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Acquisition enables Alcatel-Lucent to enhance consumers’
“digital life” by better managing the distribution of video and other
multimedia content throughout their homes and beyond
Paris, France and Austin, TX, October 7, 2008 — Alcatel-Lucent
(Euronext Paris and NYSE: ALU) today announced that it has successfully
completed the acquisition of Motive, Inc.
The acquisition solidifies the existing three-year relationship between the
two companies, which had jointly developed and sold remote management software
solutions for automating the deployment, configuration and support of advanced
home networking devices called residential gateways (RGs). More than 70 service
providers worldwide use Motive products today.
“With the combination of Motive’s service management software and
Alcatel-Lucent’s world-class fixed and wireless broadband networking
infrastructure, service providers can now rely on a single solution to deliver
a seamless, consistent, converged customer experience across a range of
services, networks and devices, both fixed and mobile,” said Luis Martinez
Amago, President of Alcatel-Lucent’s fixed access activities. “Motive is
enriching Alcatel-Lucent’s portfolio with an expanded application suite that is
ideally suited to the challenge of enhancing consumers ‘digital life’ by
delivering video and other multimedia content where they live, work and
play.”
Upon the closing of the acquisition, all remaining outstanding shares of
Motive common stock, other than the shares purchased in the offer and those
held by stockholders who properly perfect appraisal rights under Delaware law,
were converted into the right to receive USD 2.23 per share in cash without
interest and less required withholding taxes. As a result of the merger, Motive
has become a wholly owned subsidiary of Alcatel-Lucent.
Safe Harbor for Forward Looking Statements
This press release contains forward looking information based on the current
expectations of Alcatel-Lucent and Motive. Because forward looking statements
involve risks and uncertainties, actual results could differ materially. All
statements other than statements of historical fact are statements that could
be deemed forward looking statements, including the expected benefits and costs
of the transaction, management plans relating to the transaction, the
anticipated timing of filings and approvals relating to the transaction, the
ability of Motive to satisfy all conditions to closing of the transaction, the
expected timing of the completion of the transaction, the ability to complete
the transaction, any statements of the plans, strategies and objectives of
future operations, and any statements of assumptions underlying any of the
foregoing. Risks, uncertainties and assumptions include the possibility that
expected benefits may not materialize as expected, risks related to the timing
or ultimate completion of the transaction, that, prior to the completion of the
transaction, Motive's business may not perform as expected due to uncertainty;
that the parties are unable to successfully implement integration strategies,
and other risks that are described from time to time in the public filings of
Alcatel-Lucent and Motive with the U.S. Securities and Exchange
Commission.
The forward looking statements speak only as of the date of this press release.
Alcatel-Lucent and Motive expressly disclaim any obligation or undertaking to
release publicly any updates or revisions to any forward looking statements
included in this press release to reflect any changes in expectations with
regard thereto or any changes in events, conditions, or circumstances on which
any such statement is based.
Important Additional Information
This press release is for informational purposes only and is not an offer to
buy or the solicitation of an offer to sell any securities. The tender offer
described herein has not yet been commenced. The solicitation and the offer to
buy shares of Motive common stock will only be pursuant to an offer to
purchase, letter of transmittal and related materials that Alcatel-Lucent, or a
subsidiary thereof,intends to file with the U.S. Securities and Exchange
Commission. Motive intends to file with the U.S. Securities and Exchange
Commission and mail to its stockholders a Tender Offer
Solicitation/Recommendation Statement on Schedule 14D-9 in connection with the
tender offer. When they are available, shareholders of Motive should read these
materials carefully because they contain important information, including the
terms and conditions of the tender offer. When they are available, shareholders
will be able to obtain the offer to purchase, the letter of transmittal and
related documents without charge from the U.S. Securities and Exchange
Commission’s Website at http://www.sec.gov/
or from Motive's Investor Relations department or the Investor Relations
section of Motive's website at http://ir.motive.com.
Shareholders are urged to read carefully those materials when they become
available prior to making any decisions with respect to the tender offer.
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