Nokia Holds About 91% Of Share Capital Of Alcatel-Lucent

(RTTNews) - Finnish network equipment maker Nokia Corp. (NOK) said that, as a result of the Reopened Offer, it now holds 91.25% of the share capital and at least 91.17% of the voting rights of Alcatel-Lucent, 99.62% of the outstanding OCEANE 2018 convertible bonds, 37.18% of the outstanding OCEANE 2019 convertible bonds, and 68.17% of the outstanding OCEANE 2020 convertible bonds. This equates to Nokia holding 88.07% of the share capital on a fully diluted basis.

Nokia said its reopened public exchange offer for Alcatel-Lucent securities in France and in the United States has been settled and that its new shares have been entered into the Finnish Trade Register.

As previously announced by the French stock market authority, Autorité des Marchés Financiers or the "AMF", on February 10, 2016, 426.69 million outstanding ordinary shares, 52 286 499 American Depositary Shares, 4.79 million OCEANE 2018 convertible bonds, 19. 97 million OCEANE 2019 convertible bonds, and 56.64 million OCEANE 2020 convertible bonds of Alcatel-Lucent were tendered into the Reopened Offer in France and in the United States, and accepted by Nokia in consideration for shares or ADSs in Nokia.

The 320.70 million new Nokia shares issued as consideration for the Alcatel-Lucent Securities tendered into the Reopened Offer have been entered into the Finnish Trade Register today. Following entry of the shares into the Finnish Trade Register, the total number of Nokia's shares equals 5.77 billion shares. The shares carry the right to dividends and all other shareholder rights as of today.

The Shares have been paid by contribution in kind with Alcatel-Lucent Securities that have been tendered into the Reopened Offer. The subscription price, EUR 1.69 billion in aggregate, which is based on the closing price of Nokia's shares on Nasdaq Helsinki on February 10, 2016, will be recorded in Nokia's fund for invested non-restricted equity and, consequently, Nokia's share capital remains unchanged at EUR 245.90 million.

It is expected that the newly issued Nokia shares will be delivered by Euronext Paris to the relevant financial intermediaries of the tendering holders of Alcatel-Lucent securities on February 15, 2016, while the new Nokia ADSs will today be registered in the name of the former registered Alcatel-Lucent ADS holders. The trading in the shares is expected to commence on Nasdaq Helsinki and Euronext Paris as of February 15, 2016 and the trading in the new Nokia ADSs representing the shares will commence on the New York Stock Exchange as of February 15, 2016.

In addition, it is expected that the relevant financial intermediaries of Alcatel-Lucent security holders will receive from Euronext Paris or Citibank, N.A. the cash proceeds corresponding to the fraction of Nokia shares or ADSs they are entitled to as from March 1, 2016.