Nokia - Company Announcement

Nokia agrees to acquire Alcatel-Lucent convertible bonds through a private transaction

Nokia Corporation
Stock Exchange Release
May 12, 2016 at 20:55 (CET +1)

Nokia agrees to acquire Alcatel-Lucent convertible bonds through a private
transaction

Espoo, Finland - On May 12, 2016 Nokia agreed to acquire 72 994 133 of the EUR
688 425 000.00 Alcatel-Lucent bonds convertible into new Alcatel-Lucent shares
or exchangeable for existing Alcatel-Lucent shares due on January 30, 2019 (the
"2019 OCEANEs") and 19 943 533 of the EUR 460 289 979.90 Alcatel-Lucent bonds
convertible into new Alcatel-Lucent shares or exchangeable for existing Alcatel-
Lucent shares due on January 30, 2020 (the "2020 OCEANEs" and, together with the
2019 OCEANEs, the "OCEANEs"). Nokia has agreed to acquire the OCEANEs through a
privately negotiated transaction in consideration for an aggregate cash payment
of EUR 418 949 438.33. The settlement of the transaction is expected to occur on
or around May 16, 2016.

Following this transaction Nokia is expected to own 94.64% of the share capital
and 94.57% of the voting rights of Alcatel-Lucent, corresponding to 94.17% of
the Alcatel-Lucent shares on a fully diluted basis.

About Nokia
Nokia is a global leader in the technologies that connect people and things.
Powered by the innovation of Bell Labs and Nokia Technologies, the company is at
the forefront of creating and licensing the technologies that are increasingly
at the heart of our connected lives.

With state-of-the-art software, hardware and services for any type of network,
Nokia is uniquely positioned to help communication service providers,
governments, and large enterprises deliver on the promise of 5G, the Cloud and
the Internet of Things. http://nokia.com

Media Enquiries:
Nokia
Communications
Tel. +358 (0) 10 448 4900
Email: press.services@nokia.com

Investor Enquiries:
Nokia
Investor Relations
Tel. +358 4080 3 4080
Email: investor.relations@nokia.com

FORWARD-LOOKING STATEMENTS
This stock exchange release contains forward-looking statements that reflect
Nokia's current expectations and views of future events and developments. Some
of these forward-looking statements can be identified by terms and phrases such
as "would", "expected to" and similar expressions. These forward-looking
statements include statements relating to: the settlement of the trade and
Nokia's expected ownership of Alcatel Lucent. These forward-looking statements
are subject to a number of risks and uncertainties, many of which are beyond our
control, which could cause actual results to differ materially from such
statements. These forward-looking statements are based on our beliefs,
assumptions and expectations of future performance, taking into account the
information currently available to us. Risks and uncertainties include:
regulatory restrictions, fluctuations in Alcatel Lucent's share capital and the
impact on Nokia of any of the foregoing risks or forward-looking statements, as
well as other risk factors listed from time to time in Nokia's filings with the
U.S. Securities and Exchange Commission (the "SEC").

The forward-looking statements should be read in conjunction with the other
cautionary statements that are included elsewhere, including the Risk Factors
section of Nokia's most recent annual report on Form 20-F, reports furnished on
Form 6-K, and any other documents that Nokia has filed with the SEC. Any
forward-looking statements made in this stock exchange release are qualified in
their entirety by these cautionary statements, and there can be no assurance
that the actual results or developments anticipated by us will be realized or,
even if substantially realized, that they will have the expected consequences
to, or effects on, us or our business or operations. Except as required by law,
we undertake no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.


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