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2009-11-27 14:50:00 CET 2009-11-27 14:50:02 CET REGULATED INFORMATION SSH Communications Security - Corporate ActionSSH COMMUNICATIONS SECURITY CORP APPROVED THE SHARE SUBSCRIPTION OF THE DIRECTED SHARE ISSUE TO THE GROUP MANAGEMENT TEAMSSH COMMUNICATIONS SECURITY CORP STOCK EXCHANGE RELEASE 27 November 2009 at 3:50 P.M. SSH COMMUNICATIONS SECURITY CORP APPROVED THE SHARE SUBSCRIPTION OF THE DIRECTED SHARE ISSUE TO THE GROUP MANAGEMENT TEAM AND REDEEMED AND CANCELLED THE CEO'S 2008 STOCK OPTIONS The Board of Directors of SSH Communications Security Corp has on 20 October 2009 decided on a share issue against payment to be directed, as part of the management incentive plan, to SSH Management Investment Oy that is a company to be formed and owned by the SSH Group Management Team. The decision was done on the basis of an authorization granted by the Annual General Meeting of Shareholders on 4 March 2009, allowing deviation from the shareholders' pre-emptive subscription rights. A total of 1,100,000 new shares of the Company were offered for subscription in the share issue. The share subscription period was 13 November—27 November 2009, and the subscription price was EUR 0.72/share (the trade volume weighted average quotation of the Company´s share on the NASDAQ OMX Helsinki Ltd. during 22 October—12 November 2009). The Board of Directors of the Company has today decided to approve the subscription of 1,100,000 new shares. The amount that corresponds to the nominal value, EUR 0.03/share, EUR 33,000.00 in total, of the subscription price of the new shares will be credited as an increase in the share capital of the Company and the remaining amount of the share subscription price, EUR 759,000.00, will be credited to the reserve for invested unrestricted equity of the Company. Right to dividend and other shareholder rights will commence when the new shares have been entered into the Trade Register, around week 50. After that, the shares will be registered on the book-entry account of the subscriber and will be applied for public trading on NASDAQ OMX Helsinki Ltd. After the Trade Register entry of the new shares, the number of the Company's shares will be 29,898,449 shares and the share capital of the Company will be EUR 896,953.47. As part of the total compensation development for the CEO, the Company has redeemed from the CEO 500,000 stock options from 2008 held by the CEO, at market price, EUR 53,400.00. The CEO will spend the received net price of the stock options for the acquisition of the Company's shares through SSH Management Investment Oy. The CEO of the Company belongs to the target group of the new incentive plan directed to the Group Management Team. In accordance with the compensation policy of the Company, the members of the Group Management Team belong to only one long-term incentive plan at a time. The Company has cancelled the 2008 stock options redeemed from the CEO. The CEO's indirect ownership in the Company is approximately 1.8% through the new incentive plan. Helsinki 27 November 2009 SSH COMMUNICATIONS SECURITY CORP The Board of Directors Juho Lipsanen Chairman of the Board of Directors Further information: Juho Lipsanen, Chairman of the Board of Directors, Tel. +358 20 500 7000 Jari Mielonen, CEO, Tel. +358 20 500 7400 Distribution: NASDAQ OMX Helsinki Ltd Main Media www.ssh.com |
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