New Providence, NJ - Alcatel-Lucent, with approximately 2,700 employees in New Jersey, and Nokia announce their intention to combine to create an innovation leader in next generation technology and services for an IP connected world. The two companies have entered into a memorandum of understanding under which Nokia will make an offer for all of the equity securities issued by Alcatel-Lucent, through a public exchange offer in France and in the United States, on the basis of 0.55 of a new Nokia share for every Alcatel-Lucent share.
The all-share transaction values Alcatel-Lucent at EUR 15.6 billion ($16.6 billion US) on a fully diluted basis, corresponding to a fully diluted premium of 34 percent (equivalent to EUR 4.48 per share), and a premium to shareholders of 28 percent (equivalent to EUR 4.27 per share), on the unaffected weighted average share price of Alcatel-Lucent for the previous three months. This is based on Nokia’s unaffected closing share price of EUR 7.77 on April 13, 2015.
Each company’s Board of Directors has approved the terms of the proposed transaction, which is expected to close in the first half of 2016. The proposed transaction is subject to approval by Nokia’s shareholders, completion of relevant works council consultations, receipt of regulatory approvals and other customary conditions.
Corporate structure and governance
The planned combined company would be headquartered in Finland, with strategic business locations and major R&D centers in France, and many other countries including Germany, the United States and China. The business is expected to operate under the Nokia brand and intends to retain the Bell Labs brand to host its networks-focused innovation activities.
Risto Siilasmaa is planned to serve as chairman, and Rajeev Suri as chief executive officer. The combined company’s Board of Directors is planned to have nine or ten members, including three members from Alcatel-Lucent, one of whom would serve as vice chairman.
Nokia also announces today that it has initiated a review of strategic options for its HERE business. That review is ongoing, it may or may not lead to a transaction, and any further announcements about HERE will be made in due course, as appropriate.
Nokia Technologies, a source of superb innovation, expertise and intellectual property, is not impacted by today’s announcements and will stay as a separate entity with a clear focus on incubating new technologies and sharing those technologies through an active licensing program.
Nokia shares are listed on Nasdaq Helsinki (ticker:NOK1V), and on the New York Stock Exchange in the form of American Depositary Receipts (ticker:NOK). In addition, Nokia will apply for a listing of Nokia’s shares on NYSE Euronext Paris in connection with the public exchange offer.
For the full report: http://njbmagazine.com/njb-news-now/nokia-to-buy-alcatel-lucent/?utm_source=MagnetMail&utm_medium=email&utm_term=tseville@njbia.org&utm_content=04162015_NJBIA_NJB_SpecialReport&utm_campaign=Special%20Report%3A%20Nokia%20to%20Buy%20Alcatel-Lucent
Each company’s Board of Directors has approved the terms of the proposed transaction, which is expected to close in the first half of 2016. The proposed transaction is subject to approval by Nokia’s shareholders, completion of relevant works council consultations, receipt of regulatory approvals and other customary conditions.
Corporate structure and governance
The planned combined company would be headquartered in Finland, with strategic business locations and major R&D centers in France, and many other countries including Germany, the United States and China. The business is expected to operate under the Nokia brand and intends to retain the Bell Labs brand to host its networks-focused innovation activities.
Risto Siilasmaa is planned to serve as chairman, and Rajeev Suri as chief executive officer. The combined company’s Board of Directors is planned to have nine or ten members, including three members from Alcatel-Lucent, one of whom would serve as vice chairman.
Nokia also announces today that it has initiated a review of strategic options for its HERE business. That review is ongoing, it may or may not lead to a transaction, and any further announcements about HERE will be made in due course, as appropriate.
Nokia Technologies, a source of superb innovation, expertise and intellectual property, is not impacted by today’s announcements and will stay as a separate entity with a clear focus on incubating new technologies and sharing those technologies through an active licensing program.
Nokia shares are listed on Nasdaq Helsinki (ticker:NOK1V), and on the New York Stock Exchange in the form of American Depositary Receipts (ticker:NOK). In addition, Nokia will apply for a listing of Nokia’s shares on NYSE Euronext Paris in connection with the public exchange offer.
For the full report: http://njbmagazine.com/njb-news-now/nokia-to-buy-alcatel-lucent/?utm_source=MagnetMail&utm_medium=email&utm_term=tseville@njbia.org&utm_content=04162015_NJBIA_NJB_SpecialReport&utm_campaign=Special%20Report%3A%20Nokia%20to%20Buy%20Alcatel-Lucent
