Siemens AG — M&A Activity 2006

Jun 19, 2006

News Details

Ad-hoc | 19 June 2006 08:01

Siemens AG: Nokia and Siemens to merge their communications service provider businesses. New global network leader for fixed–mobile convergence.

Ad hoc announcement transmitted by DGAP – a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. —————————————————————————— Nokia and Siemens today announce that they intend to merge the Networks Business Group of Nokia and the carrier-related operations of Siemens into a new company, to be called Nokia Siemens Networks. The 50-50 joint venture will create a global leader with strong positions in important growth segments of fixed and mobile network infrastructure and services. The combined company is positioned to lead the development and implementation of revenue-generating and cost-saving products and services via its scale and global reach. Nokia Siemens Networks will have one of the world’s best research and development teams, with the ability to invest in next generation fixed and mobile product platforms and services. The new company will have a world-class fixed-mobile convergence capability, a complementary global base of customers, a deep presence in both developed and emerging markets, and one of the industry’s largest and most experienced service organization. – The transaction closing is expected to take place before January 1, 2007 and is subject to customary regulatory approvals, the completion of standard closing conditions, and the agreement of a number of detailed implementation steps. – After closing, the financial results of Nokia Siemens Networks will be consolidated by Nokia and accounted for at equity by Siemens. – Simon Beresford-Wylie, currently Executive Vice President and General Manager of Networks at Nokia, will assume the position of CEO immediately upon the closing of the merger. Peter Schoenhofer will assume the position of CFO. Schoenhofer is currently Member of the Executive Board of Siemens AG Austria. – Based on the 2005 calendar year, the combined company had EUR 15.8 billion in pro forma annual revenues and is expected to start operations with 60,000 employees. – Estimated cost synergies of EUR 1.5 billion annually by 2010. – Nokia Siemens Networks will have its operational headquarters in the metropolitan area of Helsinki, Finland, and will have a strong regional headquarters in Munich, Germany, where three of the future five divisions of the new company will be based. Nokia Siemens Networks will be registered in the Netherlands. – Both Nokia and Siemens expect the impact of the partnership on their respective EPS, on a pro forma basis excluding restructuring charges, to be accretive by the end of 2007 assuming a closing by January 1, 2007. Furthermore, the Siemens managing board has decided to actively pursue the consolidation in the Enterprise Networks industry. Siemens is in negotiations with several interested parties to execute this strategy. The Wireless Modules business will be integrated into the Siemens group Automation and Drives as of October 1, 2006. ————————————————————————— Information and Explaination of the Issuer to this News: Nokia and Siemens will hold a press conference today, Monday, June 19, 2006 at 11:00 a.m. Central European Summer Time at the Hotel InterContinental, Wilhelm-Leuschner Strasse 43, 60329 Frankfurt am Main. The press conference will be webcast at www.siemens.com/press and www.nokia.com/press/pressconference19062006. A conference call for financial analysts will take place at 3:00 p.m. Central European Summer Time. The analyst call can be accessed by calling +44-207-365-8426 (UK dial-in) or +1-617-597-5329 (US dial-in). The participant code is ‘Siemens’. The conference call can also be accessed via internet at: www.siemens.com/analystcall and www.nokia.com/investors. A replay of the call will also be available until June 26, 2006 by calling +44-207-365-8427 (UK dial-in) or +1-617-801-6888 (US dial-in). The passcode is: 22951950. Irina Pchelova +49 89 636 33693 (c)DGAP 19.06.2006 ————————————————————————— Language: English Issuer: Siemens Aktiengesellschaft Wittelsbacherplatz 2 80333 München Deutschland Phone: +49 (0)89 636-00 Fax: +49 (0)89 636-32908 email: investorrelations@siemens.com WWW: www.siemens.com ISIN: DE0007236101 WKN: 723610 indices: DAX, EURO STOXX 50 Listed: Amtlicher Markt in Berlin-Bremen, Frankfurt (Prime Standard), Hannover, München, Hamburg, Düsseldorf, SWX, Stuttgart; Foreign Exchange(s) London, NYSE End of News DGAP News-Service —————————————————————————