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This website contains information on the combination of Nokia and Alcatel-Lucent.

Before you access this information, you need to carefully read and confirm the disclaimer included below. By clicking on “I agree” you agree to the disclaimer.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

 

This website contains forward-looking statements that reflect Nokia’s and Alcatel Lucent’s current expectations and views of future events and developments. Some of these forward-looking statements can be identified by terms and phrases such as “anticipate,” “should,” “likely,” “foresee,” “believe,” “estimate,” “expect,” “intend,” “continue,” “could,” “may,” “plan,” “project,” “predict,” “will” and similar expressions. These forward-looking statements include statements relating to: the expected characteristics of the Nokia Group; the contemplated synergies and cost savings of the Nokia Group; the expected financial results of the Nokia Group; the expected timing of the public buy-out offer and squeeze-out; the delisting or deregistration of Alcatel Lucent’s securities; the expected benefits of the proposed transaction; the intentions of Nokia over the next twelve months; the benefits of the pubic buy-out offer followed by a squeeze-out to Alcatel Lucent, its shareholders and its holders of OCEANE convertible bonds; and certain terms and conditions of the Alcatel Lucent employee compensation programs, including Stock Options and Performance Shares. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from such statements. These forward-looking statements are based on our beliefs, assumptions and expectations of future performance, taking into account the information currently available to us. These statements are only predictions based upon our current expectations and views of future events and developments. Risks and uncertainties include: the ability of Nokia to integrate Alcatel Lucent into Nokia operations; Nokia’s reliance on public information regarding Alcatel Lucent; the performance of the global economy; the level of available financing in light of uncertain market conditions; and the impact on the combined company (after giving effect to the proposed transaction with Alcatel Lucent) of any of the foregoing risks or forward-looking statements, as well as other risk factors listed from time to time in Nokia’s and Alcatel Lucent’s filings with the U.S. Securities and Exchange Commission (“SEC”).

The forward-looking statements should be read in conjunction with the other cautionary statements that are included elsewhere, including the Risk Factors section of Nokia’s and Alcatel Lucent’s most recent annual reports on Form 20-F, reports furnished on Form 6-K, and any other documents that Nokia or Alcatel Lucent have filed with the SEC. Any forward-looking statements made in this website are qualified in their entirety by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, us or our business or operations. Except as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

IMPORTANT ADDITIONAL INFORMATION

This website relates to the public buy-out offer followed by a squeeze-out of Nokia for all of the ordinary shares and OCEANE convertible bonds issued by Alcatel Lucent and not held by Nokia. This website is for informational purposes only and does not constitute an offer to purchase or exchange, or a solicitation of an offer to sell or exchange, any ordinary shares or OCEANE convertible bonds of Alcatel Lucent, nor is it a substitute of Nokia and Alcatel Lucent’s joint offer document (note d’information conjointe) filed with the Autorité des marchés financiers (the “AMF”) on September 6, 2016 and which received visa No. 16-438 of the AMF dated September 20, 2016, and Nokia and Alcatel Lucent’s respective “other information” documents relating in particular to their legal, financial and accounting characteristics (as amended and supplemented from time to time, the “Offer Document”). The public buy-out offer followed by a squeeze-out is being made only through the Offer Document.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE OFFER DOCUMENT AND ALL OTHER RELEVANT DOCUMENTS THAT NOKIA OR ALCATEL-LUCENT MAY FURNISHED OR FILE WITH THE SEC OR AMF WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT INFORMATION THAT INVESTORS AND SECURITY HOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING THE PUBLIC BUY-OUT OFFER FOLLOWED BY A SQUEEZE-OUT.

The information contained in this website must not be published, released or distributed, directly or indirectly, in any jurisdiction where the publication, release or distribution of such information is restricted by laws or regulations. Therefore, persons in such jurisdictions into which these materials are published, released or distributed must inform themselves about and comply with such laws or regulations. Nokia and Alcatel Lucent do not accept any responsibility for any violation by any person of any such restrictions.

The Offer Document and other documents referred to above, if  furnished by Nokia or Alcatel Lucent with the SEC, as applicable, are available free of charge at the SEC’s website (www.sec.gov).

Nokia and Alcatel Lucent’s joint offer document (note d’information conjointe), which was filed with the AMF on September 6, 2016, received visa No. 16-438 of the AMF dated September 20, 2016, and contains detailed information with regard to the public buy-out offer followed by a squeeze-out, as well as Nokia and Alcatel Lucent’s respective “other information” documents relating in particular to their legal, financial and accounting characteristics, are available on the websites of the AMF (www.amf-france.org), Nokia (www.nokia.com) and Alcatel Lucent (www5.alcatel-lucent.com).

 

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