2016-10-27 07:00:56 CEST

2016-10-27 07:00:56 CEST


REGULATED INFORMATION

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Nokia - Interim report (Q1 and Q3)

Nokia Corporation Interim Report for Q3 2016 and January-September 2016


Nokia Corporation
Interim Report
October 27, 2016 at 08:00 (CET +1)

Solid financial and operational performance across the company

This is a summary of the Nokia Corporation interim report for third quarter
2016 and January-September 2016 published today. The complete interim report for
third quarter 2016 and January-September 2016 with tables is available at
www.nokia.com/financials. Investors should not rely on summaries of our interim
reports only, but should review the complete interim reports with tables.

FINANCIAL HIGHLIGHTS

  * Non-IFRS net sales in Q3 2016 of EUR 6.0 billion (reported: EUR 5.9
    billion). In the year-ago quarter, non-IFRS net sales would have been EUR
    6.4 billion on a comparable combined company basis (reported: EUR 3.0
    billion on a Nokia stand-alone basis).
  * Non-IFRS diluted EPS in Q3 2016 of EUR 0.04 (reported: EUR negative 0.02).
Nokia's Networks business

  * 12% year-on-year net sales decrease in Q3 2016. Consistent with our outlook
    for the wireless infrastructure market, net sales were weak in Mobile
    Networks within Ultra Broadband Networks, and accounted for approximately
    80% of the overall decrease in Nokia's Networks business. IP Networks and
    Applications also contributed to the decrease. This was partially offset by
    growth in Fixed Networks within Ultra Broadband Networks.
  * In Q3 2016, solid gross margin of 37.2% and operating margin of 8.1%,
    supported by continued strong operational performance and cost controls.
Nokia Technologies

  * 109% year-on-year net sales increase and 168% operating profit increase in
    Q3 2016. Excluding the impact of non-recurring licensing income, Nokia
    Technologies net sales and operating profit both would have grown by
    approximately 50% year-on-year, primarily due to higher intellectual
    property licensing income and, to a lesser extent, increased net sales
    resulting from the acquisition of Withings.
Group Common and Other

  * 41% year-on-year net sales increase in Q3 2016, with particularly strong
    growth in Alcatel Submarine Networks.


 Q3 and January-September 2016 non-IFRS results. Refer to note 1 to the
 interim financial statements for further details( 1,2)
------------------------------------------------------------------------------
                      Combined                              Combined
                       company                               company
                      histori-                              histori-
                       cals(2)                               cals(2)

 EUR million   Q3'16     Q3'15      YoY Q2'16    QoQ    Q1-      Q1-      YoY
                                 change       change  Q3'16    Q3'15   change
------------------------------------------------------------------------------
 Net sales -
 constant                          (6)%           4%                     (8)%
 currency
 (non-IFRS)

 Net sales     5 950     6 395     (7)% 5 676     5% 17 230   18 887     (9)%
 (non-IFRS)

   Nokia's
 Networks      5 322     6 020    (12)% 5 228     2% 15 730   17 578    (11)%
 business

 Ultra
 Broadband     3 903     4 469    (13)% 3 807     3% 11 438   12 999    (12)%
 Networks

 IP Networks
 and           1 419     1 552     (9)% 1 421     0%  4 292    4 579     (6)%
 Applications

   Nokia         353       169     109%   194    82%    745      661      13%
 Technologies

   Group
 Common          298       211      41%   271    10%    805      668      21%
 and Other

 Gross profit  2 365     2 410     (2)% 2 202     7%  6 771    7 170     (6)%
 (non-IFRS)

 Gross margin
 %             39.7%     37.7%   200bps 38.8%  90bps  39.3%    38.0%   130bps
 (non-IFRS)

 Operating
 profit          556       682    (18)%   332    67%  1 233    1 607    (23)%
 (non-IFRS)

   Nokia's
 Networks        432       678    (36)%   312    38%  1 081    1 399    (23)%
 business

 Ultra
 Broadband       326       478    (32)%   228    43%    788      954    (17)%
 Networks

 IP Networks
 and             106       200    (47)%    84    26%    293      445    (34)%
 Applications

   Nokia         225        84     168%    89   153%    420      381      10%
 Technologies

   Group
 Common        (101)      (80)           (68)         (268)    (173)
 and Other

 Operating
 margin %       9.3%     10.7% (140)bps  5.8% 350bps   7.2%     8.5% (130)bps
 (non-IFRS)
------------------------------------------------------------------------------


 Q3 and January-September 2016 reported results, unless otherwise specified.
 Refer to note 1 to the interim financial statements for further details(1,3)
--------------------------------------------------------------------------------
                         Nokia                                   Nokia
                        stand-                                  stand-
                         alone                                   alone
                      histori-                                histori-
                       cals(3)                                 cals(3)

 EUR million
 (except for    Q3'16    Q3'15      YoY   Q2'16    QoQ    Q1-      Q1-      YoY
 EPS                             change         change  Q3'16    Q3'15   change
 in EUR)
--------------------------------------------------------------------------------
 Net Sales -
 constant                           95%             5%                      91%
 currency

 Net sales      5 890    3 036      94%   5 583     5% 16 972    8 890      91%

   Nokia's
 Networks       5 322    2 877      85%   5 228     2% 15 730    8 277      90%
 business

 Ultra
 Broadband      3 903    2 548      53%   3 807     3% 11 438    7 343      56%
 Networks

 IP Networks
 and            1 419      329     331%   1 421     0%  4 292      934     360%
 Applications

   Nokia          353      163     117%     194    82%    745      624      19%
 Technologies

   Group
 Common           298        0              271    10%    805        0
 and Other

   Non-IFRS      (60)        0             (93)         (258)        0
 exclusions

 Gross profit   2 216    1 316      68%   2 028     9%  5 798    3 843      51%

 Gross margin   37.6%    43.3% (570)bps   36.3% 130bps  34.2%    43.2% (900)bps
 %

 Operating         55      333    (83)%   (760)            (1    1 054
 profit                                                  417)

   Nokia's
 Networks         432      412       5%     312    38%  1 081      854      27%
 business

 Ultra
 Broadband        326      360     (9)%     228    43%    788      805     (2)%
 Networks

 IP Networks
 and              106       52     104%      84    26%    293       49     498%
 Applications

   Nokia          225       89     153%      89   153%    420      383      10%
 Technologies

   Group
 Common         (101)     (23)             (68)         (268)     (14)
 and Other

   Non-IFRS     (501)    (145)     246% (1 092)  (54)%     (2    (168)   1 477%
 exclusions                                              650)

 Operating       0.9%    11.0%  (1 010) (13.6)%  1 450 (8.3)%    11.9%  (2 020)
 margin %                           bps            bps                      bps

 Profit (non-     264      297    (11)%     171    54%    574      816    (30)%
 IFRS)

 (Loss)/profit  (133)      188            (726)  (82)%     (1      695
 (4)                                                     570)

 EPS, diluted    0.04     0.08    (50)%    0.03    33%   0.11     0.21    (48)%
 (non-IFRS)

 EPS, diluted  (0.02)     0.05           (0.12)        (0.25)     0.18
 (4)

 Net cash and
 other liquid   5 539    4 120      34%   7 077  (22)%  5 539    4 120      34%
 assets
--------------------------------------------------------------------------------
 (1)Results are as reported unless otherwise specified. The results information
 in this report is unaudited. Non-IFRS results exclude costs related to the
 Alcatel-Lucent transaction and related integration, goodwill impairment
 charges, intangible asset amortization and purchase price related items,
 restructuring and associated charges, and certain other items that may not be
 indicative of Nokia's underlying business performance. For details, please
 refer to the Non-IFRS Exclusions section included in discussions of both the
 quarterly and year to date performance and note 2, "Non-IFRS to reported
 reconciliation", in the notes to the financial statements attached to this
 report. A reconciliation of the Q3 2015 non-IFRS combined company results to
 the reported results can be found in the "Nokia provides recast segment
 results for 2015 reflecting new financial reporting structure" stock exchange
 release published on April 22, 2016. Change in net sales at constant currency
 excludes the impact of changes in exchange rates in comparison to Euro, our
 reporting currency. For more information on currency exposures, please refer
 to note 1, "Basis of Preparation", in the notes to the financial statements
 attached to this report.

 (2)Combined company historicals reflect Nokia's new operating and financial
 reporting structure, including Alcatel-Lucent, and are presented as additional
 information as described in the stock exchange release published on April
 22, 2016. For more information on the combined company historicals, please
 refer to note 1, "Basis of Preparation", in the notes to the financial
 statements attached to this report.

 (3)Nokia standalone historicals are the recasting of Nokia's historical
 standalone financial results, reflecting Nokia's updated segment reporting
 structure, excluding Alcatel-Lucent. Beginning from the first quarter 2016,
 Nokia results include those of Alcatel-Lucent on a consolidated basis.
 Accordingly, Nokia results beginning from the first quarter 2016 are not
 directly comparable to prior period Nokia standalone results.

 (4)Reported Q1-Q3'16 result is not comparable to the reported results
 published previously due to an update to the Alcatel-Lucent purchase price
 allocation in Q3'16 which resulted in an adjustment to the reported Q1'16
 income tax benefit. Refer to note 6, "Acquisitions", in the notes to the
 financial statements attached to this report for further details.



SUBSEQUENT EVENTS

New expiration date announced for Nokia's public buy-out offer for Alcatel-
Lucent securities; Squeeze-out expected to occur on November 2, 2016

On October 4, 2016, the French stock market authority (Autorité des marchés
financiers, "AMF") announced that a legal action was filed before the Paris
Court of Appeal (the "Court") on September 30, 2016 for annulment of the AMF's
clearance decision regarding Nokia's public buy-out offer (the "Public Buy-Out
Offer"), which would be followed by a squeeze-out (the "Squeeze-Out", together
with the Public Buy-Out Offer, the "Offer"), for all remaining securities of
Alcatel-Lucent.

On October 25, 2016, the AMF announced the continuation of the timetable of the
Offer and, accordingly, the Public Buy-Out Offer period will end on October
31, 2016 and the Squeeze-Out will be implemented on November 2, 2016. In
connection with the continuation of the timetable, as a precautionary measure,
Nokia has agreed to certain commitments that are in force until the decision of
the Court, and in the event that the AMF's clearance decision would be nullified
or amended by the Court.

The legal challenge filed before the Court against the AMF's clearance decision
regarding the Offer is still pending and the Court is expected to issue a
decision during the first quarter of 2017. Nokia believes that the Offer
complies with all applicable laws and regulations and that the legal challenge
is without merit.

Nokia adjusts planned share repurchase program to EUR 1.0 billion, after using
approximately EUR 560 million in cash to acquire Alcatel-Lucent securities in
order to reach the 95% squeeze-out threshold

On October 29, 2015, Nokia announced a EUR 7 billion Capital Structure
Optimization Program, including EUR 1.5 billion of share repurchases. The
shareholder distributions were calculated assuming ownership of all outstanding
shares of Alcatel-Lucent and conversion of all Nokia and Alcatel-Lucent
convertible bonds.

Nokia intended to reach the 95% squeeze-out threshold through the initial and
subsequent public share exchange offers made in Q4 2015 and Q1 2016 for all
outstanding Alcatel-Lucent securities. However, as the 95% threshold was not
reached through the exchange offers, Nokia has, in addition to using its shares,
used approximately EUR 560 million in cash to acquire Alcatel-Lucent securities
in order to reach the 95% threshold. If the Alcatel-Lucent securities that were
purchased in cash by Nokia would have instead been exchanged for Nokia shares at
the 0.55 exchange ratio for Alcatel-Lucent shares or the 0.704 exchange ratio
for the relevant Alcatel-Lucent convertible bonds, approximately 87 million more
Nokia shares would have been issued. Ultimately, including the expected cash to
be used for the Public Buy-Out Offer and Squeeze-Out of approximately EUR 630
million, Nokia expects to use a total of approximately EUR 1.2 billion in cash
to acquire Alcatel-Lucent securities; and instead of having approximately 6
billion Nokia shares outstanding at the end of the transaction, Nokia now
expects approximately 5.8 billion outstanding shares.

Nokia considers the approximately EUR 560 million in cash that was used to reach
the 95% squeeze-out threshold as indirect share repurchases, and thus, part of
the planned EUR 1.5 billion share repurchase program. Consequently, under
Nokia's Capital Structure Optimization program, Nokia has already completed EUR
560 million of indirect share repurchases and intends to proceed with EUR 1.0
billion of share repurchases, starting after the completion of the squeeze-out
and continuing through the end of 2017.

Nokia and China Huaxin continue negotiations to create a new joint venture
combining Nokia China and Alcatel-Lucent Shanghai Bell

Nokia and China Huaxin Post & Telecommunication Economy Development Center
("China Huaxin") are continuing their discussions under the memorandum of
understanding, as originally announced on August 28, 2015, to combine Nokia's
telecommunications infrastructure businesses in China ("Nokia China") and
Alcatel-Lucent Shanghai Bell into a new joint venture.

The expected time frame to reach a definitive agreement was within nine months
after completion of Nokia's proposed combination with Alcatel-Lucent in January
2016. Due to the complexity of the negotiations, Nokia and China Huaxin have not
reached final terms of how the new joint venture would be created. Therefore,
Nokia and China Huaxin continue negotiations to create a new joint venture
combining Nokia China and Alcatel-Lucent Shanghai Bell, while continuing to
operate under the existing interim operating agreement.


NON-IFRS RESULTS

Non-IFRS results provide meaningful supplemental information regarding
underlying business performance

In addition to information on our reported IFRS results, we provide certain
information on a non-IFRS, or underlying business performance, basis. We believe
that our non-IFRS results provide meaningful supplemental information to both
management and investors regarding Nokia's underlying business performance by
excluding the below-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.

Non-IFRS results exclude costs related to the Alcatel-Lucent transaction and
related integration, goodwill impairment charges, intangible asset amortization
and purchase price related items, restructuring and associated charges, and
certain other items that may not be indicative of Nokia's underlying business
performance. The non-IFRS exclusions are not allocated to the segments, and
hence they are reported only at the Nokia consolidated level.

Financial discussion

The financial discussion included in this interim report of Nokia's results
comprises the results of Nokia's businesses - Nokia's Networks business and
Nokia Technologies, as well as Group Common and Other. For more information on
the changes to our reportable segments, please refer to note 3, "Segment
information and eliminations", in the notes to the financial statements attached
to this report.

In the discussion of Nokia's results in the third quarter 2016 comparisons are
given to the third quarter 2015 and second quarter 2016 results on a combined
company basis, unless otherwise indicated. This data has been prepared to
reflect the financial results of the continuing operations of Nokia as if the
new financial reporting structure had been in operation for the full year 2015.
Certain accounting policy alignments, adjustments and reclassifications have
been necessary, and these are explained in the "Basis of preparation" section of
Nokia's stock exchange release published on April 22, 2016. These adjustments
also include reallocation of items of costs and expenses based on their nature
and changes to the definition of the line items in the combined company
accounting policies, which also affect numbers presented in these interim
financial statements for 2015.

In the discussion of Nokia's reported results for the third quarter 2016 and
January-September 2016 comparisons are given to the third quarter 2015 and
January-September 2015 Nokia standalone historical results, which have been
recast to reflect Nokia's updated segment reporting structure excluding Alcatel-
Lucent, unless otherwise indicated. From the beginning of 2016, Nokia's results
include those of Alcatel-Lucent on a consolidated basis and accordingly are not
directly comparable to Nokia standalone historical results.

CEO STATEMENT

Nokia delivered solid third quarter results. Nokia Technologies led the way,
with a sharp year-on-year increase in net sales, largely driven by revenues
related to the Samsung licensing agreement that was announced in Q3. The results
also reflect another excellent quarter from Fixed Networks, which improved both
net sales and profitability from one year ago.

When we announced our second quarter results in August, we said that we expected
to see slight sequential improvement in both net sales and operating margin in
the third quarter in our Networks business, and we delivered in both of those
areas. I was particularly pleased with our operating margin performance in the
quarter, which reflects the strong, focused execution across the organization.

We were able to deliver these solid results despite market conditions that are
softer than expected, particularly in mobile infrastructure. As we look forward,
we expect those conditions to stabilize somewhat in 2017, with the primary
addressable market in which Nokia competes likely to decline in the low single
digits for that year.

I believe that Nokia remains well-positioned for this environment. Our
disciplined operating model of tight cost controls, prudent investment and
focused innovation; our constant industrialization of best practices across the
company; our structured approach to fast integration and synergy capture -- all
help give us a competitive advantage.

In addition, the power of our broad portfolio was evident in the quarter. We
have the unique scope necessary to be able to design and deliver end-to-end
networks and thus anchor ourselves in the long-term purchasing strategies of our
customers. We also have the capability to diversify into new areas where high-
performance, end-to-end networks are increasingly required, such as for large
Internet and enterprise vertical market companies. We are seeing good growth in
these segments, and have plans to target them further as we move forward.

While the fourth quarter is expected to be soft from a topline perspective, I
believe that we will meet our guidance for our Networks business of significant
sequential sales and operating margin increase for Q4 and our full-year
operating margin guidance of 7% to 9%. In short, we remain on track in our
execution and focused on creating value for our customers and shareholders.

Rajeev Suri
President and CEO


NOKIA IN Q3 2016 - NON-IFRS

Non-IFRS Net sales and non-IFRS operating profit

Nokia non-IFRS net sales decreased 7% year-on-year and increased 5%
sequentially. On a constant currency basis, Nokia non-IFRS net sales would have
decreased 6% year-on-year and increased 4% sequentially.

Year-on-year changes

 EUR million,   Net     %    Gross                 Other    Operating Change in
 non-IFRS      Sales  change profit (R&D) (SG&A) income and  profit   operating
                                                 (expenses)           margin %
-------------------------------------------------------------------------------
 Networks      (699)  (12)%  (246)   23     1       (24)      (246)   (320)bps
 business

 Nokia          184    109%   175   (10)   (23)      0         142    1 410bps
 Technologies

 Group Common    87    41%     26    (6)   (10)     (31)      (21)     400bps
 and Other

 Eliminations   (16)           0      0     0        0          0
-------------------------------------------------------------------------------
 Nokia         (444)   (7)%   (46)    7    (32)     (55)      (126)   (140)bps
-------------------------------------------------------------------------------


Sequential changes

 EUR million,   Net     %    Gross                 Other    Operating Change in
 non-IFRS      Sales  change profit (R&D) (SG&A) income and  profit   operating
                                                 (expenses)           margin %
-------------------------------------------------------------------------------
 Networks        94     2%     28    44     16       33        121     210bps
 business

 Nokia          160    82%    154    (9)   (11)      2         137    1 780bps
 Technologies

 Group Common    27    10%    (19)   (4)   (5)      (5)       (33)    (880)bps
 and Other

 Eliminations   (6)            0      0     0        0          0
-------------------------------------------------------------------------------
 Nokia          274     5%    163    31     0        30        224     350bps
-------------------------------------------------------------------------------


Sequentially, Nokia's non-IFRS gross profit, non-IFRS other income and expense
and non-IFRS operating profit benefitted from the absence of an adverse effect
related to a customer in Latin America undergoing judicial recovery in Q2 2016.

NOKIA IN Q3 2016 - REPORTED

FINANCIAL DISCUSSION

Net sales

Nokia net sales increased 94% year-on-year, compared to Nokia standalone net
sales, and increased 5% sequentially. On a constant currency basis, Nokia net
sales would have increased 95% year-on-year, compared to Nokia standalone net
sales, and 5% sequentially.

Year-on-year discussion

The year-on-year increase in Nokia net sales in the third quarter 2016, compared
to Nokia standalone net sales, was primarily due to growth in Nokia's Networks
business and Group Common and Other, both of which primarily related to the
acquisition of Alcatel-Lucent, as well as growth in Nokia Technologies. This was
partially offset by purchase price allocation adjustment related to the reduced
valuation of deferred revenue that existed on Alcatel-Lucent's balance sheet at
the time of the acquisition.

Sequential discussion

The sequential increase in Nokia net sales in the third quarter 2016 was
primarily due to growth in Nokia Technologies and Nokia's Networks business, the
positive impact related to the purchase price allocation adjustment associated
with the reduced valuation of deferred revenue that existed on Alcatel-Lucent's
balance sheet at the time of the acquisition and growth in Group Common and
Other.

Operating profit

Year-on-year discussion

The year-on-year decrease in Nokia operating profit, compared to Nokia
standalone operating profit, was primarily due to higher research and
development ("R&D") expenses and higher selling, general and administrative
("SG&A") expenses, partially offset by higher gross profit, all of which related
primarily to the acquisition of Alcatel-Lucent.

The increase in gross profit was primarily due to Nokia's Networks business and,
to a lesser extent, Nokia Technologies and Group Common and Other, partially
offset by non-IFRS exclusions related to deferred revenue.

The increase in R&D expenses was primarily due to Nokia's Networks business,
non-IFRS exclusions related to amortization of intangible assets and, to a
lesser extent, Group Common and Other and Nokia Technologies.

The increase in SG&A expenses was primarily due to Nokia's Networks business,
non-IFRS exclusions related to amortization of intangible assets, as well as
transaction and integration related costs and, to a lesser extent, Group Common
and Other and Nokia Technologies.

Nokia's other income and expenses was an expense of EUR 39 million in the third
quarter 2016, compared to an expense of EUR 80 million in the year-ago period.
The net positive fluctuation was primarily related to non-IFRS exclusions
attributable to lower restructuring and associated charges, partially offset by
the absence of realized gains related to certain of Nokia's investments made
through its venture funds.

Sequential discussion

Nokia operating profit increased primarily due to lower restructuring and
associated charges and higher gross profit. Sequentially, Nokia's gross profit
benefitted from the absence of an adverse effect related to a customer in Latin
America undergoing judicial recovery in Q2 2016.

The increase in gross profit was primarily due to Nokia Technologies.

Nokia's other income and expenses was an expense of EUR 39 million in the third
quarter 2016, compared to an expense of EUR 643 million in the second quarter
2016. The decrease was primarily due to lower restructuring and associated
charges. Sequentially, Nokia's other income and expense benefitted from the
absence of an adverse effect related to a customer in Latin America undergoing
judicial recovery in Q2 2016.

Description of non-IFRS exclusions in Q3 2016

Non-IFRS exclusions consist of costs related to the Alcatel-Lucent transaction
and related integration, goodwill impairment charges, intangible asset
amortization and purchase price related items, restructuring and associated
charges, and certain other items that may not be indicative of Nokia's
underlying business performance. For additional details, please refer to note
2, "Non-IFRS to reported reconciliation, Continuing Operations", in the notes to
the financial statements attached to this report.

                               Nokia standalone
                                 historicals(1)

 EUR million         Q3'16                Q3'15 YoY change   Q2'16   QoQ change
-------------------------------------------------------------------------------
 Net sales            (60)                    0               (93)        (35)%

 Gross profit        (149)                    0              (174)        (14)%

 R&D                 (179)                  (8)     2 138%   (162)          10%

 SG&A                (145)                 (37)       292%   (154)         (6)%

 Other income and     (29)                (100)              (602)
 expenses

 Operating           (501)                (145)            (1 092)        (54)%
 profit/(loss)
-------------------------------------------------------------------------------
 Financial income      (1)                    0                (3)        (67)%
 and expenses

 Taxes                 105                   35       200%     200        (48)%

 Profit/(loss)       (397)                (109)              (896)        (56)%

 Profit/(loss)
 attributable to the (378)                (109)              (862)        (56)%
 shareholders of the
 parent

 Non-controlling      (20)                    0               (34)        (41)%
 interests
-------------------------------------------------------------------------------
 (1)Nokia standalone historicals are the recasting of Nokia's historical
 standalone financial results, reflecting Nokia's updated segment reporting
 structure, excluding Alcatel-Lucent. Beginning from the first quarter 2016,
 Nokia results include those of Alcatel-Lucent on a consolidated basis.
 Accordingly, Nokia results beginning from the first quarter 2016 are not
 directly comparable to prior period Nokia standalone results.



Net sales

In the third quarter 2016, non-IFRS exclusions in net sales amounted to EUR 60
million, and related to purchase price allocation adjustment related to the
reduced valuation of deferred revenue that existed on Alcatel-Lucent's balance
sheet at the time of the acquisition.

Operating profit

In the third quarter 2016, non-IFRS exclusions in operating profit amounted to
EUR 501 million, and were attributable to non-IFRS exclusions that negatively
affected gross profit, R&D, SG&A and other income and expenses as follows:

In the third quarter 2016, non-IFRS exclusions in gross profit amounted to EUR
149 million, and primarily due to product portfolio integration costs related to
the acquisition of Alcatel-Lucent, and the deferred revenue.

In the third quarter 2016, non-IFRS exclusions in R&D expenses amounted to EUR
179 million, and primarily related to the amortization of intangible assets
resulting from the acquisition of Alcatel-Lucent and, to a lesser extent,
product portfolio integration costs related to the acquisition of Alcatel-
Lucent.

In the third quarter 2016, non-IFRS exclusions in SG&A expenses amounted to EUR
145 million, and primarily related to the amortization of intangible assets
resulting from the acquisition of Alcatel-Lucent, as well as integration and
transaction related costs.

In the third quarter 2016, non-IFRS exclusions in other income and expenses
amounted to EUR 29 million, and primarily related to EUR 34 million of
restructuring and associated charges for Nokia's cost reduction and efficiency
improvement initiatives.

Cost savings program

The following table summarizes the financial information related to our cost
savings program, as of the end of the third quarter 2016. Balances related to
previous Nokia and Alcatel-Lucent restructuring and cost savings programs have
been included as part of this overall cost savings program.


  In EUR million, approximately                                Q3'16
--------------------------------------------------------------------
 Opening balance of restructuring and associated liabilities     970

  + Charges in the quarter                                        40

  - Cash outflows in the quarter                                 200

  = Ending balance of restructuring and associated liabilities   810

   of which restructuring provisions                             780

   of which other associated liabilities                          30



 Total expected restructuring and associated charges           1 200

  - Cumulative recorded                                          640

  = Charges remaining to be recorded                             560



 Total expected restructuring and associated cash outflows     1 650

  - Cumulative recorded                                          280

  = Cash outflows remaining to be recorded                     1 370



OUTLOOK

                   Metric            Guidance           Commentary
-------------------------------------------------------------------------------
 Nokia             Annual cost       Approximately EUR  Compared to the
                   savings for       1.2 billion of     combined non-IFRS
                   Nokia, excluding  total annual cost  operating costs of
                   Nokia             savings to be      Nokia and Alcatel-
                   Technologies      achieved in full   Lucent for full year
                                     year 2018          2015, excluding Nokia
                                                        Technologies.
                                                        Under this expanded
                                                        cost savings program,
                                                        restructuring and
                                                        associated charges are
                                                        expected to total
                                                        approximately EUR 1.2
                                                        billion, of which
                                                        approximately EUR 640
                                                        million was recorded as
                                                        of Q3 2016.
                                                        Related restructuring
                                                        and associated cash
                                                        outflows are expected
                                                        to total approximately
                                                        EUR 1.65 billion, of
                                                        which approximately EUR
                                                        230 million was
                                                        recorded as of Q3 2016.
                                                        In addition to the
                                                        above amounts, note
                                                        that Nokia's overall
                                                        charges and cash
                                                        outflows will also
                                                        include amounts related
                                                        to network equipment
                                                        swaps. The charges
                                                        related to network
                                                        equipment swaps will be
                                                        recorded as non-IFRS
                                                        exclusions and,
                                                        therefore, will not
                                                        affect Nokia's non-IFRS
                                                        operating profit.
                  -------------------------------------------------------------
                   FY16 Non-IFRS     Expense of         Primarily includes net
                   financial income  approximately EUR  interest expenses
                   and expense       300 million        related to interest-
                                                        bearing liabilities,
                                                        interest costs related
                                                        to the defined benefit
                                                        pension and other post-
                                                        employment benefit
                                                        plans, as well as the
                                                        impact from changes in
                                                        foreign exchange rates
                                                        on certain balance
                                                        sheet items. This
                                                        outlook may vary
                                                        subject to changes in
                                                        the above listed items.
                  -------------------------------------------------------------
                   FY16 Non-IFRS tax Approximately 40%  The increase in the
                   rate              for Q4 2016 and    non-IFRS tax rate for
                                     above 40% for full the combined company,
                                     year 2016 (update) compared to Nokia on a
                                                        standalone basis, is
                                                        primarily attributable
                                                        to unfavorable changes
                                                        in the regional profit
                                                        mix as a result of the
                                                        acquisition of Alcatel-
                                                        Lucent. Nokia expects
                                                        its effective long-term
                                                        non-IFRS tax rate to be
                                                        clearly below the full
                                                        year 2016 level, and
                                                        intends to provide
                                                        further commentary
                                                        later in 2016. (This
                                                        update adds Q4 2016
                                                        guidance to unchanged
                                                        full year 2016
                                                        guidance.)
                  -------------------------------------------------------------
                   FY16 Cash         Approximately EUR  May vary due to profit
                   outflows related  400 million        levels in different
                   to taxes                             jurisdictions and the
                                                        amount of licensing
                                                        income subject to
                                                        withholding tax.
                  -------------------------------------------------------------
                   FY16 Capital      Approximately EUR  Primarily attributable
                   expenditures      550 million        to Nokia's Networks
                                     (update)           business. (This is an
                                                        update to the earlier
                                                        outlook for EUR 650
                                                        million.)
-------------------------------------------------------------------------------
 Nokia's Networks  FY16 net sales    Decline YoY        Combined company net
 business         --------------------------------------sales and operating
                   FY16 operating    7-9%               margin are expected to
                   margin                               be influenced by
                                                        factors including:
                                                          * A declining capital
                                                            expenditure
                                                            environment in
                                                            2016 for our
                                                            overall addressable
                                                            market (this is an
                                                            update to the
                                                            earlier guidance
                                                            commentary for a
                                                            flattish capital
                                                            expenditure
                                                            environment);
                                                          * A declining
                                                            wireless
                                                            infrastructure
                                                            market in 2016;
                                                          * Significant focus
                                                            on the integration
                                                            of Alcatel-Lucent,
                                                            particularly in the
                                                            first half of 2016;
                                                          * Significant QoQ net
                                                            sales growth and
                                                            operating margin
                                                            expansion in Q4
                                                            2016;
                                                          * Net sales declining
                                                            YoY in Q4 2016 at
                                                            an approximately
                                                            similar rate as in
                                                            Q3 2016 (new
                                                            commentary);
                                                          * Competitive
                                                            industry dynamics;
                                                          * Product and
                                                            regional mix;
                                                          * The timing of major
                                                            network
                                                            deployments; and
                                                          * Execution of cost
                                                            savings plans.
-------------------------------------------------------------------------------
 Nokia             FY16 Net sales    Not provided       Due to risks and
 Technologies                                           uncertainties in
                                                        determining the timing
                                                        and value of
                                                        significant licensing
                                                        agreements, Nokia
                                                        believes it is not
                                                        appropriate to provide
                                                        an annual outlook for
                                                        fiscal year 2016. Nokia
                                                        expects annualized net
                                                        sales related to patent
                                                        and brand licensing to
                                                        grow to a run rate of
                                                        approximately EUR 950
                                                        million by the end of
                                                        2016. License
                                                        agreements which
                                                        currently contribute
                                                        approximately EUR 150
                                                        million to the
                                                        annualized net sales
                                                        run rate are set to
                                                        expire before the end
                                                        of 2016. If we do not
                                                        renew these license
                                                        agreements, nor sign
                                                        any new licensing
                                                        agreements, the
                                                        annualized net sales
                                                        run rate would be
                                                        approximately EUR 800
                                                        million in early 2017.
                                                        Furthermore, the
                                                        contribution of the
                                                        Withings acquisition to
                                                        Nokia Technologies net
                                                        sales is expected to be
                                                        approximately EUR 50
                                                        million in the second
                                                        half of 2016, with
                                                        strong Q4 seasonality.
                                                        The contribution of the
                                                        acquisition to Nokia
                                                        Technologies operating
                                                        profit is expected to
                                                        be slightly negative
                                                        for the second half of
                                                        2016.
-------------------------------------------------------------------------------


RISKS AND FORWARD-LOOKING STATEMENTS

It should be noted that Nokia and its businesses 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) our ability to integrate Alcatel Lucent into our operations and achieve the
targeted business plans and benefits, including targeted synergies in relation
to the acquisition of Alcatel Lucent announced on April 15, 2015 and closed in
early 2016; B) our ability to squeeze out the remaining Alcatel Lucent
shareholders in a timely manner or at all to achieve full ownership of Alcatel
Lucent; C) expectations, plans or benefits related to our strategies and growth
management; D) expectations, plans or benefits related to future performance of
our businesses; E) expectations, plans or benefits related to changes in our
management and other leadership, operational structure and operating model,
including the expected characteristics, business, organizational structure,
management and operations following the acquisition of Alcatel Lucent; F)
expectations regarding market developments, general economic conditions and
structural changes; G) expectations and targets regarding financial performance,
results, operating expenses, taxes, currency exchange rates, hedging, cost
savings and competitiveness, as well as results of operations including targeted
synergies and those related to market share, prices, net sales, income and
margins; H) timing of the deliveries of our products and services; I)
expectations and targets regarding collaboration and partnering arrangements,
joint-ventures or the creation of joint-ventures, as well as our expected
customer reach; J) outcome of pending and threatened litigation, arbitration,
disputes, regulatory proceedings or investigations by authorities, including the
implications of the legal action brought against the French stock market
authority's (Autorité des marchés financiers) clearance decision on Nokia's
proposed public buy-out offer followed by a squeeze-out; K) expectations
regarding restructurings, investments, uses of proceeds from transactions,
acquisitions and divestments and our ability to achieve the financial and
operational targets set in connection with any such restructurings, investments,
divestments and acquisitions; and L) statements preceded by or including
"believe," "expect," "anticipate," "foresee," "sees," "target," "estimate,"
"designed," "aim," "plans," "intends," "focus," "continue," "project," "should,"
"will" or similar expressions. These statements are based on the 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 such differences include, but are not
limited to: 1) our ability to execute our strategy, sustain or improve the
operational and financial performance of our business or correctly identify or
successfully pursue business opportunities or growth; 2) our ability to achieve
the anticipated business and operational benefits and synergies from the Alcatel
Lucent transaction, including our ability to integrate Alcatel Lucent into our
operations and within the timeframe targeted, and our ability to implement our
organization and operational structure efficiently; 3) our ability to complete
the purchases of the remaining outstanding Alcatel Lucent securities and realize
the benefits of the public exchange offer for all outstanding Alcatel Lucent
securities, and the outcome of the decision by the French Court of Appeal in
relation to the clearance decision of Nokia's proposed public buy-out offer and
squeeze-out; 4) our dependence on general economic and market conditions and
other developments in the economies where we operate; 5) our dependence on the
development of the industries in which we operate, including the cyclicality and
variability of the telecommunications industry; 6) our exposure to regulatory,
political or other developments in various countries or regions, including
emerging markets and the associated risks in relation to tax matters and
exchange controls, among others; 7) our ability to effectively and profitably
compete and invest in new competitive high-quality products, services, upgrades
and technologies and bring them to market in a timely manner; 8) our dependence
on a limited number of customers and large multi-year agreements; 9) Nokia
Technologies' ability to maintain and establish new sources of patent licensing
income and IPR-related revenues, particularly in the smartphone market; 10) our
dependence on IPR technologies, including those that we have developed and those
that are licensed to us, and the risk of associated IPR-related legal claims,
licensing costs and restrictions on use; 11) our exposure to direct and indirect
regulation, including economic or trade policies, and the reliability of our
governance, internal controls and compliance processes to prevent regulatory
penalties; 12) our reliance on third-party solutions for data storage and the
distribution of products and services, which expose us to risks relating to
security, regulation and cybersecurity breaches; 13) Nokia Technologies' ability
to generate net sales and profitability through licensing of the Nokia brand,
the development and sales of products and services, as well as other business
ventures which may not materialize as planned; 14) our exposure to legislative
frameworks and jurisdictions that regulate fraud, economic trade sanctions and
policies, and Alcatel Lucent's previous and current involvement in anti-
corruption allegations; 15) the potential complex tax issues, tax disputes and
tax obligations we may face in various jurisdictions, including the risk of
obligations to pay additional taxes; 16) our actual or anticipated performance,
among other factors, which could reduce our ability to utilize deferred tax
assets; 17) our ability to retain, motivate, develop and recruit appropriately
skilled employees; 18) our ability to manage our manufacturing, service
creation, delivery, logistics and supply chain processes, and the risk related
to our geographically concentrated production sites; 19) the impact of
unfavorable outcome of litigation, arbitration, agreement-related disputes or
allegations of product liability associated with our businesses; 20) exchange
rate fluctuations, as well as hedging activities; 21) inefficiencies, breaches,
malfunctions or disruptions of information technology systems; 22) our ability
to optimize our capital structure as planned and re-establish our investment
grade credit rating or otherwise improve our credit ratings; 23) uncertainty
related to the amount of dividends and equity return we are able to distribute
to shareholders for each financial period; 24) our ability to achieve targeted
benefits from or successfully implement planned transactions, as well as the
liabilities related thereto; 25) our involvement in joint ventures and jointly-
managed companies or failures to create planned joint ventures; 26) performance
failures by our partners or failure to agree to partnering arrangements with
third parties; 27) our ability to manage and improve our financial and operating
performance, cost savings, competitiveness and synergy benefits after the
acquisition of Alcatel Lucent; 28) adverse developments with respect to customer
financing or extended payment terms we provide to customers; 29) the carrying
amount of our goodwill may not be recoverable; 30) risks related to undersea
infrastructure; 31) unexpected liabilities with respect to pension plans,
insurance matters and employees; and 32) unexpected liabilities or issues with
respect to the acquisition of Alcatel Lucent, including pension, postretirement,
health and life insurance and other employee liabilities or higher than expected
transaction costs as well as the risk factors specified on pages 69 to 87 of our
annual report on Form 20-F filed on April 1, 2016 under "Operating and financial
review and prospects-Risk factors", as well as in Nokia's other filings with the
U.S. Securities and Exchange Commission. Other unknown or unpredictable factors
or underlying assumptions subsequently proven to be incorrect could cause actual
results to differ materially from those in the forward-looking statements. We do
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.

The financial statements were authorized for issue by management on October
26, 2016.

Media and Investor Contacts:

Communications, tel. +358 10 448 4900 email: press.services@nokia.com
Investor Relations, tel. +358 4080 3 4080 email: investor.relations@nokia.com

  * Nokia plans to hold its Capital Markets Day in Barcelona on November
    15, 2016.
  * Nokia plans to publish its fourth quarter and annual 2016 results on
    February 2, 2017.
  * Nokia's Annual General Meeting 2017 is planned to be held on May 23, 2017.

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