Stock Exchange Release
May 10, 2016 at 16:45 (CET +1)
Nokia has supplemented its listing prospectus relating to the combination with Alcatel-Lucent
Espoo, Finland - Nokia announced today that it has supplemented its English language listing prospectus dated October 23, 2015 relating to the combination with Alcatel-Lucent (together with the supplements of the listing prospectus dated November 16, 2015, February 2, 2016, February 12, 2016 and April 5, 2016, respectively, the "Listing Prospectus"). The Listing Prospectus will be used for the listing on Nasdaq Helsinki and Euronext Paris of the new Nokia shares to be issued as consideration for Alcatel-Lucent securities in connection with any further share issues relating to the combination of Nokia and Alcatel-Lucent.
On May 10, 2016, the Finnish Financial Supervisory Authority has approved the supplement to the Listing Prospectus (the "Supplement") containing certain updates based on announcements and developments that have taken place after the approval of the Listing Prospectus. Such updates include, among others, Nokia's announcement of its interim results for the three months ended March 31, 2016 and the filing of Alcatel-Lucent's registration statement on Form 20-F with the U.S. Securities and Exchange Commission, containing, inter alia, updated risk factors relating to Alcatel-Lucent and Alcatel-Lucent's audited financial statements for the year ended December 31, 2015.
The Supplement will be notified by the Finnish Financial Supervisory Authority to the French stock market authority Autorité des Marchés Financiers in accordance with the EU Prospectus Directive.
The Supplement is attached to this stock exchange release and will, together with the Listing Prospectus, be available on Nokia's website at http://company.nokia.com/en/investors/financial-reports/filings-related-to-the-alcatel-lucent-transaction as of May 10, 2016. The Supplement will also be available at the reception of Nasdaq Helsinki at Fabianinkatu 14, FI-00100 Helsinki, Finland, and at the head office of Nokia at Karaportti 3, FI-02610 Espoo, Finland, as of May 11, 2016.
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This stock exchange release contains forward-looking statements that reflect Nokia'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 "expect" and similar expressions. These forward-looking statements include statements relating to: the expected issuance of the new Nokia shares and the commencement of trading of such shares on Nasdaq Helsinki and Euronext Paris. 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. Risks and uncertainties include: regulatory and contractual restrictions applicable to the issuance of the new Nokia shares, Nokia's ability to list the new Nokia shares on Nasdaq Helsinki and Euronext Paris; and the impact on Nokia of any of the foregoing risks or forward-looking statements, as well as other risk factors listed from time to time in Nokia's filings with the U.S. Securities and Exchange Commission (the "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 most recent annual report on Form 20-F, reports furnished on Form 6-K, and any other documents that Nokia has filed with the SEC. Any forward-looking statements made in this stock exchange release 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.