 

(END) Dow Jones Newswires

February 06, 2020 01:45 ET (06:45 GMT)

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