Financial overviewNote 22 - Shareholders' equity

Share capital



The share capital relates to the Parent Company’s share capital.
No. of shares20072006

Opening balance 74,453,57274,203,725

Subscription of shares based on
employee stock options
90,846249,847

Closing balance 74,544,41874,453,572

Reserves



The translation reserve comprises all translation differences that arise from the translation of the financial reports of foreign operations that have prepared their reports in a currency other than the one the Group’s financial reports are presented in. Translation differences arising from the translation of foreign operations according to the current method contributed to an increase in the translation reserve of SEK -54,847 thousand (-193,445). Translation differences that have arisen in connection with borrowing and that have been identified as hedges of foreign net investments have decreased the translation reserve by SEK 9,831 thousand (42,680).
The fair value reserve includes the net change in the fair value of the Group’s financial instruments and the effect of the liquidation of Group companies.
Retained earnings and net profit for the year



Retained earnings and net profit for the year are comprised of the previous year’s non-restricted funds and net profit for the year.
Dividend to shareholders



No dividend was paid in 2007 for fiscal year 2006. The Board of Directors recommends a dividend of SEK 0.25 per share for fiscal year 2007. The Board intends to request authorization from the Annual General Meeting to repurchase up to 10 percent of the shares outstanding.
Statutory reserve



All companies preparing their accounts as of or after December 31, 2005 must report funds allocated to their share premium reserve before January 1, 2006 in the statutory reserve (recognized as restricted equity), according to the Annual Accounts Act. The share premium reserve that arises as of 2006 is reported as non-restricted equity. If shares are issued at a premium, an amount corresponding to the amount received over and above the par value of the shares is transferred to the share premium reserve (presently the statutory reserve). No legal provision to the statutory reserve is required as of 2006. The statutory reserve may be reduced according to the resolution of the Annual General Meeting in cases stipulated in Chapter 20 of the Swedish Companies Act. In accordance with the resolution of the AGM 2007, the statutory reserve has been reduced by SEK 1,300,000 thousand, from SEK 1,400,120 thousand to SEK 100,120 thousand.
Fair value reserve



The fair value reserve is reported as the change in the Parent Company’s long-term receivables from Media Intelligence UK Ltd. The receivable is restated in accordance with RFR 2.1.
Employee stock option program



In February 2001 an extraordinary general meeting voted to introduce a stock option program for Group employees. Allotments have been made during the years 2001, 2002 and 2003, with a maximum of 832,000 options per year. Each option can be exercised for 1,068 shares after issue recalculations. The strike price was set at SEK 21.65. The options are tied to employment and become void if the holder leaves the company within two years of the allotment. The vesting period was two years. The options remained valid from February 2005 to February 2007. The option holder had the option to choose to subscribe for shares or sell the options for cash. The issuance of 90,846 new shares through the exercise of employee stock options increased shareholders’ equity by SEK 1,794 thousand. As of the balance sheet date all option programs had expired and no outstanding options remain.
20072006
Outstanding employee stock options Average strike price
per share in SEK
No. of optionsAverage strike price
per share in SEK
No. of options
Opening balance, no. of options outstanding 45.67139,56239.031,401,499
Allocated --37.90667,500
Exercised 21.65-53,70421.65-224,279
Expired 41.32-85,85840.33-1,705,158
Closing balance, no. of options outstanding--45.67139,562
Convertible debentures



The Annual General Meeting 2007 resolved to initiate a performance-based incentive program by issuing not more than 700,000 convertible debentures to 13 members of Group Management. The issue price and nominal value of the convertibles have been determined as 113.3 percent of the volume-weighted average price of the Cision share during the period April 27–May 3, 2007, corresponding to market value. In total, 660,000 convertibles have been subscribed at a price of SEK 33.94. The total loan amount is SEK 22,400,400. The share capital may not increase by more than SEK 990,000. Upon request, each convertible can be converted to one new share in Cision AB during the period April 1–June 30, 2011. The conversion price initially corresponds to the subscription price, but may be revised downward if the company fulfills certain financial objectives. The targets are organic growth ≥ 6% and an operating margin (EBIT margin) ≥ 18% on a rolling 12-month basis. The targets are measured at eight measuring points at the end o
On each measuring point, the targets are measured for a period of four quarters. If both measures are met on a measuring point, the conversion price is reduced by an amount corresponding to 6.25% of the initial conversion price. This means that the conversion price can be reduced by a maximum of 50% of the initial conversion price. The total number of convertibles corresponds to approximately 0.9 percent of the share capital and votes on a fully diluted basis. Shareholders’ equity increased in 2007 by SEK 3,050 thousand from subscriptions for convertible debentures.