Decisions by the annual general meeting of Cision AB (publ) 2 April 2009

Cision AB (publ) (“the Company”) held its annual general meeting on Thursday. The annual general meeting decided that the Company's earnings should be allocated in accordance with the board's proposal.
In his presentation to the annual general meeting, the CEO Hans Gieskes, reported on the financial year 2008 and the beginning of the financial year 2009.
The annual general meeting discharged the board members and the CEO from personal liability for the financial year 2008. The ordinary board members Anders Böös, Pia Gideon, Thomas Heilmann, Peter Leifland, Gunilla von Platen and Hans-Erik Andersson were re-elected. Hans Gieskes and
Alf Blomqvist were newly-elected as ordinary board members. Anders Böös was re-elected as chairman of the board.
The board meeting following election appointed Peter Leifland and Alf Blomqvist as members of the compensation committee and Hans-Erik Andersson and Anders Böös as members of the audit committee.
The annual general meeting decided that the nomination process that is presently applied regarding the Company’s election committee also will form the basis of future nomination processes.

Long-term incentive plan
The annual general meeting decided to adopt a long-term incentive plan (the "Plan") running over three years for a circle of ten senior executives and key employees (the "Participants") in the Company under which the Participants will be offered 2,250,000 employee stock options entitling them to acquire 2,250,000 shares in the Company during the period 3 April 2009 – 30 April 2012 (the "Exercise Period"). The right to exercise the vested employee stock options is contingent on continued employment (20 per cent. of the total amount of employee stock options) and vest with one third per year, and the remaining employee stock options (the "Performance Options") vest if certain performance conditions, related to the share price of the Company, are fulfilled where one third of the Performance Options will vest on an annual basis if the volume-weighted average price of the Company’s share exceeds the below mentioned exercise price by 100, 200 and 300 per cent. for ten consecutive trading days. The total vesting of Performance Options during year one is limited to one third of the total Performance Options and for year two, two thirds of the Performance Options. If the vesting conditions for the Performance Options are met in year one or year two, the limitation means that the deferred part will vest in the subsequent year.

The annual general meeting further decided that the price at which the employee stock options may be exercised shall correspond to 130 per cent. of the volume-weighted average price of the Company’s share on NASDAQ OMX Nordic Exchange Stockholm AB during the measure period 2 March – 3 April 2009.

Upon exercise of all employee stock options, the Company’s share capital will increase by up to SEK 3,375,000, corresponding to maximum 3.0 per cent. of the Company’s current share capital and number of votes. Together with the outstanding convertible bond program, the Plan will result in a combined dilution of maximum 3.9 per cent. of the Company’s registered share capital and number of votes.

Based on the assumption that 20 per cent. of the employee stock options offered will vest or will lapse due to employee turnover the cost according to IFRS 2 recognized for the employee stock options is estimated to amount to approximately MSEK 0,4 during the Exercise Period of the Plan. The Plan is also expected to result in costs for the Company in the form of social security charges. Based on a theoretical assumption that the share price will amount to SEK 5.00 at exercise, the social security charges for the Plan are estimated to amount to approximately MSEK 0.01 after three years. If the share price at exercise is SEK 10.00, SEK 15.00 or SEK 20.00, respectively, then social security costs for the Plan are estimated to amount to approximately MSEK 1.1, MSEK 2.2 and MSEK 3.2, respectively after three years.

PricewaterhouseCoopers AB has calculated the valuation of the stock employee options categorized according to the vesting period to the interval SEK 0.25-0.32. The value of the Performance Options amounts to the interval SEK 0.02-0.16. The probability of early exercise of the stock employee stock options has been taken into account. The calculations have been performed using a generally accepted option valuation method (Monte Carlo simulation).
In order to hedge the Company’s obligations to deliver shares under the Plan, the annual general meeting decided, with deviation from the pre-emption right of the shareholders, on an issue of warrants to subscribe for shares to a wholly owned subsidiary. The subsidiary may without consideration during the period 2 April 2009 – 31 May 2009 subscribe for no more than 2,250,000 warrants for a subscription price corresponding to the above mentioned exercise price. Subscription for shares can be made throughout the Exercise Period.
A complete description of the decided Plan is available at www.cision.com.

Principles for remuneration and other terms of employment
The annual general meeting approved the adoption of the principles for remuneration and other terms of employment for the Company's CEO and senior executives and the extent and main principles of the Company group's long term incentive program. The purpose is for the Company group to offer a reward system that is competitive, business driven, performance focused and meets the highest standards on ethics and morals.

Except for the specified exemption for the CEO, the proposed principles mainly correspond to the remuneration which has been paid in previous years and are based on existing agreements between the Company and the Company's senior executives. The principles apply to the CEO, senior executives who report directly to the CEO as well as selected other senior executives in the Company group. The remuneration structure for the Company's senior executives shall comprise of fixed and variable salary, pension, other benefits and the long-term incentive plan.

The fixed salary shall be a competitive market salary which is renegotiated on a yearly basis. The variable remuneration is paid in the form of an annual performance based bonus. The target bonus for the Company's senior executives varies depending on the position. The target for the CEO is 60 per cent. of the fixed annual salary and the maximum bonus is 100 per cent. of the fixed annual salary when performance exceeds targets. For the Company's senior executives, the target bonus is 30-50 per cent. of the fixed annual salary with a maximum of 60-100 per cent. of the fixed annual salary. The bonus is based on the achievement of EBIT related targets. Pensions and other benefits shall be on market terms.