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Vendors to start operating as a merged entity on 14 January.

Nokia on Monday announced that a successful public exchange offer means it will hold close to 80% of Alcatel-Lucent’s share capital, giving it control of the Franco-U.S. vendor.

"We will move quickly to combine the two companies and execute our integration plans," said Nokia chief executive and CEO-elect of the merged entity Rajeev Suri.

14 January will mark the vendors’ first day as an operationally combined group.

Nokia agreed a deal worth €15.6 billion to buy out Alcatel-Lucent in April. The deal required it to come away from the public exchange offer with at least 50% of Alcatel-Lucent securities on a fully diluted basis.

Subject to confirmation of figures published by the French stock market authority, the Autorité des Marchés Financiers (AMF), on Monday and assuming conversion of convertible bonds tendered at the approved ratio, Nokia will hold 79.32% of Alcatel-Lucent’s share capital and at least 78.97% of its voting rights.

The AMF is due to publish the final results on Tuesday.

In accordance with AMF rules, the tender offer will be reopened in France and in the U.S. within 10 days. Nokia strongly encourages remaining Alcatel-Lucent securities holders to tender their shares, American depositary shares (ADSs) and convertible bonds, noting amongst other things that any remaining securities holders will not be eligible for its planned capital returns programme.

Subject to the closure of the transaction and to shareholder approval, Nokia intends to carry out a €7 billion project to optimise its capital structure, which will include €4 billion in returns to its shareholders.

"We are delighted that the offer has been successful, and that Alcatel-Lucent’s investors share our confidence in the future of the combined company," Suri said, talking up the combined company’s strengths, including its R&D capabilities.

Suri will be backed by a leadership team he unveiled in October, which is primarily composed of current Nokia executives. However, Alcatel-Lucent’s president of fixed networks Federico Guillén will head up the merged entity’s fixed-line business and Bell Labs president Marcus Weldon will retain his post, as well as becoming Nokia CTO.

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