Nokia to buy-out Siemens’ portion of Nokia Siemens Networks
Siemens has been looking for an exit strategy from this joint-venture for some time and had recently announced its intent to sell off its stake earlier this year. Nokia Siemens Networks was formed in 2007 and was largely unprofitable until this past year, which is an accomplishment when you consider what the industry has been through over the past few years.
Nokia Siemens Networks makes telecom gear which enables wireless networks and the internet itself to function on a daily basis. Recently it exited the WiMAX area since that standard has failed to gain much traction. Its products are geared for commercial and industrial applications, with several wireless carriers being a customer of Nokia Siemens Networks.
If this news holds up, it would explain the call to convene Nokia’s Board of Directors this past Wednesday, which had many of us wondering what the gang in Espoo, Finland were working on.
UPDATE: Nokia formally announced that it will indeed be buying out the portion of NSN it does not already own from Siemens for €1.7 billion, of which €1.2 billion will be in cash, the remaining €500 million will be paid in the form of a secured loan to Siemens, due one year from the closing of the deal, expected to be final sometime in the third quarter of 2013.
Stock Exchange Release
July 1, 2013 at 07.00 (CET +1)
Espoo, Finland and Munich, Germany - Nokia Corporation and Siemens AG today announced that they have entered into a definitive agreement pursuant to which Nokia acquires Siemens' entire 50% stake in their joint venture, Nokia Siemens Networks. The acquisition has been approved by the Board of Directors of Nokia as well as the Managing and Supervisory Boards of Siemens, and is subject to the customary regulatory approval process.
The purchase price for Siemens' stake is EUR 1.7 billion and the transaction is expected to close during the third calendar quarter of 2013. Upon closing of the planned acquisition, Nokia Siemens Networks will become a wholly owned subsidiary of Nokia.
Stephen Elop, President and CEO of Nokia, commented: "With its clear strategic focus and strong leadership team, Nokia Siemens Networks has structurally improved its operational and financial performance. Furthermore, Nokia Siemens Networks has established a clear leadership position in LTE, which provides an attractive growth opportunity. Nokia is pleased with these developments and looks forward to continue supporting these efforts to create more shareholder value for the Nokia group."
Joe Kaeser, Siemens CFO, commented: "With this transaction, we continue our efforts to strengthen our focus on Siemens' Core areas of Energy management, Industry and Infrastructure as well as Healthcare. The full acquisition of Nokia Siemens Networks by Nokia offers an attractive opportunity to actively shape the telecom equipment market for the future and create sustainable value."
Nokia Siemens Networks was established on April 1, 2007, as a joint venture combining Nokia's Networks Business Group and Siemens' carrier-related operations for fixed and mobile networks. Nokia Siemens Networks has since become a leading global provider of telecommunications infrastructure, deploying networks that help people stay connected in more than 150 countries around the world. The company's focus is in offering innovative mobile broadband technology and services.
Nokia will continue to consolidate Nokia Siemens Networks for financial reporting purposes as well as continue to strengthen the company as a more independent entity.
Accordingly, Nokia plans to retain the existing management and governance structure at Nokia Siemens Networks, with Rajeev Suri continuing as CEO and Jesper Ovesen continuing as Executive Chairman of the Nokia Siemens Networks Board of Directors, which will adjust to the changing ownership structure.
Nokia Siemens Networks' operational headquarters will remain in Espoo, Finland, and the company will continue to have a strong regional presence in Germany, including its major hub in Munich. Nokia supports the current management plan, including the already in-progress Nokia Siemens Networks restructuring plan that remains unchanged as a result of this announcement.
In accordance with this transaction, the Siemens name will be phased out from Nokia Siemens Networks' company name and branding. Nokia and Nokia Siemens Networks plan to confirm the new name and brand at the closing of the transaction.
The purchase price totals EUR 1.7 billion, of which EUR 1.2 billion will be paid in cash at the closing of the transaction. The balance of EUR 0.5 billion will be paid in the form of a secured loan from Siemens due one year from closing. Nokia has obtained committed bank financing for the EUR 1.2 billion cash portion.
At the end of the first quarter 2013, Nokia had gross cash of EUR 10.1 billion and net cash of EUR 4.5 billion. Nokia currently estimates that at the end of the second quarter 2013, Nokia had gross cash of between EUR 9.2 billion - EUR 9.7 billion and net cash of between EUR 3.7 billion - EUR 4.2 billion. For comparison purposes, if the transaction to purchase Siemens' 50% stake had been closed during the second quarter 2013, Nokia currently estimates that it would have ended the second quarter of 2013 with gross cash of between EUR 9.2 billion - EUR 9.7 billion and net cash of between EUR 2.0 billion - EUR 2.5 billion, reflecting the deduction of the purchase price of EUR 1.7 billion from Nokia net cash.
1. jiezel91 (Posts: 46; Member since: 28 Jul 2011)
What a relief! At least, it isn't something in the tune of "Nokia to be sold to Microsoft" type of news.
I mean, I'm not against Nokia's adoption of Windows Phone. It's just that, I want Nokia to be independent to Microsoft.
2. iguano (Posts: 83; Member since: 10 May 2012)
.... i going to stop to beleave what the media sais about the companies... how can a BROKED company buy a half a PROFITABLE division from another company.... I really don't understand the news
4. Maxwell.R (Posts: 108; Member since: 20 Sep 2012)
Nokia's cash position is actually pretty good. The company is not so broke anymore. It's not riding the hog like Apple, Samsung or Google, but as of the most recent stats, the company's cash on-hand is greater than its debt. Nokia's maps (NAVTEQ), its feature (S40) devices and its share in NSN are contributors to that reality while the smartphones turn themselves around.
3. aryanfr1 (Posts: 37; Member since: 24 Jan 2013)
"using a bridge loan to finance the deal" hmmm! is it microsoft who are finacing them??????????? if true then Microsoft hits jackpot Nokia and Siemens :(
5. TechBizJP08 (Posts: 474; Member since: 25 Mar 2013)
maybe the money came from microsoft. They have a partnership that gives Nokia 1 billion $ yearly. Could have used the money for the separation.. :)
6. theminolaboy (Posts: 91; Member since: 18 May 2013)
Regardless if Microsoft financed this deal has nothing to do with Nokia's capability to pull off a billion dollar acquisition. Considering that it's still trying to pull things off? Impressive. They obtained Scalado to power up their mobile photography in the early days of Windows Phone 8 and that's one heck of a deal as well. I am very proud of my Nokia Lumia 720, of how Nokia drives customer satisfaction with the kind of phones they are showing, of how they are trying to be relevant again. This is the manufacturer I've known since the 90's. I hope I can talk to Steve Ballmer. I would say "Work your ass off dude! Windows Phone have a very bright future! "