Nokia public buyout offer for Alcatel-Lucent Oceanes to end Oct. 31

By Angela McDaniels

Tacoma, Wash., Oct. 25 – Nokia Corp. said the public buyout offer period for Alcatel-Lucent’s shares, Oceanes due 2019 and Oceanes due 2020 will end on Oct. 31, and a squeeze-out will be implemented on Nov. 2.

As previously reported, the company acquired 9,614,661 Oceanes due 2019, 2,290,001 Oceanes due 2020 and 24,392,720 Alcatel-Lucent shares in June and began a 10-day public buyout offer for the remaining securities on Sept. 21.

On Oct. 4, the company extended the buyout offer until further notice because the French stock market authority, known as AMF, said a legal action was filed before the Paris Court of Appeal on Sept. 30 for annulment of the AMF's clearance decision regarding the offer.

According to an Oct. 25 news release from Nokia, the legal challenge is still pending and the court is expected to issue a decision during the first quarter of 2017.

Nokia believes its offer “complies with all applicable laws and regulations and that the legal challenge is without merit.”

As a precautionary measure until the court decision, Nokia has committed to deposit into blocked accounts a sum equal to (a) the difference between the offer price and the price requested by the claimants in the legal challenge, multiplied by the total number of Alcatel-Lucent securities that were targeted by the public buy-out offer, and (b) the securities that have been and will be acquired as part of the offer.

In the event that the AMF's clearance decision is nullified or amended by the Paris Court of Appeal, Nokia has committed to return the Alcatel-Lucent securities acquired in the offer to former holders who make such a request, to file a modified public buy-out offer to be followed by a squeeze-out that would comply with applicable French laws and regulations and the decision of the Paris Court of Appeal and to pay the difference between the initial offer price and the modified price, as the case may be, to all holders of securities acquired by Nokia in the context of the offer.

In the public offer, Nokia is offering €3.50 per Alcatel-Lucent share, €4.51 per Oceane due 2019 and €4.50 per Oceane due 2020. In the squeeze-out, the company plans to pay the same prices, net of all costs, for all securities not tendered in the offer.

Espoo, Finland-based Nokia is a wireless telecommunications equipment maker. Paris-based Alcatel-Lucent is a voice, data and video communication services provider.

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