21st Apr 2014 15:54
Nokia / Miscellaneous 21.04.2014 15:54 Dissemination of a Regulatory Announcement, transmitted byDGAP - a company of EQS Group AG.The issuer is solely responsible for the content of this announcement.--------------------------------------------------------------------------- Nokia CorporationStock exchange releaseApril 21, 2014 at 16.55 (CET +1) Espoo, Finland - Nokia today announced that it expects the transaction wherebythe company will sell substantially all of its Devices & Services business toMicrosoft to close on April 25, 2014. The transaction is now subject only tocertain customary closing conditions. The transaction was originally announced on September 3, 2013. FORWARD-LOOKING STATEMENTSIt should be noted that Nokia and its business are exposed to various risks anduncertainties and certain statements herein that are not historical facts areforward-looking statements, including, without limitation, those regarding: A)the planned sale by Nokia of substantially all of Nokia's Devices & Servicesbusiness, including Smart Devices and Mobile Phones (referred to below as 'Saleof the D&S Business') pursuant to the Stock and Asset Purchase Agreement, datedas of September 2, 2013, between Nokia and Microsoft International HoldingsB.V.(referred to below as the 'Agreement'); B) the closing of the Sale of theD&S Business; C) expectations, plans or benefits related to or caused by theSale of the D&S Business; D) expectations, plans or benefits related to Nokia'sstrategies, including plans for Nokia with respect to its continuing businessesthat will not be divested in connection with the Sale of the D&S Business; E)expectations, plans or benefits related to changes in leadership andoperational structure; F) expectations and targets regarding our operationalpriorities, financial performance or position, results of operations and use ofproceeds from the Sale of the D&S Business; and G) statements preceded by'believe,' 'expect,' 'anticipate,' 'foresee,' 'sees,' 'target,' 'estimate,''designed,' 'aim', 'plans,' 'intends,' 'focus,' 'will' or similar expressions.These statements are based on management's best assumptions and beliefs inlight of the information currently available to it. Because they involve risksand uncertainties, actual results may differ materially from the results thatwe currently expect. Factors, including risks and uncertainties that couldcause these differences include, but are not limited to: 1) the inability toclose the Sale of the D&S Business in a timely manner, or at all, for instancedue to the inability or delays in satisfying closing conditions, or theoccurrence of any event, change or other circumstance that could give rise tothe termination of the Agreement; 2) the potential adverse effect on the salesof our mobile devices, business relationships, operating results and businessgenerally resulting from the announcement of the Sale of the D&S Business orfrom the terms that we have agreed for the Sale of the D&S Business; 3) anynegative effect from the implementation of the Sale of the D&S Business, as wemay forego other competitive alternatives for strategies or partnerships thatwould benefit our Devices & Services business and if the Sale of the D&SBusiness is not closed, we may have limited options to continue the Devices &Services business or enter into another transaction on terms favorable to us,or at all; 4) our ability to effectively and smoothly implement planned changesto our leadership and operational structure or maintain an efficient interimgovernance structure and preserve or hire key personnel; 5) any negative effectfrom the implementation of the Sale of the D&S Business, including our internalreorganization in connection therewith, which will require significant time,attention and resources of our senior management and others within the companypotentially diverting their attention from other aspects of our business; 6)disruption and dissatisfaction among employees caused by the plans andimplementation of the Sale of the D&S Business reducing focus and productivityin areas of our business; 7) the amount of the costs, fees, expenses andcharges related to or triggered by the Sale of the D&S Business; 8) anyimpairments or charges to carrying values of assets or liabilities related toor triggered by the Sale of the D&S Business; 9) potential adverse effects onour business, properties or operations caused by us implementing the Sale ofthe D&S Business; 10) the initiation or outcome of any legal proceedings,regulatory proceedings or enforcement matters that may be instituted against usrelating to the Sale of the D&S Business, as well as the risk factors specifiedon pages 12-47 of Nokia's annual report on Form 20-F for the year endedDecember 31, 2012 under Item 3D. 'Risk Factors.' and risks outlined in ourfourth quarter and full year 2013 results report available for instance atwww.nokia.com/financials. Other unknown or unpredictable factors or underlyingassumptions subsequently proving to be incorrect could cause actual results todiffer materially from those in the forward-looking statements. Nokia does notundertake any obligation to publicly update or revise forward-lookingstatements, whether as a result of new information, future events or otherwise,except to the extent legally required. About NokiaNokia is a global leader in mobile communications whose products have become anintegral part of the lives of people around the world. Every day, more than 1.3billion people use their Nokia to capture and share experiences, accessinformation, find their way or simply to speak to one another. Nokia'stechnological and design innovations have made its brand one of the mostrecognized in the world. For more information, visithttp://www.nokia.com/about-nokia. Media Enquiries: NokiaCommunicationsTel. +358 7180 [email protected] Source: NASDAQ OMX 21.04.2014 DGAP's Distribution Services include Regulatory Announcements,Financial/Corporate News and Press Releases.Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: EnglishCompany: Nokia FinlandPhone: Fax: E-mail: Internet: ISIN: FI0009000681Category Code: MSCTIDM: 0HAFSequence Number: 1998Time of Receipt: Apr 21, 2014 15:54:32 End of Announcement DGAP News-Service ---------------------------------------------------------------------------UK-Regulatory-announcement transmitted by DGAP - a company of EQS Group AG.The issuer is solely responsible for the content of this announcement.
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