2013-07-18 12:00:05 CEST

2013-07-18 12:01:08 CEST


REGULATED INFORMATION

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Nokia - Interim report (Q1 and Q3)

Nokia Corporation Interim Report for Q2 2013 and January-June 2013


Nokia Corporation
Interim report
July 18, 2013 at 13.00 (CET+1)



This is a summary of the second quarter 2013 and January - June 2013 interim
report published today. The complete second quarter 2013 and January - June
2013 interim report with tables is available at
http://www.results.nokia.com/results/Nokia_results2013Q2e.pdf. Investors should
not rely on summaries of our interim reports only, but should review the
complete interim reports with tables. 

FINANCIAL AND OPERATING HIGHLIGHTS

Second quarter 2013 highlights:

Nokia Group non-IFRS EPS in Q2 2013 was EUR 0.00; reported EPS was EUR -0.06.

-          Nokia Group achieved underlying operating profitability for the
fourth consecutive quarter, with a Q2 non-IFRS operating margin of 5.3%, driven
by strong performance of Nokia Siemens Networks. 

-          Nokia Group ended Q2 with a strong balance sheet and solid cash
position, with gross cash of EUR 9.5 billion and net cash of EUR 4.1 billion.
Nokia Siemens Networks' contribution to Nokia Group gross and net cash was EUR
2.5 billion and EUR 1.4 billion respectively. 

-          Nokia Siemens Networks achieved underlying profitability for the
fifth consecutive quarter, with a Q2 non-IFRS operating margin of 11.8%,
reflecting record non-IFRS gross margin and continued progress relative to its
strategy. This exceeded the earlier expectation for Nokia Siemens Networks
non-IFRS operating margin to be approximately 5%, plus or minus four percentage
points. 

-          Devices & Services achieved Q2 non-IFRS operating margin of negative
1.2%, which was consistent with the earlier expectation for approximately
negative 2%, plus or minus four percentage points. 

-          HERE achieved Q2 non-IFRS operating margin of 3.4%. This exceeded
the earlier expectation for a negative non-IFRS operating margin. 

Nokia Group net sales in Q2 2013 were EUR 5.7 billion, down 3%
quarter-on-quarter 

-          Nokia Siemens Networks Q2 net sales decreased 1% quarter-on-quarter
to EUR 2.8 billion, reflecting Nokia Siemens Networks' focused strategy. 

-          Devices & Services Q2 net sales decreased 6% quarter-on-quarter to
EUR 2.7 billion. 

-       Lumia Q2 volumes increased 32% quarter-on-quarter to 7.4 million units,
reflecting strong demand from customers for a broadened Lumia product range. 

-       Mobile Phones Q2 volumes decreased 4% quarter-on-quarter to 53.7
million units, but demonstrated some signs of recovery in the latter part of
the quarter. 

-          HERE Q2 net sales increased 8% quarter-on-quarter to EUR 0.2 billion.



January-June 2013 highlights:

Nokia Group net sales in January-June 2013 were EUR 11.5 billion

-          Nokia Group net sales for the first half 2013 decreased 22%
year-on-year. 

-          Reported EPS for the first half 2013 was EUR -0.13, compared to EUR
-0.63 in the first half 2012. 

Commenting on the second quarter results, Stephen Elop, Nokia CEO, said:

“We're pleased to report an underlying operating profit for the fourth
consecutive quarter on a group level. We benefited from another strong
performance at Nokia Siemens Networks, which continued to deliver well against
its focused strategy. With our recent announcement to purchase Siemens' 50%
stake in Nokia Siemens Networks, we believe we will create value for Nokia
shareholders and look forward to strengthening Nokia Siemens Networks as a more
independent entity. 

In Devices & Services, our Mobile Phones business unit started to demonstrate
some signs of recovery in the latter part of the second quarter following a
difficult start to the year. Also, towards the end of the second quarter, we
started to ship the Asha 501, which brings a new design and user experience to
the highly competitive sub-100 USD market. While we are very encouraged by the
consumer response to our innovations in this price category, our Mobile Phones
business unit is planning to take actions to focus its product offering and
improve product competitiveness. 

In our Smart Devices business unit, we continue to focus on delivering
meaningful differentiation to consumers around the world. We are very proud of
the recent creations by our Lumia team, from the Lumia 520 - our most
affordable Windows Phone 8 product which has enjoyed a strong start in markets
like China, France, India, Thailand, the UK, the US and Vietnam - to the Lumia
1020, our star imaging product which we unveiled to the world last week.
Overall, Lumia volumes grew to 7.4 million in the second quarter, the highest
for any quarter so far and showing increasing momentum for the ecosystem.
During the third quarter, we expect that our new Lumia products will drive a
significant part of our Smart Devices revenue.” 

SUMMARY FINANCIAL INFORMATION

                ----------------------------------------------------------------
                          Reported and Non-IFRS           Reported and Non-IFRS 
                    second quarter 2013 results1,2,3        January-June 2013   
                                                              results1,2,3,4    
----------------                                                                
EUR               Q2/13   Q2/12   YoY     Q1/13   QoQ    Q1-Q2/  Q1-Q2/    YoY  
million                          Change          Change    13      12     Change
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Nokia                                                                           
Net sales         5 695   7 542    -24%   5 852     -3%  11 547  14 896     -22%
Operating          -115    -824            -150            -265  -2 162         
 profit                                                                         
Operating           303    -325             181     67%     484    -583         
 profit                                                                         
(non-IFRS)                                                                      
EPS, EUR          -0.06   -0.38           -0.07           -0.13   -0.63         
 diluted                                                                        
EPS, EUR           0.00   -0.08           -0.02           -0.01   -0.16         
 diluted                                                                        
(non-IFRS)5                                                                     
Net cash from      -196     102             206              10    -488         
operating                                                                       
 activities                                                                     
Net cash and      4 067   4 197     -3%   4 480     -9%   4 067   4 197      -3%
 other                                                                          
liquid assets6                                                                  
                ----------------------------------------------------------------
Devices &
 Services7                                                                      
----------------                                                   
Net sales         2 724   4 023    -32%   2 888     -6%   5 612   8 269     -32%
Smart Devices     1 164   1 541    -24%   1 164      0%   2 328   3 245     -28%
net sales                                                                       
Mobile Phones     1 405   2 291    -39%   1 590    -12%   2 995   4 602     -35%
net sales                                                                       
Mobile device      61.1    83.7    -27%    61.9     -1%   123.0   166.4     -26%
volume (mn                                                                      
 units)                                                                         
Smart Devices       7.4    10.2    -27%     6.1     21%    13.5    22.1     -39%
volume (mn                                                                      
 units)                                                                         
Mobile Phones      53.7    73.5    -27%    55.8     -4%   109.5   144.3     -24%
volume (mn                                                                      
 units)                                                                         
Mobile device        45      48     -6%      47     -4%      46      50      -8%
 ASP8                                                                           
Smart Devices       157     151      4%     191    -18%     172     147      17%
 ASP8                                                                           
Mobile Phones        26      31    -16%      28     -7%      27      32     -16%
 ASP8                                                                           
Operating           -33    -473             -42             -75    -691         
 profit                                                                         
Operating           -32    -364               4             -28    -490         
 profit                                                                         
(non-IFRS)                                                                      
Operating         -1.2%  -11.8%           -1.5%           -1.3%   -8.4%         
 margin %                                                                       
Operating         -1.2%   -9.0%            0.1%           -0.5%   -5.9%         
 margin %                                                                       
(non-IFRS)                                                                      
--------------------------------------------------------------------------------
HERE7                                                                           
Net sales           233     283    -18%     216      8%     449     560     -20%
Operating           -89     -95             -97            -186    -189         
 profit                                                                         
Operating             8      41    -80%      -5               3      77     -96%
 profit                                                                         
(non-IFRS)                                                                      
Operating        -38.2%  -33.6%          -44.9%          -41.4%  -33.8%         
 margin %                                                                       
Operating          3.4%   14.5%           -2.3%            0.7%   13.7%         
 margin %                                                                       
(non-IFRS)                                                                      
                ----------------------------------------------------------------
Nokia Siemens                                                                   
 Networks7                                                                      
----------------                                                                
Net sales         2 781   3 343    -17%   2 804     -1%   5 585   6 290     -11%
Operating             8    -226               3    167%      11  -1 230         
 profit                                                                         
Operating           328      28             196     67%     524    -118         
 profit                                                                         
(non-IFRS)                                                                      
Operating          0.3%   -6.8%            0.1%            0.2%  -19.6%         
 margin %                                                                       
Operating         11.8%    0.8%            7.0%            9.4%   -1.9%         
 margin %                                                                       
(non-IFRS)                                                                      
--------------------------------------------------------------------------------



Note 1 relating to non-IFRS (also referred to as “underlying”) results: In
addition to information on our reported IFRS results, we provide certain
information on a non-IFRS, or underlying business performance, basis.  Non-IFRS
results exclude all material special items for all periods. In addition,
non-IFRS results exclude intangible asset amortization, other purchase price
accounting related items and inventory value adjustments arising from (i) the
formation of Nokia Siemens Networks and (ii) all business acquisitions
completed after June 30, 2008.  Nokia believes that our non-IFRS results
provide meaningful supplemental information to both management and investors
regarding Nokia's underlying business performance by excluding the
above-described items that may not be indicative of Nokia's business operating
results. These non-IFRS financial measures should not be viewed in isolation or
as substitutes to the equivalent IFRS measure(s), but should be used in
conjunction with the most directly comparable IFRS measure(s) in the reported
results. See note 2 below for information about the exclusions from our
non-IFRS results. More information, including a reconciliation of our Q2 2013
and Q2 2012 non-IFRS results to our reported results, can be found in our
complete Q2 2013 and January-June 2013 interim report with tables on pages 20
and 23-28. A reconciliation of our Q1 2013 non-IFRS results to our reported
results can be found in our complete Q1 interim report with tables on pages 19
and 21-25 published on April 18, 2013. 

Note 2 relating to non-IFRS exclusions:

Q2 2013 — EUR 418 million (net) consisting of:

-       EUR 157 million restructuring charge and other associated items in
Nokia Siemens Networks. 

-       EUR 151 million losses related to divestments of businesses in Nokia
Siemens Networks. 

-       EUR 10 million restructuring charge in HERE

-       EUR 12 million of intangible asset amortization and other purchase
price accounting related items arising from the acquisition of Motorola
Solutions' networks assets 

-       EUR 87 million of intangible asset amortization and other purchase
price accounting related items arising from the acquisition of NAVTEQ 

-       EUR 1 million of intangible assets amortization and other purchase
price accounting related items arising from the acquisition of Novarra,
MetaCarta and Motally in Devices & Services 

Q1 2013 — EUR 331 million (net) consisting of:

-       EUR 129 million restructuring charge and other associated items in
Nokia Siemens Networks, including EUR 53 million of net charges related to
country and contract exits based on the strategy that focuses on key markets
and product segments. 

-       EUR 5 million restructuring charge in HERE

-       EUR 72 million restructuring charge in Devices & Services

-       EUR 27 million positive item from a cartel claim settlement in Devices& Services 

-       EUR 64 million of intangible asset amortization and other purchase
price accounting related items arising from the formation of Nokia Siemens
Networks and the acquisition of Motorola Solutions' networks assets 

-       EUR 87 million of intangible asset amortization and other purchase
price accounting related items arising from the acquisition of NAVTEQ 

-       EUR 1 million of intangible assets amortization and other purchase
price accounting related items arising from the acquisition of Novarra,
MetaCarta and Motally in Devices & Services 

Q2 2012 — EUR 499 million (net) consisting of:

-       EUR 190 million restructuring charge and other associated items in
Nokia Siemens Networks, including EUR 70 million of charges related to country
and contract exits based on new strategy that focuses on key markets and
product segments. 

-       EUR 10 million restructuring charge in HERE

-       EUR 80 million restructuring charge and associated impairments of EUR
28 million in Devices & Services 

-       EUR 64 million of intangible asset amortization and other purchase
price accounting related items arising from the formation of Nokia Siemens
Networks and the acquisition of Motorola Solutions' networks assets 

-       EUR 126 million of intangible asset amortization and other purchase
price accounting related items arising from the acquisition of NAVTEQ 

-       EUR 1 million of intangible assets amortization and other purchase
price accounting related items arising from the acquisition of Novarra,
MetaCarta and Motally in Devices & Services 

Q2 2012 taxes — EUR 800 million valuation allowance for deferred tax assets
impacting Nokia taxes 

Q1 2012 — EUR 1 080 million (net) consisting of:

-       EUR 772 million restructuring charge and other associated items in
Nokia Siemens Networks 

-       EUR 10 million restructuring charge in HERE

-       EUR 91 million restructuring charge in Devices & Services

-       EUR 86 million of intangible asset amortization and other purchase
price accounting related items arising from the formation of Nokia Siemens
Networks and the acquisition of Motorola Solutions' networks assets 

-       EUR 120 million of intangible asset amortization and other purchase
price accounting related items arising from the acquisition of NAVTEQ 

-       EUR 1 million of intangible assets amortization and other purchase
price accounting related items arising from the acquisition of Novarra,
MetaCarta and Motally in Devices & Services 



Q1 2012 taxes — EUR 135 million valuation allowance for Nokia Siemens Networks
deferred tax assets impacting Nokia taxes 

Note 3 relating to changes to historical comparative financials due to revised
IFRS accounting standard, IAS19 Employee Benefits: The historical comparative
financials presented in the interim report include certain changes to
previously reported information. These changes result from the retrospective
application of a revised IFRS accounting standard IAS19, Employee Benefits and
mainly relate to consolidated statements of comprehensive income and financial
position. For more information on the adjustments between the previously
reported information and the adjusted information, please see the related
disclosure starting on page 39 of the complete Q1 2013 interim report with
tables published on April 18, 2013. 

Note 4 relating to January-June 2013 results: Further information about the
results for the period from January 1 to June 30, 2013 can be found on pages
18-19, 21, 29, 30, 32 and 34 of the complete Q2 2013 and January-June 2013
interim report with tables. 

Note 5 relating to non-IFRS Nokia EPS: Nokia taxes were unfavorably impacted by
Devices & Services taxes as no tax benefits are recognized for certain Devices& Services deferred tax items. If Nokia's earlier estimated long-term tax rate
of 26% had been applied, non-IFRS Nokia EPS would have been approximately 1.5
Euro cent higher in Q2 2013. Going forward on a non-IFRS basis, until a pattern
of tax profitability is reestablished in Finland, Nokia expects to record
quarterly tax expense of approximately EUR 50 million related to its Devices &
Services business and approximately EUR 50 million related to its Nokia Siemens
Networks business. Nokia expects to continue to record taxes related to its
HERE business at a 26% rate. 

Note 6 relating to Nokia net cash and other liquid assets: Calculated as total
cash and other liquid assets less interest-bearing liabilities. For selected
information on Nokia Group interest-bearing liabilities, please see the table
on page 40 of the complete Q2 2013 and January-June 2013 interim report with
tables. 

Note 7 relating to operational and reporting structure: We have three
businesses: Devices & Services, HERE and Nokia Siemens Networks and four
operating and reportable segments: Smart Devices and Mobile Phones within
Devices & Services, HERE and Nokia Siemens Networks. Smart Devices focuses on
smartphones and Mobile Phones focuses on mass market mobile devices, including
Asha full-touch smartphones. Devices & Services also contains Devices &
Services Other, which includes net sales of our luxury phone business Vertu
through October 12, 2012, spare parts and related cost of sales and operating
expenses, as well as intellectual property (IPR) income and common research and
development expenses. In October 2012, we completed the divestment of Vertu to
EQT VI, a European private equity firm.  HERE focuses on the development of
location-based services and local commerce. We introduced HERE as the new brand
for our location and mapping service in November 2012. As of January 1, 2013,
our Location & Commerce business and reportable segment was renamed HERE. Nokia
Siemens Networks is one of the leading global providers of telecommunications
infrastructure hardware, software and services, with the focus on the mobile
broadband market. Nokia Siemens Networks operational organization is based on
two business units: Mobile Broadband and Global Services. The Mobile Broadband
business unit provides mobile operators with radio and core network software
together with the hardware needed to deliver mobile voice and data services.
The Global Services business unit provides mobile operators with a broad range
of services, including professional services, network implementation and
customer care services. 

Note 8 relating to average selling prices (ASP): Mobile device ASP represents
total Devices & Services net sales (Smart Devices net sales, Mobile Phones net
sales, and Devices & Services Other net sales) divided by total Devices &
Services volumes. Devices & Services Other net sales includes net sales of
Nokia's luxury phone business Vertu through October 12, 2012, spare parts, as
well as intellectual property income. Smart Devices ASP represents Smart
Devices net sales divided by Smart Devices volumes. Mobile Phones ASP
represents Mobile Phones net sales divided by Mobile Phones volumes. As IPR
income is included in Devices & Services Other net sales, we provide our total
mobile device ASP both including and excluding IPR income. The mobile device
ASP excluding IPR income in the second quarter 2013 was EUR 42, down 11% from
EUR 47 in the second quarter 2012 and down 7% from EUR 45 in the first quarter
2013. 

Nokia Outlook

-       Nokia expects its Devices & Services non-IFRS operating margin in the
third quarter 2013 to be approximately negative 2 percent, plus or minus four
percentage points. This outlook is based on Nokia's expectations regarding a
number of factors, including: 

-       competitive industry dynamics continuing to negatively affect Devices &
Services; 

-       consumer demand for our products;

-       ramp-up for our high-end Lumia smartphones and new Mobile Phones
devices; 

-       expected increases in Devices & Services' operating expenses; and

-       the macroeconomic environment.

-       In the third quarter 2013, supported by the wider availability of
recently announced Lumia products as well as recently announced Mobile Phones
products, Nokia expects higher Devices & Services net sales, compared to the
second quarter 2013. 

-       Nokia continues to target to reduce its Devices & Services non-IFRS
operating expenses to an annualized run rate of approximately EUR 3.0 billion
by the end of 2013. 

-       Nokia and Nokia Siemens Networks expect Nokia Siemens Networks non-IFRS
operating margin in the third quarter 2013 to be approximately positive 7
percent, plus or minus four percentage points. This outlook is based on Nokia
Siemens Networks' expectations regarding a number of factors, including: 

-       competitive industry dynamics;

-       product and regional mix;

-       expected continued improvement under Nokia Siemens Networks
restructuring program; and 

-       the macroeconomic environment.

-       Nokia and Nokia Siemens Networks now target to reduce Nokia Siemens
Networks' non-IFRS annualized operating expenses and production overheads by
more than EUR 1.5 billion by the end of 2013, compared to the end of 2011.
Nokia and Nokia Siemens Networks previous target was to reduce Nokia Siemens
Networks' non-IFRS annualized operating expenses and production overheads by
more than EUR 1 billion by the end of 2013, compared to the end of 2011. 

Nokia to fully acquire Siemens' stake in Nokia Siemens Networks

On July 1, 2013, Nokia Corporation and Siemens AG 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. Of the purchase price, 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. 

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. 

SECOND Quarter 2013 Financial and Operating Discussion

Nokia Group

See note 7 to our Summary Financial Information table above concerning our
current operational and reporting 

structure and note 3 concerning certain changes to historical comparative
financials due to a revised IFRS accounting 

standard, IAS19 Employee Benefits. The following discussion includes
information on a non-IFRS, or underlying business performance, basis. See notes
1 and 2 to our Summary Financial Information table above for information about
our underlying non-IFRS results and the non-IFRS exclusions for the periods
discussed below. 

The following table sets forth the year-on-year and sequential growth rates in
our net sales on a reported basis and at constant currency for the periods
indicated. 

SECOND QUARTER 2013 NET SALES, REPORTED & CONSTANT CURRENCY1         
----------------------------------------------------------------------
                                                        YoY     QoQ  
                                                       Change  Change
---------------------------------------------------------------------
Group net sales - reported                              -24%    -3%  
Group net sales - constant currency1                    -25%    -3%  
Devices & Services net sales - reported                 -32%    -6%  
Devices & Services net sales - constant currency1       -33%    -6%  
Nokia Siemens Networks net sales - reported             -17%    -1%  
Nokia Siemens Networks net sales - constant currency1   -17%    -1%  
---------------------------------------------------------------------

Note 1: Change in net sales at constant currency excludes the impact of changes
in exchange rates in comparison to the Euro, our reporting currency. 

At constant currency Nokia Group's net sales would have decreased 25%
year-on-year and 3% sequentially. 

The following table sets forth Nokia Group's reported cash flow for the periods
indicated and financial position at the end of the periods indicated, as well
as the year-on-year and sequential growth rates. 

NOKIA GROUP CASH                                                       
FLOW AND FINANCIAL POSITION                                            
------------------------------------------------------------------------
EUR million           Q2/2013  Q2/2012  YoY Change  Q1/2013  QoQ Change
-----------------------------------------------------------------------
-----------------------------------------------------------------------
Net cash from            -196      102                  206            
operating activities                                                   
                     --------------------------------------------------
NSN contribution           90      160        -44%      270        -67%
(approximate)                                                          
---------------------                                                  
                     --------------------------------------------------
Total cash and          9 453    9 418          0%   10 102         -6%
other liquid assets                                                    
---------------------                                                  
NSN contribution        2 519    1 846         36%    2 753         -8%
-----------------------------------------------------------------------
Net cash and other      4 067    4 197         -3%    4 480         -9%
liquid assets1                                                         
-----------------------------------------------------------------------
NSN contribution        1 446      383        278%    1 484         -3%
-----------------------------------------------------------------------

Note 1: Total cash and other liquid assets minus interest-bearing liabilities.

In the second quarter 2013, Nokia Group total cash and other liquid assets
decreased sequentially by EUR 649 million and Nokia Group net cash and other
liquid assets decreased by EUR 413 million. 

The items below are the primary drivers of the decrease in Nokia Group net cash
and other liquid assets in the second quarter 2013 of EUR 413 million: 

-       Nokia Group level net profit adjusted for non-cash items of positive
EUR 382 million; 

-       Nokia Group level net working capital-related cash outflows of
approximately EUR 500 million, which included approximately EUR 230 million of
restructuring related cash outflows; 

-       Nokia Group excluding Nokia Siemens Networks level net working
capital-related outflows of approximately EUR 270 million, which included
approximately EUR 40 million of restructuring-related outflows. The net working
capital change in Nokia Group excluding Nokia Siemens Networks is primarily due
to a reduction of interest free short-term liabilities, partially offset by a
reduction of receivables; 

-       Nokia Siemens Networks level net working capital-related outflows of
approximately EUR 230 million, which included approximately EUR 190 million of
restructuring-related outflows. The net working capital change in Nokia Siemens
Networks is primarily due to a reduction of interest free short-term
liabilities, partially offset by a reduction of receivables; 

-       Nokia Group level net financial income and expense-related cash outflow
of approximately EUR 10 million, 

-       Nokia Group level cash tax net outflows of approximately EUR 70 million;

-       Nokia Group level capital expenditure of approximately EUR 140 million;

-       Nokia Group level proceeds from the sale of fixed assets of
approximately EUR 60 million; 

-       Nokia Group level outflow related to business divestments of
approximately EUR 60 million; and 

-       Nokia Group level negative foreign exchange impact from translation of
net cash of approximately EUR 70 million. 

In the second quarter 2013, we received a quarterly platform support payment of
USD 250 million (approximately EUR 192 million) from Microsoft. Our agreement
with Microsoft includes platform support payments from Microsoft to us as well
as software royalty payments from us to Microsoft. Under the terms of the
agreement governing the platform support payments, the amount of each quarterly
platform support payment is USD 250 million. We have a competitive software
royalty structure, which includes annual minimum software royalty commitments
that vary over the life of the agreement. Software royalty payments, with
minimum commitments are paid quarterly. Over the life of the agreement, both
the platform support payments and the minimum software royalty commitments are
expected to measure in the billions of US dollars. Over the life of the
agreement the total amount of the platform support payments is expected to
slightly exceed the total amount of the minimum software royalty commitment
payments. In accordance with the terms of the agreement, the platform support
payments and annual minimum software royalty commitment payments continue for a
corresponding period of time. 

Devices & Services

The following table sets forth a summary of the results for our Devices &
Services business for the periods indicated, as well as the year-on-year and
sequential growth rates. 

DEVICES & SERVICES RESULTS SUMMARY                                              
--------------------------------------------------------------------------------
- 
                                    Q2/201  Q2/201     YoY     Q1/201     QoQ   
                                         3       2   Change         3   Change  
--------------------------------------------------------------------------------
Net sales (EUR million)1             2 724   4 023       -32%   2 888        -6%
--------------------------------------------------------------------------------
Mobile device volume (million         61.1    83.7       -27%    61.9        -1%
 units)                                                                         
--------------------------------------------------------------------------------
Mobile device ASP (EUR)                 45      48        -6%      47        -4%
--------------------------------------------------------------------------------
Non-IFRS gross margin (%)            24.4%   18.1%              25.1%           
--------------------------------------------------------------------------------
Non-IFRS operating expenses (EUR       696   1 089       -36%     711        -2%
 million)                                                                       
--------------------------------------------------------------------------------
Non-IFRS operating margin (%)        -1.2%   -9.0%               0.1%           
--------------------------------------------------------------------------------
Operating margin (%)                 -1.2%  -11.8%              -1.5%           
--------------------------------------------------------------------------------

Note 1: Includes IPR income recognized in Devices & Services Other net sales.

 The year-on-year and sequential changes in our Devices & Services net sales,
volumes, average selling prices and gross margin are discussed below under our
Smart Devices and Mobile Phones business units. 

Smartphone Volumes

In the second quarter 2013, Devices & Services total smartphone volumes
increased sequentially to 11.7 million units, compared to 11.1 million units in
the first quarter 2013, composed of: 

·         7.4 million Lumia smartphones in Smart Devices

·         4.3 million Asha full-touch smartphones in Mobile Phones

Devices & Services Other

Year-on-year Devices & Services Other net sales of EUR 155 million were lower
in the second quarter 2013, compared to EUR 191 million in the second quarter
2012, due to the divestment of Vertu. The sequential Devices & Services Other
net sales were higher in the second quarter 2013, compared to EUR 134 million
in the first quarter 2013, due to higher IPR income. 

Within Devices & Services Other, we estimate that our current annual IPR income
run-rate is approximately EUR 0.5 billion. 

Channel Inventory

We ended the second quarter 2013 within our normal 4 to 6 week channel
inventory range. On an absolute unit basis, channel inventories decreased
sequentially. 

Net Sales and Volumes by Geographic Area

The following table sets forth the net sales for our Devices & Services
business for the periods indicated, as well as the year-on-year and sequential
growth rates, by geographic area. IPR income is allocated to the geographic
areas contained in this chart. 

DEVICES & SERVICES NET SALES BY GEOGRAPHIC AREA                        
------------------------------------------------------------------------
EUR million           Q2/2013  Q2/2012  YoY Change  Q1/2013  QoQ Change
-----------------------------------------------------------------------
-----------------------------------------------------------------------
Europe                    818    1 096        -25%      895         -9%
Middle East & Africa      420      663        -37%      501        -16%
Greater China             232      542        -57%      256         -9%
Asia-Pacific              683      948        -28%      724         -6%
North America             123      128         -4%      101         22%
Latin America             448      646        -31%      411          9%
-----------------------------------------------------------------------
Total                   2 724    4 023        -32%    2 888         -6%
-----------------------------------------------------------------------

The following table sets forth the mobile device volumes for our Devices &
Services business for the periods indicated, as well as the year-on-year and
sequential growth rates, by geographic area. 

DEVICES & SERVICES MOBILE DEVICE VOLUMES BY GEOGRAPHIC AREA            
------------------------------------------------------------------------
million units         Q2/2013  Q2/2012  YoY Change  Q1/2013  QoQ Change
-----------------------------------------------------------------------
-----------------------------------------------------------------------
Europe                   11.3     15.3        -26%     11.8         -4%
Middle East & Africa     16.6     19.4        -14%     15.5          7%
Greater China             4.1      7.9        -48%      3.4         21%
Asia-Pacific             20.2     28.6        -29%     23.1        -13%
North America             0.5      0.6        -17%      0.4         25%
Latin America             8.4     11.9        -29%      7.7          9%
-----------------------------------------------------------------------
Total                    61.1     83.7        -27%     61.9         -1%
-----------------------------------------------------------------------

On a year-on-year basis, net sales decreased in all regions primarily due to
lower sales in our Mobile Phones business unit. The largest year-on-year
decline in net sales was in Greater China followed by Asia Pacific, Middle East& Africa and Latin America. In Greater China and Europe the net sales declines
were primarily due to lower sales in our Smart Devices business unit whereas in
Asia Pacific, Middle East & Africa and Latin America the net sales declines
were primarily due to lower sales in our Mobile Phones business unit. 

On a sequential basis, net sales decreased in all regions except North America
and Latin America. The net sales increases in North America and Latin America
were primarily due to higher sales in our Smart Devices business unit. The
largest relative sequential decline in net sales was in Middle East & Africa
which was primarily due to lower sales in our Smart Devices business unit. 

At constant currency Devices & Services' net sales would have decreased 33%
year-on-year and 6% sequentially. 

Non-IFRS Operating Expenses

Devices & Services non-IFRS operating expenses decreased 36% year-on-year and
2% sequentially in the second quarter 2013. On a year-on-year basis, operating
expenses related to Mobile Phones and Smart Devices decreased 41% and 25%,
respectively, in the second quarter 2013. On a sequential basis, operating
expenses related to Mobile Phones was approximately flat, while Smart Devices
operating expenses decreased 3% in the second quarter 2013. In addition to the
factors described below, the year-on-year change was affected by the
proportionate allocation of operating expenses being affected by the relative
mix of sales and gross profit performance between Mobile Phones and Smart
Devices. This resulted in higher and lower relative allocations to Smart
Devices and Mobile Phones, respectively. 

Devices & Services non-IFRS research and development expenses decreased 37%
year-on-year in the second quarter 2013. On a sequential basis, Devices &
Services non-IFRS research and development expenses decreased 8% in the second
quarter 2013. The year-on-year decline was primarily due to reductions in
certain Mobile Phones-related activities, ramping down Symbian and MeeGo
research and development efforts and overall cost controls. On a sequential
basis, the decline was primarily due to lower accrued incentive expenses
consistent with Devices & Services business performance as well as overall cost
controls. 

Devices & Services non-IFRS sales and marketing expenses decreased 38%
year-on-year in the second quarter 2013. On a year-on-year basis, sales and
marketing expenses declined primarily due to overall cost control, a lower cost
base as a result of business divestments, headcount reductions and lower
product-specific marketing. On a sequential basis, Devices & Services non-IFRS
sales and marketing expenses increased 5% in the second quarter 2013.
Sequentially, sales and marketing expenses increased primarily due to higher
marketing spending in support of newly launched Lumia and Asha products,
partially offset by lower accrued incentive expenses consistent with Devices &
Services business performance. 

Devices & Services non-IFRS administrative and general expenses decreased 10%
year-on-year in the second quarter 2013 and decreased 7% sequentially in the
second quarter 2013. The year-on-year decrease was primarily related to overall
cost control and business divestments, partially offset by shared function cost
categorization. The sequential decrease was primarily due to lower accrued
incentive expenses consistent with Devices & Services business performance as
well as overall cost controls. 

In the second quarter 2013, Devices & Services non-IFRS other income and
expense had both year-on-year and sequentially a positive impact on
profitability. 

In the second quarter 2013, Devices & Services reported other income and
expense had both year-on-year and sequentially a positive impact on
profitability. Both on a year-on-year and sequential basis the less negative
other income and expense was due to the absence of restructuring-related
charges and associated items. 

Non-IFRS Operating Margin

The higher year-on-year Devices & Services non-IFRS operating margin in the
second quarter 2013 was primarily due to higher gross margin and lower
operating expenses as a percentage of net sales. 

The sequentially lower Devices & Services non-IFRS operating margin in the
second quarter 2013 was primarily due to a lower gross margin and higher
operating expenses as a percentage of net sales. 

Operating Margin

The higher year-on-year Devices & Services operating margin in the second
quarter 2013 was primarily due to higher gross margin, lower operating expenses
as a percentage of net sales. The other income and expenses was an expense of
EUR 2 million, compared to an expense of EUR 112 million in the second quarter
2012. 

The sequentially higher Devices & Services operating margin in the second
quarter 2013 was primarily due to lower other expenses as a percentage of net
sales compared to the first quarter 2013, partially offset by lower gross
margin and higher operating expenses as a percentage of net sales. In the
second quarter 2013, other income and expense was an expense of EUR 2 million,
compared to an expense of EUR 54 million in the first quarter 2013. 

Cost Reduction Activities and Planned Operational Adjustments

The following table sets forth a summary of our Devices & Services cost
reduction activities and planned operational adjustments. 

DEVICES & SERVICES RESTRUCTURING SUMMARY                                        
--------------------------------------------------------------------------------
- 
EUR (million)    Q2/2013   Cumulative up       Q3/2013         2013        Total
               (approxim      to Q2/2013  (approximate  (approximat  (approximat
                    ate)   (approximate)     estimate)  e estimate)  e estimate)
--------------------------------------------------------------------------------
Restructuring          -           1 450  Not provided          Not        1 500
-related                                                   provided             
 charges                                                                        
--------------------------------------------------------------------------------
Restructuring         40           1 250            50          250        1 350
-related cash                                                                   
 outflows                                                                       
--------------------------------------------------------------------------------



Nokia continues to target to reduce its Devices & Services non-IFRS operating
expenses to an annualized run rate of approximately EUR 3.0 billion by the end
of 2013. 

At the end of the second quarter 2013, Devices & Services and Corporate Common
had approximately 31 400 employees, a reduction of approximately 12 200
compared to the end of the second quarter 2012, and approximately 200 compared
to the end of the first quarter 2013. 

By the end of the second quarter 2013, we had recorded cumulative Devices &
Services restructuring-related charges and other associated items of
approximately EUR 1.45 billion. In total, we expect now cumulative Devices &
Services restructuring-related charges of approximately EUR 1.5 billion before
the end of 2013. This is approximately EUR 100 million less than what we
estimated earlier. 

By the end of the second quarter 2013, Devices & Services had cumulative
restructuring-related cash outflows of approximately EUR 1.25 billion. Of the
total expected charges relating to restructuring activities of approximately
EUR 1.5 billion, we expect Devices & Services non-cash charges to be
approximately EUR 150 million. This means that we also now expect total
restructuring-related cash outflows to be approximately EUR 50 million less
than what we estimated earlier. 

Smart Devices

The following table sets forth a summary of the results for our Smart Devices
business unit for the periods indicated, as well as the year-on-year and
sequential growth rates. 

SMART DEVICES RESULTS SUMMARY                                                   
--------------------------------------------------------------------------------
- 
                                Q2/2013  Q2/2012     YoY     Q1/2013  QoQ Change
                                                   Change                       
--------------------------------------------------------------------------------
Net sales (EUR million)1          1 164    1 541       -24%    1 164          0%
--------------------------------------------------------------------------------
Smart Devices volume (million       7.4     10.2       -27%      6.1         21%
 units)                                                                         
--------------------------------------------------------------------------------
Smart Devices ASP (EUR)             157      151         4%      191        -18%
--------------------------------------------------------------------------------
Gross margin (%)                  21.1%     1.7%               20.7%            
--------------------------------------------------------------------------------
Operating expenses (EUR             406      540       -25%      420         -3%
 million)2                                                                      
--------------------------------------------------------------------------------
Contribution margin (%)2         -14.1%   -32.9%              -16.2%            
--------------------------------------------------------------------------------

Note 1: Does not include IPR income. IPR income is recognized in Devices &
Services Other net sales. 

Note 2: The year-on-year changes in operating expenses were affected by the
proportionate allocation of operating expenses being affected by the relative
mix of sales and gross profit performance between Mobile Phones and Smart
Devices, resulting in higher relative allocations to Smart Devices in the first
and second quarters 2013. Accordingly, second quarter 2013 operating expenses
are not directly comparable to second quarter 2012 operating expenses. 

Net Sales

On a year-on-year basis, the decline in our Smart Devices net sales in the
second quarter 2013 was due to lower volumes, partially offset by higher ASPs. 

On a sequential basis, Smart Devices net sales were flat with higher volumes
offset by lower ASPs. 

Volume

The year-on-year decline in our Smart Devices volumes in the second quarter
2013 continued to be driven by the strong momentum of competing smartphone
platforms and our portfolio transition from Symbian products to Lumia products.
The decline was primarily due to lower Symbian volumes, partially offset by
higher Lumia volumes. Our Symbian volumes decreased from 6 million units in the
second quarter 2012 to approximately zero in the second quarter 2013. Our Lumia
volumes increased from 4.0 million in the second quarter 2012 to 7.4 million in
the second quarter 2013. 

On a sequential basis, the increase in our Smart Devices volumes in the second
quarter 2013 was due to higher Lumia volumes, as we started shipping the Lumia
520 and 720 in significant volumes. In the second quarter 2013, the vast
majority of Smart Devices volumes were from Windows Phone 8-based Lumia
products. 

Average Selling Price

The year-on-year increase in our Smart Devices ASP in the second quarter 2013
was primarily due to a positive mix shift towards sales of our Lumia products
which carry a higher ASP than our Symbian products, partially offset by our
pricing actions. 

Sequentially, the decrease in our Smart Devices ASP in the second quarter 2013
was primarily due to a negative mix shift towards sales of our lower priced
Windows Phone 8-based Lumia products as well as our pricing actions. 

Gross Margin

The significant year-on-year increase in our Smart Devices gross margin in the
second quarter 2013 was primarily due to inventory-related allowances.
Specifically, in the second quarter 2013 Smart Devices gross margin benefited
from the reversal of approximately EUR 20 million of previously recognized
inventory-related allowances related to our Lumia devices. In contrast, in the
second quarter 2012, Smart Devices gross margin was negatively impacted by
approximately EUR 220 million of allowances related to excess component
inventory, future purchase commitments and an inventory revaluation. In
addition, the year-on-year gross margin increase was due to lower warranty
costs, reduction in certain fixed costs and the introduction of Windows Phone
8-based Lumia products, partially offset by a net negative impact related to
foreign currency fluctuations. 

On a sequential basis, the increase in our Smart Devices gross margin in the
second quarter 2013 was primarily due to a positive product mix shift towards
Windows Phone 8-based Lumia products, partially offset by lower reversals
related to inventory-related allowances. Specifically, in the second quarter
2013 Smart Devices gross margin benefited from the reversal of approximately
EUR 20 million of previously recognized inventory-related allowances related to
our Lumia devices, compared to a EUR 50 million benefit in the first quarter
2013. 

Increases or decreases to Smart Devices inventory-related allowances may be
required in the future depending on several factors, including consumer demand
and continued ramp-up, particularly related to our new Lumia products. 

Mobile Phones

The following table sets forth a summary of the results for our Mobile Phones
business unit for the periods indicated, as well as the year-on-year and
sequential growth rates. 

MOBILE PHONES RESULTS SUMMARY                                                   
--------------------------------------------------------------------------------
- 
                                Q2/2013  Q2/2012     YoY     Q1/2013  QoQ Change
                                                   Change                       
--------------------------------------------------------------------------------
Net sales (EUR million)1          1 405    2 291       -39%    1 590        -12%
--------------------------------------------------------------------------------
Mobile Phones volume (million      53.7     73.5       -27%     55.8         -4%
 units)                                                                         
--------------------------------------------------------------------------------
Mobile Phones ASP (EUR)              26       31       -16%       28         -7%
--------------------------------------------------------------------------------
Gross margin (%)                  19.5%    24.1%               22.9%            
--------------------------------------------------------------------------------
Operating expenses (EUR             266      450       -41%      267          0%
 million)2                                                                      
--------------------------------------------------------------------------------
Contribution margin (%)2           0.2%     4.3%                5.5%            
--------------------------------------------------------------------------------

Note 1: Does not include IPR income. IPR income is recognized in Devices &
Services Other net sales. 

Note 2: The year-on-year changes in operating expenses were affected by the
allocation of operating expenses being affected by the relative mix of sales
and gross profit performance between Mobile Phones and Smart Devices, resulting
in lower relative allocations to Mobile Phones in the first and second quarters
2013. Accordingly, second quarter 2013 operating expenses are not directly
comparable to second quarter 2012 operating expenses. 

Net Sales

On a year-on-year basis, the decline in our Mobile Phones net sales in the
second quarter 2013 was due to lower volumes and lower ASP. On a sequential
basis, the decline in our Mobile Phones net sales in the second quarter 2013
was due to lower ASP and lower volumes. 

Volume

During the second quarter 2013 we shipped 53.7 million Mobile Phones units, of
which 4.3 million were Asha full-touch smartphones. During the second quarter
2013 we announced the new Asha 501 and started shipments in mid-June. 

On a year-on-year basis, our Mobile Phones volumes in the second quarter 2013
were negatively affected by competitive industry dynamics, including intense
smartphone competition at increasingly lower price points and intense
competition at the low end of our product portfolio. Compared to the second
quarter 2012, our Mobile Phones volumes declined across our portfolio, most
notably for our non-full-touch devices that we sell to our customers for above
EUR 30, partially offset by higher sales volumes of Asha full-touch
smartphones. 

On a sequential basis, our Mobile Phones volumes in the second quarter 2013
were negatively affected by competitive industry dynamics, including intense
competition at the low end of our product portfolio and smartphone competition
at increasingly lower price points affecting the rest of our Mobile Phones
portfolio. Compared to the first quarter 2013 we had lower sales of our devices
that we sell to our customers for above EUR 30. This decline was partially
offset by higher sales of our devices that we sell to our customers for below
EUR 30. 

Average Selling Price

Both on a year-on-year and sequential basis, the decline in our Mobile Phones
ASP in the second quarter 2013 was primarily due to a higher proportion of
sales of lower priced devices as well as general price erosion and our pricing
actions. 

Gross Margin

The year-on-year decline in our Mobile Phones gross margin in the second
quarter 2013 was primarily due to a negative product mix shift towards lower
gross margin devices, higher fixed costs per unit because of lower sales
volumes and a net negative impact related to foreign currency fluctuation. This
was partially offset by higher cost erosion than price erosion. 

On a sequential basis, the decrease in our Mobile Phones gross margin in the
second quarter 2013 was primarily due to higher warranty costs following lower
than normal warranty costs in the first quarter 2013, as well as a net negative
impact related to foreign currency fluctuations. 

Mobile Phones Planning Actions

Nokia continuously works to improve the efficiency of its operations and its
long-term competitive investments. In order to respond to industry dynamics,
Nokia's Mobile Phones business unit is planning to focus its product offering
with the aim of improving product competitiveness and delivering more
innovation. The planned restructure is estimated to impact a maximum of 440
positions globally, while also creating a number of new positions and offering
possibilities for redeployment. 

HERE

The following table sets forth a summary of the results for HERE for the
periods indicated, as well as the year-on-year and sequential growth rates. 

HERE RESULTS SUMMARY                                                            
--------------------------------------------------------------------------------
- 
                                    Q2/201  Q2/201     YoY     Q1/201     QoQ   
                                         3       2   Change         3   Change  
--------------------------------------------------------------------------------
Net sales (EUR million)                233     283       -18%     216         8%
--------------------------------------------------------------------------------
External net sales (EUR million)       195     180         8%     164        19%
--------------------------------------------------------------------------------
Internal net sales (EUR million)        38     103       -63%      52       -27%
--------------------------------------------------------------------------------
Non-IFRS gross margin (%)            76.1%   77.4%              75.5%           
--------------------------------------------------------------------------------
Non-IFRS operating expenses (EUR       169     185        -9%     168         1%
 million)                                                                       
--------------------------------------------------------------------------------
Non-IFRS operating margin (%)         3.4%   14.5%              -2.3%           
--------------------------------------------------------------------------------
Operating margin (%)                -38.2%  -33.6%             -44.9%           
--------------------------------------------------------------------------------

Net Sales

In the second quarter 2013, the year-on-year increase in external HERE net
sales were primarily due to higher sales to vehicle customers as well as
non-recurrence of a negative sales adjustment made in the year ago quarter
related to historical license fees in the normal course of business for a
particular customer. 

In the second quarter 2013, the sequential increase in external HERE net sales
were primarily due to higher sales to vehicle customers and to a lesser extent
higher sales to our personal navigation device customers. 

In the second quarter 2013, the year-on-year and sequential declines in
internal HERE net sales were due to declines in sales, including lower
recognition of deferred revenue, primarily related to our Smart Devices
business unit. 

Gross Margin

On a year-on-year basis, the decrease in HERE non-IFRS gross margin in the
second quarter 2013 was primarily due to lower gross margins related to
internal net sales, partially offset by higher sales to our vehicle and
personal navigation device customers which carry higher gross margins. 

On a sequential basis, the increase in HERE non-IFRS gross margin in the second
quarter 2013 was primarily due to higher sales to our vehicle and personal
navigation device customers which carry higher gross margins, partially offset
by lower gross margins related to internal net sales. 

Operating Expenses

HERE non-IFRS research and development expenses decreased 10% year-on-year due
to cost reduction actions. On a sequential basis, research and development
expenses increased 1% in the second quarter 2013 primarily due to increased
expenses related to shared function cost categorization. 

HERE non-IFRS sales and marketing expenses were flat year-on-year. On a
sequential basis, sales and marketing expenses increased 8% in the second
quarter 2013, primarily due to greater seasonal marketing spend. 

HERE non-IFRS general and administrative expenses declined 14% year-on-year
primarily due to cost reduction actions. On a sequential basis, general and
administrative expenses decreased 10% in the second quarter 2013 primarily due
to decreased expenses related to shared function cost categorization. 

HERE non-IFRS other income and expense for the second quarter 2013 was an
expense of EUR 1 million, compared to an income of EUR 7 million in the second
quarter 2012 and approximately zero in the first quarter 2013. 

Non-IFRS Operating Margin

The year-on-year decrease in HERE non-IFRS operating margin in the second
quarter 2013 was primarily due to higher operating expenses as a percentage of
net sales and lower gross margin. 

The sequential improvement in HERE non-IFRS operating margin in the second
quarter 2013 was primarily due to lower operating expenses as a percentage of
net sales and higher gross margin. 

Operating Margin

The year-on-year decrease in HERE operating margin in the second quarter 2013
was primarily due to flat operating expenses as a percentage of net sales and
lower gross margin. The other income and expenses was an expense of EUR 11
million, compared to an expense of EUR 3 million in the second quarter 2012. 

The sequential improvement in HERE operating margin in the second quarter 2013
was primarily due to lower operating expenses as a percentage of net sales and
higher gross margin. The other income and expenses was an expense of EUR 11
million, compared to an expense of EUR 5 million in the first quarter 2013. 

Nokia Siemens Networks

The following table sets forth a summary of the results for Nokia Siemens
Networks for the periods indicated, as well as the year-on-year and sequential
growth rates. 

NOKIA SIEMENS NETWORKS RESULTS SUMMARY                                          
--------------------------------------------------------------------------------
- 
                                    Q2/201  Q2/201     YoY     Q1/201     QoQ   
                                         3       2   Change         3   Change  
--------------------------------------------------------------------------------
Net sales (EUR million)              2 781   3 343       -17%   2 804        -1%
--------------------------------------------------------------------------------
Non-IFRS gross margin (%)            38.3%   26.6%              34.0%           
--------------------------------------------------------------------------------
Non-IFRS operating expenses (EUR       766     835        -8%     763         0%
 million)                                                                       
--------------------------------------------------------------------------------
Non-IFRS operating margin (%)        11.8%    0.8%               7.0%           
--------------------------------------------------------------------------------
Operating margin (%)                  0.3%   -6.8%               0.1%           
--------------------------------------------------------------------------------

Net Sales

The following table sets forth Nokia Siemens Networks net sales for the periods
indicated, as well as the year-on-year and sequential growth rates, by
geographic area. 

NOKIA SIEMENS NETWORKS NET SALES BY GEOGRAPHIC AREA                    
------------------------------------------------------------------------
EUR million           Q2/2013  Q2/2012  YoY Change  Q1/2013  QoQ Change
-----------------------------------------------------------------------
-----------------------------------------------------------------------
Europe                    775      990        -22%      731          6%
Middle East & Africa      268      304        -12%      259          3%
Greater China             260      340        -24%      223         17%
Asia-Pacific              784    1 028        -24%      872        -10%
North America             348      300         16%      424        -18%
Latin America             346      381         -9%      295         17%
-----------------------------------------------------------------------
Total                   2 781    3 343        -17%    2 804         -1%
-----------------------------------------------------------------------

In the second quarter 2013, Global Services represented approximately 52% of
Nokia Siemens Networks net sales, compared to approximately 51% in the second
quarter 2012 and approximately 51% in the first quarter 2013. In the second
quarter 2013, Mobile Broadband represented approximately 46% of Nokia Siemens
Networks net sales, compared to approximately 43% in the second quarter 2012
and approximately 44% in the first quarter 2013. 

The year-on-year decrease of 17% in Nokia Siemens Networks net sales in the
second quarter 2013 was partially due to divestments of businesses not
consistent with Nokia Siemens Networks strategic focus, as well as the exiting
of certain customer contracts and countries. Excluding these two factors, Nokia
Siemens Networks net sales in the second quarter 2013 declined by approximately
11% due to reduced wireless infrastructure deployment activity, which affected
both Mobile Broadband and Global Services. The year-on-year decrease in Mobile
Broadband was primarily due to lower GSM and Voice and IP transformation net
sales partially offset by higher LTE net sales. The year-on-year decrease in
Global Services was primarily due to a reduction in network implementation
activity, as some major network deployment projects near completion. On a
geographical basis, the year-on-year decline was primarily due to Asia-Pacific,
Europe and Greater China. In Asia Pacific, the year-on-year net sales decline
was due to lower sales in Japan following high wireless infrastructure
deployment activity in the year ago quarter. In Europe, the year-on-year net
sales decline was related to network modernization and constrained operator
spending. In Greater China, the year-on-year decrease in net sales was due to
constrained operator spending in anticipation of a technology shift to TD-LTE. 

The sequential decrease in Nokia Siemens Networks net sales in the second
quarter 2013 was due to divestments of businesses not consistent with Nokia
Siemens Networks strategic focus as well as the exiting of certain customer
contracts and countries. Excluding these two factors, Nokia Siemens Networks
net sales in the second quarter 2013 increased by 4%, with higher sales in both
Global Services and Mobile Broadband. The sequential increase in Global
Services net sales was primarily due to higher sales in customer care services
and professional services, partially offset by lower network implementation
activity. The sequential increase in Mobile Broadband net sales was primarily
due to higher WCDMA and GSM sales, partially offset by declines in LTE and CDMA
sales. On a geographical basis, the sequential increases in Latin America,
Europe and Greater China were primarily due to stronger seasonal sales. This
was partially offset by sequential decreases in Asia Pacific and North America
due to lower sales following high wireless infrastructure deployment activity
in the previous quarter. 

In the second quarter 2013, Nokia Siemens Networks net sales benefited from
non-recurring IPR income of approximately EUR 20 million. 

At constant currency, Nokia Siemens Networks net sales would have decreased 17%
year-on-year and 1% sequentially. 

Gross Margin

On a year-on-year basis, the increase in Nokia Siemens Networks non-IFRS gross
margin in the second quarter 2013 was primarily due to higher gross margin in
both Mobile Broadband and Global Services and non-recurring IPR income of
approximately EUR 20 million, as well as a slightly higher proportion of Mobile
Broadband within the total sales mix. 

On a sequential basis, the increase in Nokia Siemens Networks non-IFRS gross
margin in the second quarter 2013 was due to significantly higher gross margin
in Global Services as well as non-recurring IPR income of approximately EUR 20
million, partially offset by lower gross margin in Mobile Broadband. The gross
margin in Global Services benefited from a greater sequential revenue
recognition triggered by certain project acceptances. Nokia Siemens Networks
does not expect a similar benefit in the third quarter 2013. 

Operating Expenses

Nokia Siemens Networks non-IFRS research and development expenses decreased 10%
year-on-year and 3% sequentially in the second quarter 2013. Both on a
year-on-year and sequential basis the lower non-IFRS research and development
expenses were primarily due to reduced investments in business activities that
are not consistent with the Nokia Siemens Networks focused strategy as well as
increased research and development efficiency, partially offset by higher
investments in areas that are consistent with the Nokia Siemens Networks
focused strategy most notably LTE. 

On a year-on-year basis, Nokia Siemens Networks non-IFRS sales and marketing
expenses decreased 16% in the second quarter 2013 primarily due to structural
cost savings from Nokia Siemens Networks' transformation and restructuring
program. On a sequential basis, Nokia Siemens Networks non-IFRS sales and
marketing expenses increased 2% in the second quarter 2013. 

Nokia Siemens Networks non-IFRS general and administrative expenses increased
19% year-on-year and 15% sequentially in the second quarter 2013. Both on a
year-on-year and sequential basis, the higher non-IFRS general and
administrative expenses were primarily due to costs associated with certain
finance and information technology-related projects and divestments. 

Nokia Siemens Networks non-IFRS other income and expense for the second quarter
2013 was income of EUR 30 million, compared to expense of EUR 25 million in the
second quarter 2012, and income of EUR 7 million in the first quarter 2013. On
a year-on-year basis, the non-IFRS other income and expense change was
primarily due to a reduction in doubtful account allowances, gain on sale of
real estate and a net positive impact related to foreign currency fluctuation.
On a sequential basis, the change was primarily due to a reduction in doubtful
account allowances, and a gain on sale of real estate, partially offset by a
net negative impact related to foreign currency fluctuations. 

Non-IFRS Operating Margin

In the second quarter 2013, non-IFRS operating margin for Global Services was
higher than non-IFRS operating margin for Mobile Broadband. 

The year-on-year increase in Nokia Siemens Networks non-IFRS operating margin
in the second quarter 2013 was primarily due to higher gross margin, partially
offset by higher operating expenses as a percentage of net sales. On a
year-on-year basis, non-IFRS operating margin increased for both Global
Services and Mobile Broadband. 

The sequential increase in Nokia Siemens Networks non-IFRS operating margin in
the second quarter 2013 was primarily due to higher gross margin. On a
sequential basis, non-IFRS operating margin increased for Global Services. 

Operating Margin

The year-on-year increase in Nokia Siemens Networks operating margin in the
second quarter 2013 was primarily due to higher gross margin, partially offset
by higher operating expenses as a percentage of net sales. The other income and
expenses was an expense of EUR 278 million, compared to an expense of EUR 156
million in the second quarter 2012. 

The sequential increase in Nokia Siemens Networks operating margin in the
second quarter 2013 was primarily due to higher gross margin and lower
operating expenses as a percentage of net sales. The other income and expenses
was an expense of EUR 278 million, compared to an expense of EUR 122 million in
the first quarter 2013. 

On both a year-on-year and sequential basis, the decline in Nokia Siemens
Networks operating expenses was primarily due to the absence of purchase price
accounting-related items arising from the formation of Nokia Siemens Networks,
which had been fully amortized as of the end of the first quarter 2013. 

Global Restructuring Program

The following table sets forth a summary of Nokia Siemens Networks cost
reduction activities and planned operational adjustments. 



NOKIA SIEMENS NETWORKS RESTRUCTURING SUMMARY                                    
--------------------------------------------------------------------------------
- 
EUR          Q2/2013    Cumulative     Q3/2013       2013       2014       Total
 (million)   (approx         up to  (approxima  (approxim  (approxim  (approxima
              imate)       Q2/2013          te        ate        ate          te
                      (approximate   estimate)  estimate)  estimate)   estimate)
                                 )                                              
--------------------------------------------------------------------------------
Restructuri      308         1 700         Not        Not        Not       1 800
ng-related                            provided   provided   provided            
 charges                                                                        
--------------------------------------------------------------------------------
Restructuri      190         1 000         200        700        200       1 600
ng-related                                                                      
 cash                                                                           
 outflows                                                             
--------------------------------------------------------------------------------



The reduction in operating expenses and production overheads in the second
quarter 2013 contributed to the improvement in overall profitability in the
quarter and is expected to contribute further cost savings in the second half
of 2013. As a result of the increased savings in the first half of 2013, and an
accelerated pace of execution, Nokia Siemens Networks has increased its target
for a reduction in annualized operating expenses and production overheads,
excluding specific items, to more than EUR 1.5 billion by the end of 2013. The
reduction in operating expenses is expected from across the restructuring and
transformation program. Overall savings are expected to come largely from the
previously announced organizational streamlining, Nokia Siemens Networks has
also targeted areas such as real estate, information technology, product and
service procurement costs, overall general and administrative expenses and a
significant reduction of suppliers in order to further lower costs and improve
quality. 

Non-cash charges and timing differences account for the differences between the
above charges and the corresponding cash out-flows. Changes in estimates of
timing or amounts of costs to be incurred and associated cash flows may become
necessary as the transformation and restructuring program is implemented. 

At the end of the second quarter 2013, Nokia Siemens Networks had approximately
50 500 employees, a reduction of approximately 12 900 compared to the end of
the second quarter 2012, and approximately 6 200 compared to the end of the
first quarter 2013. 

SECOND QUARTER 2013 OPERATING HIGHLIGHTS

Operating highlights for previous quarters are available in the respective
interim reports. 

Devices & Services OPERATING HIGHLIGHTS

-                 Nokia started production at its new manufacturing facility in
Hanoi, Vietnam. The new site has been established to produce our most
affordable Asha smartphones and feature phones. 

-                 Nokia was ranked ninth in Interbrand's Best Global Green
Brands survey, ahead of all its peers in the mobile industry. 

SMART DEVICES

-           Nokia announced and started shipments in select markets of the
Nokia Lumia 925, a new interpretation of its award-winning flagship, the Nokia
Lumia 920. The Nokia Lumia 925 introduces metal for the first time to the Nokia
Lumia range and includes the most advanced lens technology and next-generation
imaging software to capture clearer and sharper pictures and video even in low
light conditions. The Nokia Lumia 925 offers a variety of exclusive services
such as Nokia Music for unlimited streaming of free playlists, integrated HERE
services, and the option to add wireless charging with a snap-on wireless
charging cover. 

-           Nokia announced the Nokia Lumia 928 smartphone, exclusive to
Verizon Wireless. With a 8.7MP camera and Nokia's PureView imaging innovation,
the Nokia Lumia 928 delivers superior imaging and video performance that
enables people to capture bright, blur free photos and videos, even in low
light conditions. The sleek and stylish smartphone comes with the latest
high-end Nokia Lumia experiences, including Nokia Music, HERE services, and
built-in wireless charging. 

-           Nokia started shipping in volumes the Nokia Lumia 520, its most
affordable Windows Phone 8 smartphone, delivering experiences normally found
only in high-end smartphones, such as the same digital camera lenses found on
the Nokia Lumia 920, Nokia Music for free music out of the box and even
offline, and HERE services. 

-           Nokia's Lumia range of smartphones continued to attract businesses,
including Miele & Cie. KG, a global leader in domestic appliances and
commercial machinery, which has chosen the Nokia Lumia range as the smartphone
of choice for its global employees. 

-           The Windows Phone Store continued to strengthen in terms of the
quantity and quality of applications. The Windows Phone Store today offers more
than 165 000 applications and games. 



MOBILE PHONES

-                 Nokia announced and started shipments of the Nokia Asha 501,
the first of a new generation of smartphones to run on the new Asha platform.
Retailing at a suggested price of USD 99, the Nokia Asha 501 offers users
affordable smartphone design with bold color, a high-quality build and an
innovative user interface. The new Asha platform also allows developers who
write applications for the Nokia Asha 501 to reach all smartphones based on the
new Asha platform without having to re-write code. 

-          Nokia started shipments of the Nokia 105, the most affordable phone
in its portfolio, retailing at a recommended price of EUR 15. The Nokia 105 is
the ideal device for the first-time phone buyer, featuring a bright color
screen, a flashlight, a dust- and splash-proof keymat and battery life of up to
35 days. 

HERE OPERATING HIGHLIGHTS

-                 Rand McNally, one of the largest commercial truck routing
software companies in North America, chose HERE as its preferred map provider.
HERE contributes information specific to truck transportation, such as the
height of a bridge overpass, road weight restrictions for trucks and posted
speed limits. 

-                 The U.S. Federal Highway Administration will use HERE Traffic
covering all major highways and border crossings in the U.S. to develop
performance measures. 

-                 TRANSCOM will use HERE Traffic to support 16 government
agencies with real-time traffic data in New York, New Jersey and Connecticut. 
This data is used by toll authorities, departments of transportation, transit
agencies, and public safety organizations.  It will also be used for traveler
information services by the agencies. 

-                 HERE continued to strengthen its long-lasting relationships
within the automotive industry, with a number of companies choosing to
integrate our automotive grade quality maps, traffic and location services.
These include EUROPE: Hyundai in 15 EU countries, Ford Traffic in Germany;
RUSSIA: Honda Russia, Renault Russia, Opel Russia; AMERICAS: Mitsubishi Motors
North America, Inc., Toyota Argentina, Toyota Brazil; ASIA PACIFIC: Mitsubishi
Australia, Nissan Australia, Honda Malaysia and Renault India. 

-                 Spokeo, a leading online people search platform that
organizes data from various sources and boasts 20 million monthly visitors,
selected HERE platform for maps, satellite imagery and geocoding for North
America. HERE will enable Spokeo to continue to enhance the way data is
featured in maps and will deliver geo-related data to improve the overall
people search experience. 

-                 SAP selected HERE to serve as the location technology for its
TwoGo car-sharing service. 

-                 HERE announced traffic information for 16 new cities in
Russia, a country afflicted with some of the world's worst traffic conditions.
The expansion of HERE brings real-time traffic content through broadcast radio
and web to more customers in the Russian market and total HERE Traffic coverage
in the country to 31 cities. 

-                 HERE updated aerial imagery on here.com, resulting in
improved resolution and more detailed views when zoomed in. HERE today provides
aerial imagery of this level of resolution covering 14 million square
kilometers. 

-                 HERE increased the number of buildings for which it provides
venue maps by 70%, from 29 000 to 49 000 buildings. 

-                 HERE launched LiveSight, an augmented reality technology, for
HERE Maps. 

-                 HERE released an update of its street maps for Windows Phone
8 and here.com, providing more detail and features. The update includes better
maps for a number of countries, including Tunisia, Senegal and Croatia, as well
as better public transit capabilities for Hong Kong, Macau and Taiwan. With the
new version, updates are simply added to the existing map, removing the need to
re-download content and reducing overall data consumption. 

NOKIA SIEMENS NETWORKS OPERATING HIGHLIGHTS

-                 Mobile broadband deal momentum continued and during the
quarter Nokia Siemens Networks was selected by TIM Brasil to build its 4G LTE
network ahead of the 2014 football World Cup; chosen by AIS to roll out 3G
services in Thailand to meet growing demand; modernized the 3G network for M1
in Singapore; launched 4G mobile broadband services for Ooredoo in Qatar; and
enabled a 4G network for Claro Chile, a wholly-owned subsidiary of the América
Móvil group. Nokia Siemens Networks also completed the fourth set of
interoperability testing of its GSM-Railway (GSM-R) infrastructure with another
European supplier against requirements specified by the European Union (EU). 

-                 Nokia Siemens Networks continues to invest to stay at the
forefront of mobile broadband, and in May launched new software applications
for the Liquid Radio WCDMA Software Suite to help mobile broadband operators
manage the smartphone boom and substantially reduce the network signaling
overload. Nokia Siemens Networks enhanced its Smart Wi-Fi solution to provide
the industry's most comprehensive traffic steering capabilities between
cellular and Wi-Fi networks. The company is also launching a new 3G Femtocell
Access Point for seamless connectivity in residential areas to enable seamless
connectivity and positive customer experience across all networks. 

-                 ABI Research has ranked Nokia Siemens Networks number one in
its macro base station vendor competitive assessment, with high scores in
implementation and innovation, and a best-in-class rank for essential IP,
advanced features, multi-protocol support and LTE RAN contracts criteria. 

-                 Nokia Siemens Networks continues to push the limits of 4G
technology with a series of unmatched speed records. In June, Nokia Siemens
Networks achieved a record-breaking 56 Mbps peak upload throughput in a TD-LTE
network using its commercial 4G base station with multiple antenna technology
and a single 20 MHz carrier. A1 Telekom Austria conducted a successful
demonstration of LTE-Advanced carrier aggregation using Nokia Siemens Networks
current base station hardware, showcasing download speeds of far more than
twice the current 4G LTE peak rates. 

-                 With its Technology Vision 2020, Nokia Siemens Networks is
implementing a hands-on innovation approach to enable mobile broadband networks
to profitably deliver 1 gigabyte of personalized data per user per day by 2020.
In June 2013, it was announced that Nokia Siemens Networks is putting its
Technology Vision 2020 into practice, with its big data telco platform
prototype analyzing 1 million live messages a second, bridging the best of IT
and telco technologies. 

-          Nokia Siemens Networks was recognized for its progress in
innovation. In May, Nokia Siemens Networks won two Emerging Technologies Awards
at CTIA 2013, for its Fuel Cell solution and Liquid Applications, further
strengthening the company's commitment to helping operators reduce their carbon
footprints and to transforming the base station into an intelligent part of an
operator's network, enabling it to serve and deliver local content. Nokia
Siemens Networks was a three-time winner with its operator customers at the
prestigious Global Telecoms Business Innovation Awards. The three awards, in
the ‘Wireless network infrastructure innovation' category, recognized joint
projects with SK Telecom (Liquid Applications), touch Telecom (centralized
Network and Operations Center) and Zain Kuwait (Customer Experience Index) that
demonstrated innovation to better serve the industry's end customers. 

-                 In May, Nokia Siemens Networks opened a Global Delivery
Center (GDC) hub in China. The new facility will provide tools, processes and
skilled resources to remotely manage mobile broadband networks for operators in
China and around the world. 

-                 Nokia Siemens Networks has extended its Customer Experience
Management (CEM) portfolio to enable operators to pinpoint their best customers
by service and location. The operator, touch, selected Nokia Siemens Networks
to help improve its customer experience management in Lebanon using Nokia
Siemens Networks' unique operations support systems (OSS) portfolio and related
integration services to transform its service operations cost-efficiently and
pave the way for the operator to achieve service assurance. Zain Kuwait has
deployed Nokia Siemens Networks' Customer Experience Management (CEM), to
introduce a superior service experience for its mobile broadband customers. 

NOKIA IN JANUARY-JUNE 2013

The following discussion is of Nokia's reported results for January-June 2013.
Comparisons are given to January-June 2012 results, unless otherwise indicated. 

The following table sets forth a summary of the reported results for the
periods indicated, as well as the year-on-year growth rates. 

NOKIA GROUP RESULTS SUMMARY                                                     
--------------------------------------------------------------------------------
- 
                                              Q1-Q2/2013  Q1-Q2/2012  YoY Change
--------------------------------------------------------------------------------
Net sales (EUR million)                           11 547      14 896        -22%
--------------------------------------------------------------------------------
Gross margin (%)                                     32%         26%            
--------------------------------------------------------------------------------
Operating expenses (EUR million)                  -3 574      -4 800        -26%
--------------------------------------------------------------------------------
Operating margin (%)                                 -2%        -15%            
--------------------------------------------------------------------------------
Financial income and expense, net                   -163        -177            
--------------------------------------------------------------------------------
Tax                                                 -185        -753        -75%
--------------------------------------------------------------------------------
Loss                                                -617      -3 097            
--------------------------------------------------------------------------------
Loss attributable to equity holders of the          -499      -2 336            
 parent                                                                         
--------------------------------------------------------------------------------
EPS, diluted                                       -0.13       -0.63            
--------------------------------------------------------------------------------



The decline in the Nokia Group net sales in the first six months of 2013
resulted from lower net sales in Devices & Services, as well as lower net sales
in Nokia Siemens Networks and HERE. Within Devices & Services the net sales of
Mobile Phones declined more than net sales in Smart Devices. Mobile Phones net
sales decline was due to lower volumes and ASPs, affected by competitive
industry dynamics, including intense smartphone competition at increasingly
lower price points and intense competition at the low end of our product
portfolio. The net sales decline in Smart Devices was due to lower volumes
offset by higher ASPs, affected by competitive industry dynamics including the
strong momentum of competing smartphone platforms as well as our portfolio
transition from Symbian products to Lumia products. The decline in HERE net
sales was primarily due to a decline in internal net sales, primarily related
to our Smart Devices business unit. The decline in Nokia Siemens Networks net
sales was due to lower net sales in Global Services as well as lower net sales
in businesses not consistent with Nokia Siemens Networks strategic focus. In
addition, net sales in Mobile Broadband also declined on an overall basis,
while delivering strong growth in LTE. 

The increase in Nokia Group gross margin in the first six months of 2013 was
primarily due to higher gross margins in Nokia Siemens Networks and Devices &
Services. The HERE business gross margin was down during the same time period,
due to lower internal net sales which carry higher gross margin. Nokia Siemens
Networks gross margin primarily increased due to higher gross margin in both
Mobile Broadband and Global Services, as well as a higher proportion of Mobile
Broadband within the total sales mix. Devices & Services gross margin increased
primarily due to Smart Devices, partially offset by Mobile Phones and to a
lesser degree Devices & Services Other, due to the divestment of Vertu during
the fourth quarter 2012. 

The decrease in the Nokia Group operating expenses in the first six months of
2013 was primarily due to Devices & Services and Nokia Siemens Networks. In
both Devices & Services and Nokia Siemens Networks the decrease was primarily
due to structural cost savings as well as overall cost controls. 

The Nokia Group net financial income and expense in the first six months of
2013 was a lower expense than in the first six months of 2012. The lower net
expense was primarily due to the income received from one of Nokia's
investments and lower net foreign exchange-related losses. 

The Nokia Group taxes in the first six months of 2013 were significantly lower
than in the first six months of 2012. The lower tax expense was primarily due
to the absence of a non-cash valuation allowances related to deferred tax
assets of EUR 800 million in the second quarter 2012. 

The Nokia Group loss in the first six months of 2013 was a smaller loss
primarily due to lower operating expenses, lower other expenses, and lower tax
expense primarily due to the absence of a non-cash valuation allowances related
to deferred tax assets of EUR 800 million in the second quarter 2012. 

RISKS AND FORWARD-LOOKING STATEMENTS

It should be noted that Nokia and its business are exposed to various risks and
uncertainties and certain statements herein that are not historical facts are
forward-looking statements, including, without limitation, those regarding: A)
the expected plans and benefits of our partnership with Microsoft to bring
together complementary assets and expertise to form a global mobile ecosystem
for smartphones; B) the timing and expected benefits of our strategies,
including expected operational and financial benefits and targets as well as
changes in leadership and operational structure; C) the timing of the
deliveries of our products and services; D) our ability to innovate, develop,
execute and commercialize new technologies, products and services; E)
expectations regarding market developments and structural changes; F)
expectations and targets regarding our industry volumes, market share, prices,
net sales and margins of our products and services; G) expectations and targets
regarding our operational priorities and results of operations; H) expectations
and targets regarding collaboration and partnering arrangements; I) the outcome
of pending and threatened litigation, regulatory proceedings or investigations
by authorities; J) expectations regarding the successful completion of 
restructurings, investments, acquisitions and divestments on a timely basis and
our ability to achieve the financial and operational targets set in connection
with any such restructurings, investments, divestments and acquisitions ,
including our acquisition of Siemens' entire stake in Nokia Siemens Networks
and the closing of such acquisition, as well as any expected plans and benefits
related to or caused by such acquisition; and K) statements preceded by"believe,""expect,""anticipate,""foresee,""target,""estimate,""designed,""aim", "plans,""intends,""will" or similar expressions. 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, including risks and uncertainties that could cause these differences
include, but are not limited to: 1) our ability to make the Windows Phone
ecosystem a competitive and profitable global ecosystem that achieves
sufficient scale, value and attractiveness to relevant market participants,
making Nokia products with Windows Phone a competitive choice for consumers; 2)
our success in the smartphone market, including our ability to introduce and
bring to market quantities of attractive, competitively priced Nokia products
with Windows Phone that are positively differentiated from our competitors'
products, both outside and within the Windows Phone ecosystem; 3) our ability
to produce attractive and competitive devices in our Mobile Phones business
unit, including feature phones and devices with features such as full touch
that can be categorized as smartphones, in a timely and cost efficient manner
with differentiated hardware, software, localized services and applications; 4)
the success of our HERE strategy, including our ability to establish a
successful location-based platform and extend our location-based services
across devices and operating systems; 5) our ability to provide support for our
Devices & Services business and maintain current and create new sources of
revenue from our location-based service and commerce assets; 6) our ability to
protect numerous patented standardized or proprietary technologies from
third-party infringement or actions to invalidate the intellectual property
rights of these technologies; 7) our ability to maintain the existing sources
of intellectual property related revenue and establish new such sources; 8) the
intensity of competition in the various markets where we do business and our
ability to maintain or improve our market position or respond successfully to
changes in the competitive environment; 9) our ability to keep momentum and
increase our speed of innovation, product development and execution in order to
bring new innovative and competitive mobile products and location-based or
other services to the market in a timely manner; 10) the success of our
partnership with Microsoft in connection with the Windows Phone ecosystem; 11)
our ability to effectively and smoothly implement the planned changes in our
operational structure and achieve targeted efficiencies and reductions in
operating expenses and our ability to complete the planned divestments and
acquisition, including obtaining any needed regulatory approvals; 12) our
ability to retain, motivate, develop and recruit appropriately skilled
employees; 13) our dependence on the development of the mobile and
communications industry, including location-based and other services
industries, in numerous diverse markets, as well as on general economic
conditions globally and regionally; 14) our ability to maintain and leverage
our traditional strengths in the mobile products market, especially if we are
unable retain the loyalty of our mobile operator and distributor customers and
consumers as a result of the implementation of our strategies or other factors;
15) the performance of the parties we partner and collaborate with, including
Microsoft and our ability to achieve successful collaboration or partnering
arrangements; 16) our ability to deliver our mobile products profitably, in
line with quality requirements and on time, especially if the limited number of
suppliers we depend on, many of which are geographically concentrated with a
majority based in Asia, fail to deliver sufficient quantities of fully
functional products, components, sub-assemblies, software and services on
favorable terms and in compliance with our supplier requirements; 17) our
ability to manage efficiently our manufacturing and logistics, as well as to
ensure the quality, safety, security and timely delivery of our products and
services; 18) any actual or even alleged defects or other quality, safety and
security issues in our products; 19) any inefficiency, malfunction or
disruption of a system or network that our operations rely on; 20) the impact
of cybersecurity breach or other factors leading to an actual or alleged loss,
improper disclosure or leakage of any personal or consumer data collected by us
or our partners or subcontractors, made available to us or stored in or through
our products; 21) our ability to successfully manage the pricing of our
products and costs related to our products and our operations; 22) the
potential complex tax issues and obligations we may face, including the
obligation to pay additional taxes in various jurisdictions and our actual or
anticipated performance, among other factors, could result in allowances
related to deferred tax assets; 23) exchange rate fluctuations, particularly
between the euro, which is our reporting currency, and the US dollar, the
Japanese yen and the Chinese yuan, as well as certain other currencies; 24) our
ability to protect the technologies, which we or others develop or which 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 product and services; 25) the impact of
economic, regulatory, political or other development on our sales,
manufacturing facilities and assets located in emerging market countries as
well as the impact of regulations against imports to those countries; 26) the
impact of changes in and enforcement of government policies, technical
standards, trade policies, laws or regulations in countries where our assets
are located and where we do business; 27) investigations or claims by
contracting parties in relation to exits from countries, areas or contractual
arrangements; 28) unfavorable outcome of litigation, regulatory proceedings or
investigations by authorities; 29) allegations of possible health risks from
electromagnetic fields generated by base stations and mobile devices, and the
lawsuits and publicity related to them, regardless of merit; 30) Nokia Siemens
Networks' success in the mobile broadband infrastructure and related services
market and its ability to effectively, profitably and timely adapt business and
operations to the diverse needs of its customers; 31) Nokia Siemens Networks'
ability to maintain and improve its market position and respond successfully to
changes and competition in the mobile broadband infrastructure and related
services market; 32) Nokia Siemens Networks' success in implementing its
restructuring plan and reducing its operating expenses and other costs; 33)
Nokia Siemens Networks' ability to invest in and timely introduce new
competitive products, services, upgrades and technologies; 34) Nokia Siemens
Networks' dependence on limited number of customers and large, multi-year
contracts; 35) Nokia Siemens Networks' liquidity and its ability to meet its
working capital requirements, including access to available credit under its
financing arrangements and other credit lines as well as cash at hand; 36) the
management of Nokia Siemens Networks' customer financing exposure; 37) whether
ongoing or any additional governmental investigations of alleged violations of
law by some former employees of Siemens may involve and affect the
carrier-related assets and employees transferred by Siemens to Nokia Siemens
Networks; 38) any impairment of Nokia Siemens Networks customer relationships
resulting from ongoing or any additional governmental investigations involving
the Siemens carrier-related operations transferred to Nokia Siemens Networks,
as well as the risk factors specified on pages 12-47 of Nokia's annual report
on Form 20-F for the year ended December 31, 2012 under Item 3D. "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 publicly update or revise forward-looking
statements, whether as a result of new information, future events or otherwise,
except to the extent legally required. 

Nokia, Helsinki - July 18, 2013

Media and Investor Contacts:


Nokia

Corporate Communications
tel. +358 7180 34900
email: press.services@nokia.com

Investor Relations Europe
tel. +358 7180 34927

Investor Relations US
tel. +1 914 368 0555

www.nokia.com

Nokia plans to publish its third quarter 2013 interim report on October 17, 2013