SEC Comment Letter 0000000000-23-013497 to NOKIA CORP (NOK, NOKBF) (CIK 0000924613) (NOK)
NOKIA CORP (NOK, NOKBF) (CIK 0000924613)
Date: Dec. 12, 2023 · CIK: 0000924613 · Accession: 0000000000-23-013497
AI Filing Summary & Sentiment
File numbers found in text: 001-13202
Letter
United States securities and exchange commission logo December 12, 2023 Marco Wiren Chief Financial Officer NOKIA CORP Karakaari 7 Fl-02610 Espoo Finland Re:NOKIA CORP Form 20-F Filed March 2, 2023 File No. 001-13202 Dear Marco Wiren: We have limited our review of your filing to the financial statements and related disclosures and have the following comment(s). Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 20-F filed March 2, 2023 General facts on Nokia Alternative performance measures, page 117 1.We note you present a measure you identify as "free cash flow". In future filings, please revise the measure you present or revise the title of the measure you present to be consistent with the guidance in Question 102.07 of the Non-GAAP Financial Measures Compliance & Disclosure Interpretations. Financial Statements Note 33. Subsequent events New euro-denominated notes, page 176 2.We note your subsequent events disclosure states you issued EUR 500 million 4.375% "sustainability-linked" notes due August 2031. Please tell us, and disclose in future filings,
FirstName LastNameMarco Wiren Comapany NameNOKIA CORP December 12, 2023 Page 2 FirstName LastName Marco Wiren NOKIA CORP December 12, 2023 Page 2 the following:
•Describe the specific key sustainability performance indicators associated with these notes as well as the specific benchmarks or goals for each performance indicator. •To the extent applicable, describe how the key sustainability performance indicator will be reliably measured. •Describe the implications to the variability of cash flows if the key sustainability performance indicators are not met. •Disclose how you intend to account for the debt and whether or not you have recognized any embedded derivatives associated with the sustainability-linked features. To the extent you don't believe the debt instruments contain embedded derivatives, please provide the basis for your conclusion under IFRS 9. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Kevin Stertzel at 202-551-3723 or Anne McConnell at 202-551-3709 with any questions. Sincerely, Division of Corporation Finance Office of Manufacturing
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United States securities and exchange commission logo
December 12, 2023
Marco Wiren
Chief Financial Officer
NOKIA CORP
Karakaari 7
Fl-02610 Espoo
Finland
Re:NOKIA CORP
Form 20-F
Filed March 2, 2023
File No. 001-13202
Dear Marco Wiren:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comment(s).
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 20-F filed March 2, 2023
General facts on Nokia
Alternative performance measures, page 117
1.We note you present a measure you identify as "free cash flow". In future filings, please
revise the measure you present or revise the title of the measure you present to be
consistent with the guidance in Question 102.07 of the Non-GAAP Financial Measures
Compliance & Disclosure Interpretations.
Financial Statements
Note 33. Subsequent events
New euro-denominated notes, page 176
2.We note your subsequent events disclosure states you issued EUR 500 million 4.375%
"sustainability-linked" notes due August 2031. Please tell us, and disclose in future filings,
FirstName LastNameMarco Wiren
Comapany NameNOKIA CORP
December 12, 2023 Page 2
FirstName LastName
Marco Wiren
NOKIA CORP
December 12, 2023
Page 2
the following:
•Describe the specific key sustainability performance indicators associated with these
notes as well as the specific benchmarks or goals for each performance indicator.
•To the extent applicable, describe how the key sustainability performance indicator
will be reliably measured.
•Describe the implications to the variability of cash flows if the key sustainability
performance indicators are not met.
•Disclose how you intend to account for the debt and whether or not you have
recognized any embedded derivatives associated with the sustainability-linked
features. To the extent you don't believe the debt instruments contain embedded
derivatives, please provide the basis for your conclusion under IFRS 9.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
Please contact Kevin Stertzel at 202-551-3723 or Anne McConnell at 202-551-3709 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing