SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13D)
Under the Securities Exchange Act of 1934
Intellisync Corporation
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(Name of Issuer)
Common Stock $0.001 PAR VALUE
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(Title of Class of Securities)
458176104
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(CUSIP Number)
Kaarina Stahlberg
Vice President, Assistant General Counsel
Nokia Corporation
Keilalahdentie 4
P.O. Box 226
FIN-00045 Nokia Group
+358-71-8008000
With a copy to:
Kenton J. King, Esq.
Celeste E. Greene, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
525 University Avenue, Suite 1100
Palo Alto, California 94301
(650) 470-4500
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
November 28, 2005
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(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is filing
this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box [ ].
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Section 240.13d-7 for
other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act") or otherwise subject to the
liabilities of that section of the Exchange Act but shall be subject to all
other provisions of the Exchange Act (however, see the Notes).
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Nokia Corporation
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [x]
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3. SEC USE ONLY
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4. Source of Funds (See Instructions)
Not applicable
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
[ ]
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6. Citizenship or Place of Organization
Helsinki, Finland
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Number of 7. Sole Voting Power
Shares
Beneficially 0
Owned by
Each
Reporting
Person with
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8. Shared Voting Power
9,027,147
---------------------- ------- --------------------------------------------
9. Sole Dispositive Power
0
---------------------- ------- --------------------------------------------
10. Shared Dispositive Power
0
--------- -----------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
9,027,147
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
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13. Percent of Class Represented by Amount in Row (11)
12.29% (1)
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14. Type of Reporting Person (See Instructions)
CO
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(1) Based on 73,463,652 shares of Common Stock (as defined in Item 1 below)
outstanding, of which 67,492,114 shares of Common Stock were issued and
outstanding as of November 15, 2005, including 5,971,538 shares of restricted
Common Stock and options to purchase shares of Common Stock that are deemed to
be outstanding for purposes of this calculation pursuant to Rule 13d-3(d)(1)(i)
of the Securities Exchange Act of 1934, as amended.
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Nokia Holding Inc.
58-1248993
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [x]
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3. SEC USE ONLY
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4. Source of Funds (See Instructions)
Not applicable
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
[ ]
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6. Citizenship or Place of Organization
Georgia
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Number of 7. Sole Voting Power
Shares
Beneficially 0
Owned by
Each
Reporting
Person with
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8. Shared Voting Power
9,027,147
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9. Sole Dispositive Power
0
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10. Shared Dispositive Power
0
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11. Aggregate Amount Beneficially Owned by Each Reporting Person
9,027,147
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
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13. Percent of Class Represented by Amount in Row (11)
12.29% (1)
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14. Type of Reporting Person (See Instructions)
CO
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(1) Based on 73,463,652 shares of Common Stock (as defined in Item 1 below)
outstanding, of which 67,492,114 shares of Common Stock were issued and
outstanding as of November 15, 2005, including 5,971,538 shares of restricted
Common Stock and options to purchase shares of Common Stock that are deemed to
be outstanding for purposes of this calculation pursuant to Rule 13d-3(d)(1)(i)
of the Securities Exchange Act of 1934, as amended.
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1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Nokia Inc.
59-3127709
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [x]
--------- -----------------------------------------------------------------
3. SEC USE ONLY
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4. Source of Funds (See Instructions)
Not applicable
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5. Check if Disclosure of Legal Proceedings Is Required Pursuant to
Items 2(d) or 2(e)
[ ]
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6. Citizenship or Place of Organization
Delaware
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Number of 7. Sole Voting Power
Shares
Beneficially 0
Owned by
Each
Reporting
Person with
---------------------- ------- --------------------------------------------
8. Shared Voting Power
9,027,147
---------------------- ------- --------------------------------------------
9. Sole Dispositive Power
0
---------------------- ------- --------------------------------------------
10. Shared Dispositive Power
0
--------- -----------------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
9,027,147
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12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions)
[ ]
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13. Percent of Class Represented by Amount in Row (11)
12.29% (1)
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14. Type of Reporting Person (See Instructions)
CO
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(1) Based on 73,463,652 shares of Common Stock (as defined in Item 1 below)
outstanding, of which 67,492,114 shares of Common Stock were issued and
outstanding as of November 15, 2005, including 5,971,538 shares of restricted
Common Stock and options to purchase shares of Common Stock that are deemed to
be outstanding for purposes of this calculation pursuant to Rule 13d-3(d)(1)(i)
of the Securities Exchange Act of 1934, as amended.
Item 1. Security and Issuer.
The class of equity security to which this Schedule 13D relates is the
common stock, $0.001 par value (the "Common Stock"), of Intellisync Corporation,
a Delaware corporation (the "Issuer"). The principal executive offices of the
Issuer are located at 2550 North First Street, Suite 500, San Jose, California
95131.
Item 2. Identity and Background.
The names of the persons filing this Schedule 13D are Nokia
Corporation, a corporation organized under the laws of the Republic of Finland,
Nokia Holding Inc., a Georgia corporation and wholly-owned subsidiary of Nokia
Corporation, and Nokia Inc., a Delaware corporation and wholly-owned subsidiary
of Nokia Holding Inc. ("Nokia"). Nokia Corporation is the world's largest
manufacturer of mobile devices and a leader in mobile networks. Nokia
Corporation connects people to each other and the information that matters to
them with mobile devices and solutions for voice, data, imaging, games,
multimedia and business applications. Nokia Corporation also provides equipment,
solutions and services for its operator and enterprise customers.
The business address of Nokia Corporation is Keilalahdentie 4, P.O. Box
226, FIN-00045, Nokia Group. The business address of each of Nokia Holding, Inc.
and Nokia is 6000 Connection Drive, Irving, TX 75039, USA.
The name, citizenship, principal occupation and business address of
each executive officer and director of Nokia Corporation, Nokia Holding Inc. and
Nokia are set forth in Schedule I hereto, which is incorporated by reference
herein.
During the last five years, none of the persons or entities referred to
in this Item 2 (including those persons listed on Schedule I hereto) has been
(i) convicted in a criminal proceeding (excluding traffic violations and similar
misdemeanors) or (ii) a party to a civil proceeding or a judicial or
administrative body of competent jurisdiction and as a result of such
proceeding, was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal
or state securities laws or finding any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
Nokia has entered into a voting agreement, dated November 15, 2005,
with each of the directors and executive officers of the Issuer, as described in
Item 4 below. The voting agreements were entered into in consideration of the
execution and delivery of the Merger Agreement (as defined in Item 4 below) and
Nokia did not pay any additional consideration in connection with the execution
and delivery of the voting agreements.
Item 4. Purpose of Transaction.
On November 15, 2005, the Issuer, Nokia and Jupiter Acquisition
Corporation, a Delaware corporation and direct wholly-owned subsidiary of Nokia
("AcquisitionCo"), entered into an Agreement and Plan of Merger (the "Merger
Agreement") pursuant to which the Issuer will become a subsidiary of Nokia. The
Merger Agreement contemplates that AcquisitionCo will merge with and into the
Issuer (the "Merger") and each share of the Issuer's Common Stock (the
"Shares"), except for treasury shares and dissenting shares, will be converted
into the right to receive $5.25 in cash per share (the "Merger Consideration")
following the satisfaction or waiver of the conditions set forth in the Merger
Agreement, including obtaining Issuer stockholder approval for the transactions
contemplated thereby.
In connection with the Merger Agreement, and as a condition and
inducement to Nokia's willingness to enter into the Merger Agreement, Woodson
Hobbs, Terrence Valeski, Said Mohammadioun, J. Keith Kitchen, Scott Hrastar,
Blair Hankins, Robert Gerber, Clyde Foster, David P. Eichler, Keith A. Cornell,
Kristen Berg-Painter, Richard W. Arnold and Michael Clair (the "Principal
Stockholders") entered into voting agreements with Nokia, each dated as of
November 15, 2005 (each, a "Voting Agreement") with respect to all Shares over
which each such Principal Stockholder exercises voting or investment power (as
determined pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as
amended) (collectively, the "Owned Shares"). The Owned Shares include any shares
of the Issuer as to which a Principal Stockholder acquires beneficial ownership
after the execution of the Voting Agreement.
Pursuant to the Voting Agreements, each of the Principal Stockholders
appointed Nokia and any designee of Nokia as such Principal Stockholder's proxy
and attorney-in-fact to vote and act on each such Principal Stockholder's behalf
and in each such Principal Stockholder's name, place and stead with respect to
such Principal Stockholder's Owned Shares, at any annual, special or other
meeting of the stockholders of the Issuer and at any adjournment or postponement
of any such meeting and to act by written consent with respect to each such
Principal Stockholder's Owned Shares.
Each Principal Stockholder affirmed that the proxy is coupled with an
interest and shall be irrevocable and agreed not to grant any subsequent proxy
with respect to such Principal Stockholder's Owned Shares. Each Principal
Stockholder further irrevocably and unconditionally agreed (i) to vote or
consent, or cause to be voted or consented, the Owned Shares in favor of the
Merger Agreement and the consummation of the Merger if Nokia is unable to vote
the Owned Shares at such meeting; (ii) to execute and deliver or cause to be
executed and delivered any written consent in favor of the Merger with respect
to all of the Owned Shares; and (iii) with respect to any Owned Shares, to vote
or execute and deliver any written consent against any opposing or competing
proposal or action that would be inconsistent with or frustrate the purposes of
the Voting Agreement, the Merger Agreement or any of the transactions
contemplated by the Merger Agreement.
Each Principal Stockholder also agreed that he will not, without the
prior written consent of Nokia, (a) directly or indirectly, sell, transfer,
pledge, assign or otherwise dispose of, or enter into any contract, option,
commitment or other arrangement or understanding with respect to the disposition
of, any of the Owned Shares or any securities convertible into or exchangeable
for Shares, or (b) take any action that would prohibit, prevent or preclude such
Principal Stockholder from performing his or its obligations under the Voting
Agreement, including, without limitation, granting a power of attorney with
respect to the Owned Shares, depositing the Owned Shares in a voting trust or
entering into any other stockholder voting agreements with respect to the Owned
Shares. Each Principal Stockholder further agreed that the Voting Agreement and
each Principal Stockholder's obligations thereunder attached to the Owned Shares
and shall be binding upon any person or entity to which legal or beneficial
ownership of such Owned Shares may pass.
The Voting Agreements terminate on the earlier of (i) the closing of
the Merger and (ii) the termination of the Merger Agreement in accordance with
its terms.
The foregoing summary of the Voting Agreement contained in this Item 4
is qualified in its entirety by reference to the Voting Agreement, attached as
Exhibit 99.2 hereto and incorporated herein by reference.
Item 5. Interest in Securities of the Issuer.
(a) Nokia, pursuant to the Voting Agreements, has acquired the right to
vote in favor of the Merger (as described in Item 4) and, for the purposes of
Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended,
Nokia, Nokia Holding Inc. and Nokia Corporation may be deemed to have shared
beneficial ownership of 9,027,147 Shares, representing 12.29% of the outstanding
Shares. Nokia, Nokia Holding Inc. and Nokia Corporation and the other persons
named in Item 2 disclaim beneficial ownership of such Shares.
(b) For the purposes of Rule 13d-3 promulgated under the Securities
Exchange Act of 1934, as amended, Nokia, Nokia Holding Inc. and Nokia
Corporation may be deemed to have shared power to vote or to direct the voting
of 9,026,547 Shares pursuant to the Voting Agreements as described in Item 4.
Except as set forth in this Schedule 13D, to the knowledge of Nokia, Nokia
Holding Inc. and Nokia Corporation, no person named in Item 2 beneficially owns
any shares of Common Stock.
(c) Except as described in this Schedule 13D, during the past 60 days
there have been no other transactions in the securities of the Issuer effected
by Nokia, Nokia Holding Inc. or Nokia Corporation or, to the knowledge of Nokia,
Nokia Holding Inc. and Nokia Corporation, the other persons named in Item 2.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Copies of the Merger Agreement and the Voting Agreement are filed as
Exhibit 99.1 and Exhibit 99.2 to the Issuer's Form 8-K filed on November 17,
2005 and are incorporated herein by reference. The summaries of such agreements
contained in this Schedule 13D are qualified in their entirety by reference to
such agreements.
Except as described in this Schedule 13D or the Exhibits hereto, to the
knowledge of Nokia, Nokia Holding Inc. and Nokia Corporation, there are no
contracts, arrangements, understandings or relationships among the persons named
in Item 2 and between such persons and any other person with respect to any
securities of the Issuer, including but not limited to the transfer or voting of
any shares of Common Stock, finder's fees, joint ventures, loans or option
arrangements, puts or calls, guarantees or profits, division of profits or loss
or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
Exhibit 99.1 Agreement and Plan of Merger, dated November 15, 2005, by
and among Nokia Inc., Jupiter Acquisition Corporation and
Intellisync Corporation (incorporated herein by reference to
Exhibit 2.01 to the Issuer's Current Report on Form 8-K, filed
November 17, 2005 (Commission File No. 000-21709)).
Exhibit 99.2 Voting Agreement, dated November 15, 2005, by and among
Nokia Inc., Intellisync Corporation and certain stockholders
of Intellisync Corporation. (incorporated herein by reference
to Exhibit 10.42 to the Issuer's Current Report on Form 8-K,
filed November 17, 2005 (Commission File No. 000-21709)).
Exhibit 99.3 Joint Filing Agreement, dated November 28, 2005, by and
between Nokia Corporation, Nokia Holding Inc. and Nokia
Inc.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth herein is true, complete and correct.
NOKIA CORPORATION
By: /s/ Kaarina Stahlberg
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Name: Kaarina Stahlberg
Title: Vice President and Assistant General Counsel
By: /s/ Susanne Mattsson
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Name: Susanne Mattsson
Title: Director, Legal
NOKIA HOLDING INC.
By: /s/ Eric Marmurek
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Name: Eric Marmurek
Title: Assistant Secretary
NOKIA INC.
By: /s/ Eric Marmurek
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Name: Eric Marmurek
Title: Director, Tax
Dated: November 28, 2005
SCHEDULE I
Directors and Executive Officers of Nokia Corporation
The following table sets forth the name and present principal
occupation of each of the executive officers and directors of Nokia Corporation.
Unless otherwise indicated, the current business address of each of these
individuals at Nokia Corporation is Keilalahdentie 4, P.O. Box 226, FIN-00045,
Nokia Group, and each of these individuals is a citizen of the Republic of
Finland.
Name and Business or Home Position with Nokia Corporation and Present
Address and Citizenship Principal Occupation or Employment
Jorma Ollila Chairman of the Board of Nokia Corporation
Chairman and Chief Executive Officer of Nokia
Corporation
Chairman of the Group Executive Board of Nokia
Corporation
Member of the Board of Ford Motor Company
Vice Chairman of the Board of UPM-Kymmene
Corporation
Vice Chairman of the Board of Otava Books and
Magazines Group Ltd.
Chairman of the Board and the
Supervisory Board of Finnish Business
and Policy Forum EVA
Chairman of the Board and the Supervisory
Board of The Research Institute of the
Finnish Economy ETLA
Member of The European Round Table of
Industrialists
Paul J. Collins Vice Chairman of the Board of Nokia Corporation
Member of the Board of BG Group
(United States) Member of the Board of The Enstar Group, Inc.
Member of the Supervisory Board of Actis
Capital LLP
Georg Ehrnrooth Member of the Board of Nokia Corporation
Chairman of the Board of Assa Abloy AB (publ)
Vice Chairman of the Board of Rautaruukki
Corporation
Member of the Board of Oy Karl Fazer Ab,
Member of the Board of Sandvik AB (publ)
Member of the Board of Sampo plc
Vice Chairman of the Board of The Research
Institute of the Finnish Economy ETLA
Vice Chairman of the Board of Finnish Business
and Policy Forum EVA
Daniel R. Hesse Member of the Board of Nokia Corporation
CEO of Sprint Communication, Local
(United States) Telecommunications Division
Member of the Board of Terabeam Wireless
Member of the Board of the VF Corporation
Member of the National Board of Governors of
the Boys & Girls Clubs of America
Dr. Bengt Holmstrom Member of the Board of Nokia Corporation
Paul A. Samuelson Professor of Economics at MIT,
joint appointment at the MIT Sloan School
of Management
Member of the Board of Kuusakoski Oy
Member of the American Academy of Arts
and Sciences
Foreign Member of The Royal Swedish Academy
of Sciences
Per Karlsson Member of the Board of Nokia Corporation
Independent Corporate Advisor of Nokia
(Sweden) Corporation
Member of the Board of IKANO Holdings S.A.
Edouard Michelin Member of the Board of Nokia Corporation
Managing Partner and Chief Executive Officer
(France) of Michelin Group
Member of the World Business Council for
Sustainable Development (WBCSD)
Dame Marjorie Scardino Member of the Board of Nokia Corporation
Chief Executive and member of the Board of
(United States) Pearson plc
Vesa Vainio Member of the Board of Nokia Corporation
Chairman of the Board of UPM-Kymmene
Corporation
Arne Wessberg Member of the Board of Nokia Corporation
President of the European Broadcasting
Union (EBU)
Member of the Board of Arcada Polytechnic
Member of the Board of the International Academy
of Television Arts & Sciences
Member of the Trilateral Commission (Europe)
Robert Andersson Executive Vice President, Customer and Market
Operations of Nokia Corporation
Simon Beresford-Wylie Executive Vice President and General Manager,
Networks of Nokia Corporation
(United Kingdom and Australia)
Olli-Pekka Kallasvuo President and Chief Executive Officer of Nokia
Corporation
Chairman of the Board of Sampo plc
Member of the Board of EMC Corporation
Pertti Korhonen Executive Vice President, Chief Technology
Officer of Nokia Corporation
Mary T. McDowell Executive Vice President and General Manager,
Enterprise Solutions of Nokia Corporation
(United States) Member of the Board of Visitors for the College
of Engineering at the University of
Illinois
Hallstein Moerk Executive Vice President, Human Resources of
Nokia Corporation
(Norway) Member of the Board of Advisors for Center for
HR Strategy, Rutgers University
Tero Ojanpera Executive Vice President, Chief Strategy Officer
of Nokia Corporation
Chairman of Nokia Foundation
Vice Chairman of the Center for Wireless
Communications, Oulu University
Member of the Board of Technomedicum Research
Institute
Member of IST Advisory Group (ISTAG) for the
European Commission
Member of the Board of the Foundation of Finnish
Institute in Japan
Member of the Industrial Advisory Council of
Center for TelelnFrastruktur (CTIF),
Aalborg University
Member of the Institute of Electrical and
Electronics Engineers, Inc. (IEEE)
Richard A. Simonson Executive Vice President, Chief Financial
Officer of Nokia Corporation
(United States)
Veli Sundback Executive Vice President, Corporate Relations
and Responsibility of Nokia Corporation
Member of the Board of Finnair Oyj
Member of the Board and its executive committee
of Confederation of Finnish Industries
(EK)
Vice Chairman of the Board of Technology
Industries of Finland
Member of the Bureau of the United Nations
Information and Communication Technologies
Task Force (UN ICT TF)
Vice Chairman of the Board of the International
Chamber of Commerce, Finnish Section
Chairman of the Board of the Finland-China Trade
Association
Anssi Vanjoki Executive Vice President and General Manager,
Multimedia of Nokia Corporation
Member of the Board of Amer Group Plc
Dr. Kai Oistamo Executive Vice President and General Manager,
Mobile Phones of Nokia Corporation
Directors and Executive Officers of Nokia Holding Inc.
The following table sets forth the name and present principal
occupation of each of the executive officers and directors of Nokia Holding Inc.
Unless otherwise indicated, the current business address of each of these
individuals at Nokia Holding Inc. is 6000 Connection Drive, Irving, TX 75039,
USA, and each of these individuals is a citizen of the United States of America.
Name and Business or Home Position with Nokia Holding Inc. and Present
Address and Citizenship Principal Occupation or Employment
Timothy P. Eckersley Member of the Board of Nokia Holding Inc.
Vice President and Secretary of Nokia
Holding Inc.
Member of the Board of Nokia Inc.
Senior Vice President, Customer and Market
Operations (Americas) of Nokia Inc.
Patricia McHugh Member of the Board of Nokia Holding Inc.
Vice President, Treasurer and Chief Financial
Officer of Nokia Holding Inc.
Member of the Board of Nokia Inc.
Controller, Customer and Market Operations
(North America) of Nokia Inc.
Richard W. Stimson Member of the Board of Nokia Holding Inc.
President of Nokia Holding Inc.
Member of the Board of Nokia Inc.
President and Legal Counsel of Nokia Inc.
Eric Marmurek Assistant Secretary of Nokia Holding Inc.
Director, Tax (United States) of Nokia Inc.
Arto Sirvio Assistant Treasurer of Nokia Holding Inc.
Director, Treasury (United States) of Nokia Inc.
709 Westchester Ave.
White Plains, NY 10604
(Republic of Finland)
Directors and Executive Officers of Nokia Inc.
The following table sets forth the name and present principal
occupation of each of the executive officers and directors of Nokia Inc. Unless
otherwise indicated, the current business address of each of these individuals
at Nokia Inc. is 6000 Connection Drive, Irving, TX 75039, USA, and each of these
individuals is a citizen of the United States of America.
Name and Business or Home Position with Nokia Inc. and Present Principal
Address and Citizenship Occupation or Employment
Timothy P. Eckersley Member of the Board of Nokia Inc.
Senior Vice President, Customer and Market
Operations (Americas) of Nokia Inc.
Member of the Board of Nokia Holding Inc.
Vice President and Secretary of Nokia Holding
Inc.
Patricia McHugh Member of the Board of Nokia Inc.
Controller, Customer and Market Operations
(North America) of Nokia Inc.
Member of the Board of Nokia Holding Inc.
Vice President, Treasurer and Chief Financial
Officer of Nokia Holding Inc.
Richard W. Stimson Member of the Board of Nokia Inc.
President and Legal Counsel of Nokia Inc.
Member of the Board of Nokia Holding Inc.
President of Nokia Holding Inc.
Eliane Hall Vice President, Human Relations of Nokia Inc.
Paul Chellgren Vice President, Customer and Market Operations
and Carrier Sales of Nokia Inc.
Timo Ihamuotila Senior Vice President, Mobile Phones and
CDMA of Nokia Inc.
12278 Scripps Summit Drive
San Diego, CA 92131
(Republic of Finland)
Adele Louise Pentland Vice President, Enterprise Solutions and Legal
of Nokia Inc.
(United Kingdom)
Mark Louison Senior Vice President, Networks and Customer
and Market Operations (North America) of
1040 Crowne Pointe Pwy. Nokia Inc.
Suite 900
Atlanta, CA 30338
William Plummer Vice President, Communications (North America)
of Nokia Inc.
1401 K St. NW, Ste 450
Washington, D.C. 20036
Jo Harlow Vice President, Customer and Market Operations,
Mobile Phones and Marketing of Nokia Inc.
Greg Shortell Senior Vice President, Enterprise Solutions,
Human Resources and Sales & Marketing of
Nokia Inc.
Nigel Rundstrom Vice President, Multimedia and Sales &
Development Channel of Nokia Inc.
709 Westchester Ave.
White Plains, NY 10604
(United Kingdom)
Eric Marmurek Director, Tax (United States) of Nokia Inc.
Assistant Secretary of Nokia Holding Inc.
Arto Sirvio Director, Treasury (United States) of Nokia Inc.
Assistant Treasurer of Nokia Holding Inc.
(Republic of Finland)
Mia Veikkolainen Director, Finance & Control (United States) of
Nokia Inc.
(Republic of Finland)