Nokia announces that the offer period in its initial public exchange offer for Alcatel-Lucent securities has now closed
Espoo, Finland – The initial offer period in Nokia’s public exchange offer (the “Offer”) for Alcatel-Lucent securities in both France and the United States has now closed. Accordingly, holders of Alcatel-Lucent shares, American Depositary Shares (“ADSs”) and OCEANEs may no longer tender into the Offer and may not withdraw Alcatel-Lucent shares, ADSs or OCEANEs that have already been tendered.
Nokia expects that the interim results of the initial public exchange offer will be published by the French stock market authority, Autorité des Marchés Financiers (the “AMF”), on January 4, 2016, with the final results to be published on January 5, 2016. Assuming that the Offer is successful, it will be reopened. The AMF will publish the timetable of the reopened Offer, which is expected to start on January 14, 2016 and close on February 3, 2016.
The completion of the Offer is subject to the voluntary minimum tender condition that the Alcatel-Lucent securities tendered into the Offer represent more than 50% of the shares of Alcatel-Lucent on a fully diluted basis upon the closing of the Offer. In accordance with the applicable rules and regulations of the AMF and the U.S. Securities and Exchange Commission, and if the mandatory minimum acceptance threshold set at more than 50% of the Alcatel-Lucent share capital or voting rights on a non-diluted basis (taking into account Alcatel-Lucent convertible bonds tendered into the exchange offer) is crossed, Nokia reserves the right to waive the voluntary minimum tender condition of the Offer. A decision regarding any waiver will be made by Nokia’s Board of Directors should that situation arise.
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