Nokia to acquire Symbian Limited to enable evol...
Corporate news announcement processed and transmitted by Hugin ASA.
The issuer is solely responsible for the content of this
announcement.
----------------------------------------------------------------------
--------------
Corporate news announcement processed and transmitted by Hugin ASA.
The issuer is solely responsible for the content of this
announcement.
----------------------------------------------------------------------
--------------
Visionary move embraces openness and accelerates innovation
Espoo, Finland - Nokia today announced it has launched a cash offer
to acquire all of the shares of Symbian Limited that Nokia does not
already own, at a price of EUR 3.647 per share. The net cash outlay
from Nokia to purchase the approximately 52% of Symbian Limited
shares it does not already own will be approximately EUR 264
million.
Nokia has received irrevocable undertakings from Sony Ericsson Mobile
Communications AB, Telefonaktiebolaget LM Ericsson (publ), Panasonic
Mobile Communications Co. Ltd. and Siemens International Holding BV
to accept the offer, representing approximately 91% of the Symbian
shares subject to the offer. Nokia also expects Samsung Electronics
Co. Ltd. to accept the offer.
The acquisition is a fundamental step in the establishment of the
Symbian Foundation, announced today by Nokia, together with AT&T, LG
Electronics, Motorola, NTT DOCOMO, Samsung, Sony Ericsson,
STMicroelectronics, Texas Instruments and Vodafone. More information
about the planned foundation can be found at
www.symbianfoundation.org.
"This is a significant milestone in our software strategy" said
Olli-Pekka Kallasvuo, CEO of Nokia. "Symbian is already the leading
open platform for mobile devices. Through this acquisition and the
establishment of the Symbian Foundation, it will undisputedly be the
most attractive platform for mobile innovation. This will drive the
development of new and compelling, web-enabled applications to
delight a new generation of consumers."
"The wide support for this initiative, uniting the industry around
the Symbian platform, reflects the strong gravitational pull it has
for application developers and other ecosystem players. We will drive
efficient, open innovation by unifying the platform and simplifying
the software supply chain, leveraging our experience from mobile
devices. Nokia is strongly positioned to realize the benefits of
open innovation, as well as accelerating time to market, enabling us
to meet and exceed consumer expectations for leading converged
devices and experiences", Kallasvuo continued.
Symbian Limited is the software company that develops and licenses
Symbian OS, the market-leading open operating system for mobile
devices. User interfaces designed for Symbian OS include S60 from
Nokia, MOAP (S) for the 3G network and UIQ, designed by UIQ
Technology, a joint venture between Motorola and Sony Ericsson. A
privately-owned company established in 1998, Symbian has its
headquarters in London, UK and other offices in the United Kingdom,
United States and Asia (Bangalore, Beijing, Seoul and Tokyo).
"Ten years ago, Symbian was established by far sighted players to
offer an advanced open operating system and software skills to the
whole mobile industry", said Nigel Clifford, CEO of Symbian. "Our
vision is to become the most widely used software platform on the
planet and indeed today Symbian OS leads its market by any measure.
Today's announcement is a bold new step to achieve that vision by
embracing a complete and proven platform, offered in an open way,
designed to stimulate innovation, which is at the heart of everything
we do."
Mobile devices based on Symbian OS account for 60% of the converged
mobile device segment (source: Canalys, 12 months to Q1 2008).
Symbian OS represented approximately 7% of all mobile device sales in
2007, up from 5% in 2006 (source: Strategy Analytics). To date, more
than 200 million Symbian OS based phones have been shipped, over 235
models, from 8 vendors and on more than 250 mobile networks around
the world. More than 4 million developers are engaged in producing
applications for Symbian devices.
Nokia expects the acquisition to be completed during the fourth
quarter of 2008 and is subject to regulatory approval and customary
closing conditions. On a reported basis, Nokia expects the
transaction to be dilutive in 2009, approximately breakeven in 2010,
and accretive in 2011. On a cash basis, Nokia expects the
transaction to be dilutive in 2009 and accretive in 2010 and
2011. After the closing, all Symbian employees will become Nokia
employees.
Note to Editors:
A press conference will be webcast live from London today at 11:00 UK
time and will be available for replay later. To see the web cast,
please visit www.nokia.com/press or www.symbianfoundation.org
Further information about the Symbian Foundation is available at
www.symbianfoundation.org.
About Nokia
Nokia is the world leader in mobility, driving the transformation and
growth of the converging Internet and communications industries. We
make a wide range of mobile devices with services and software that
enable people to experience music, navigation, video, television,
imaging, games, business mobility and more. Developing and growing
our offering of consumer Internet services, as well as our enterprise
solutions and software, is a key area of focus. We also provide
equipment, solutions and services for communications networks through
Nokia Siemens Networks.
About Symbian
Symbian is a software licensing company that develops and licenses
Symbian OS, the market-leading open operating system for mobile
phones. Symbian licenses Symbian OS to the world's leading handset
manufacturers and has built close co-operative business relationships
with leading companies across the mobile industry. During Q1 2008,
18.5 million Symbian mobile phones were sold worldwide to over 250
major network operators, bringing the total number of units shipped
up to 31 March 2008 to 206 million. Symbian has its headquarters in
London, United Kingdom, with offices in the United States, United
Kingdom, Asia (India, P.R. China, and Korea) and Japan. For more
information, please visit www.symbian.com.
Nokia Forward-Looking Statements
It should be noted that certain statements herein which are not
historical facts, including, without limitation, those regarding: A)
the timing of product, services and solution deliveries; B) our
ability to develop, implement and commercialize new products,
services, solutions and technologies; C) expectations regarding
market growth, developments and structural changes; D) expectations
regarding our mobile device volume growth, market share, prices and
margins; E) expectations and targets for our results of operations;
F) the outcome of pending and threatened litigation; G) expectations
regarding the successful completion of contemplated acquisitions on a
timely basis and our ability to achieve the set targets upon the
completion of such acquisitions; and H) statements preceded by
"believe," "expect," "anticipate," "foresee," "target," "estimate,"
"designed," "plans," "will" or similar expressions are
forward-looking statements. These statements are based on
management's best assumptions and beliefs in light of the information
currently available to it. Because they involve risks and
uncertainties, actual results may differ materially from the results
that we currently expect. Factors that could cause these differences
include, but are not limited to: 1) competitiveness of our product,
service and solutions portfolio; 2) the extent of the growth of the
mobile communications industry and general economic conditions
globally; 3) the growth and profitability of the new market segments
that we target and our ability to successfully develop or acquire and
market products, services and solutions in those segments; 4) our
ability to successfully manage costs; 5) the intensity of competition
in the mobile communications industry and our ability to maintain or
improve our market position or respond successfully to changes in the
competitive landscape; 6) the impact of changes in technology and our
ability to develop or otherwise acquire complex technologies as
required by the market, with full rights needed to use; 7) timely and
successful commercialization of complex technologies as new advanced
products, services and solutions; 8) our ability to protect the
complex technologies, which we or others develop or that we license,
from claims that we have infringed third parties' intellectual
property rights, as well as our unrestricted use on commercially
acceptable terms of certain technologies in our products, services
and solution offerings; 9) our ability to protect numerous Nokia and
Nokia Siemens Networks patented, standardized or proprietary
technologies from third-party infringement or actions to invalidate
the intellectual property rights of these technologies; 10) Nokia
Siemens Networks' ability to achieve the expected benefits and
synergies from its formation to the extent and within the time period
anticipated and to successfully integrate its operations, personnel
and supporting activities; 11) whether, as a result of investigations
into alleged violations of law by some current or former employees of
Siemens AG ("Siemens"), government authorities or others take further
actions against Siemens and/or its employees that may involve and
affect the carrier-related assets and employees transferred by
Siemens to Nokia Siemens Networks, or there may be undetected
additional violations that may have occurred prior to the transfer,
or ongoing violations that may have occurred after the transfer, of
such assets and employees that could result in additional actions by
government authorities; 12) any impairment of Nokia Siemens Networks
customer relationships resulting from the ongoing government
investigations involving the Siemens carrier-related operations
transferred to Nokia Siemens Networks; 13) occurrence of any actual
or even alleged defects or other quality issues in our products,
services and solutions; 14) our ability to manage efficiently our
manufacturing and logistics, as well as to ensure the quality,
safety, security and timely delivery of our products, services and
solutions; 15) inventory management risks resulting from shifts in
market demand; 16) our ability to source sufficient amounts of fully
functional components and sub-assemblies without interruption and at
acceptable prices; 17) any disruption to information technology
systems and networks that our operations rely on; 18) developments
under large, multi-year contracts or in relation to major customers;
19) economic or political turmoil in emerging market countries where
we do business; 20) our success in collaboration arrangements
relating to development of technologies or new products, services and
solutions; 21) the success, financial condition and performance of
our collaboration partners, suppliers and customers; 22) exchange
rate fluctuations, including, in particular, fluctuations between the
euro, which is our reporting currency, and the US dollar, the Chinese
yuan, the UK pound sterling and the Japanese yen, as well as certain
other currencies; 23) the management of our customer financing
exposure; 24) allegations of possible health risks from
electromagnetic fields generated by base stations and mobile devices
and lawsuits related to them, regardless of merit; 25) unfavorable
outcome of litigations; 26) our ability to recruit, retain and
develop appropriately skilled employees; 27) the impact of changes in
government policies, laws or regulations; and 28) our ability to
effectively and smoothly implement our new organizational structure;
as well as the risk factors specified on pages 10-25 of Nokia's
annual report on Form 20-F for the year ended December 31, 2007 under
"Item 3.D Risk Factors." Other unknown or unpredictable factors or
underlying assumptions subsequently proving to be incorrect could
cause actual results to differ materially from those in the
forward-looking statements. Nokia does not undertake any obligation
to update publicly or revise forward-looking statements, whether as a
result of new information, future events or otherwise, except to the
extent legally required.
Media and Investor Enquiries:
Nokia
Communications
Tel. +358 7180 34900
Email: press.services@nokia.com
Karen Hamblen/Katie Buckett
Symbian
Media Relations
Tel. +44 20 7154 1707
Email: press@symbian.com
Nokia,
Investor Relations, Europe
Tel. +358 7180 34289
Investor Relations, US
Tel. +1 914 368 0555
Symbian and all Symbian based trademarks and logos are trademarks of
Symbian Software Limited. The operation of the proposed Symbian
Foundation remains subject to regulatory approvals. Until such
approvals are obtained, and the Symbian Foundation has become fully
operational, Symbian Software Limited retains exclusive
responsibility for all licensing and marketing activities related to
Symbian OS.
www.nokia.com
--- End of Message ---
NOKIA
P.O. Box 226<br>FIN-00045 NOKIA GROUP Espoo
WKN: 870737;
ISIN: FI0009000681; Index: DJ STOXX Large 200, DJ STOXX 50;
Listed: Nordic list (Large Cap) in THE HELSINKI STOCK EXCHANGE;